UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15b-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
March 2019
Date of Report (Date of Earliest Event Reported)
Embotelladora Andina S.A.
(Exact name of registrant as specified in its charter)
Andina Bottling Company, Inc.
(Translation of Registrant´s name into English)
Avda. Miraflores 9153
Renca
Santiago, Chile
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the Registrant is submitting this Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes o No x
Indicate by check mark if the Registrant is submitting this Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes o No x
Indicate by check mark whether the registrant by furnishing the information contained in this Form 6-K is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
Yes o No x
Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Santiago, Chile
As of December 31, 2018 and 2017
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Financial Statements
as of December 31, 2018 and 2017
Independent Auditor’s Report
(Translation of the report originally issued in Spanish)
To Shareholders and Directors
Embotelladora Andina S.A.
We have audited the accompanying consolidated financial statements of Embotelladora Andina S.A. and subsidiaries (“the Company”), which comprise the consolidated statement of financial position as of December 31, 2018 and 2017, and the related consolidated statements of comprehensive income, changes in shareholders’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in Chile. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion on the Regulatory Basis of Accounting
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Embotelladora Andina S.A. and subsidiaries as of December 31, 2018 and 2017, and the results of their operations and their cash flows for the years then ended in accordance with International Financial Reporting Standards.
Albert Oppenländer L. | EY Audit SpA. |
Santiago February 28, 2019
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Financial Statements
Consolidated Statements of Financial Position as of December 31, 2018 and 2017 | 1 |
|
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3 | |
|
|
4 | |
|
|
5 | |
|
|
6 | |
|
|
7 |
Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
As of December 31, 2018, and 2017
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Statements of Financial Position
|
| NOTE |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
| ThCh$ |
| ThCh$ |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
| 4 |
| 137,538,613 |
| 136,242,116 |
|
Other financial assets |
| 5 |
| 683,567 |
| 14,138,161 |
|
Other non-financial assets |
| 6.1 |
| 5,948,923 |
| 5,611,861 |
|
Trade and other accounts receivable, net |
| 7 |
| 174,113,323 |
| 191,284,680 |
|
Accounts receivable from related companies |
| 11.1 |
| 9,450,263 |
| 5,370,232 |
|
Inventory |
| 8 |
| 151,319,709 |
| 131,363,000 |
|
Current tax assets |
| 9.2 |
| 2,532,056 |
| — |
|
Total Current Assets |
|
|
| 481,586,454 |
| 484,010,050 |
|
|
|
|
|
|
|
|
|
Non-Current Assets: |
|
|
|
|
|
|
|
Other financial assets |
| 5 |
| 97,362,295 |
| 74,259,085 |
|
Other non-financial assets |
| 6.2 |
| 34,977,264 |
| 47,394,345 |
|
Trade and other receivables |
| 7 |
| 1,270,697 |
| 2,395,851 |
|
Accounts receivable from related parties |
| 11.1 |
| 74,340 |
| 156,492 |
|
Investments accounted for under the equity method |
| 13.1 |
| 102,410,945 |
| 86,809,069 |
|
Intangible assets other than goodwill |
| 14.1 |
| 668,822,553 |
| 663,272,878 |
|
Goodwill |
| 14.2 |
| 117,229,173 |
| 93,598,217 |
|
Property, plant and equipment |
| 10.1 |
| 710,770,968 |
| 659,750,499 |
|
Deferred income tax assets |
| 9.5 |
| — |
| 3,212,981 |
|
Total Non-Current Assets |
|
|
| 1,732,918,235 |
| 1,630,849,417 |
|
Total Assets |
|
|
| 2,214,504,689 |
| 2,114,859,467 |
|
The accompanying notes 1 to 30 form an integral part of these Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Statements of Financial Position
|
| NOTE |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
| ThCh$ |
| ThCh$ |
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
Other financial liabilities |
| 15 |
| 56,114,977 |
| 67,981,405 |
|
Trade and other accounts payable |
| 16 |
| 238,109,847 |
| 257,519,477 |
|
Accounts payable to related parties |
| 11.2 |
| 45,827,859 |
| 33,961,437 |
|
Provisions |
| 17 |
| 3,485,613 |
| 2,676,418 |
|
Income taxes payable |
| 9.3 |
| 9,338,612 |
| 3,184,965 |
|
Employee benefits current provisions |
| 12 |
| 33,210,979 |
| 35,955,643 |
|
Other non-financial liabilities |
| 18 |
| 33,774,214 |
| 27,007,977 |
|
Total Current Liabilities |
|
|
| 419,862,101 |
| 428,287,322 |
|
|
|
|
|
|
|
|
|
Other financial liabilities |
| 15 |
| 716,563,778 |
| 675,767,201 |
|
Trade and other payables |
| 16 |
| 735,665 |
| 1,132,926 |
|
Provisions |
| 17 |
| 58,966,913 |
| 62,947,748 |
|
Deferred income tax liabilities |
| 9.5 |
| 145,245,948 |
| 125,204,566 |
|
Post-employment benefit liabilities |
| 12 |
| 9,415,541 |
| 8,286,355 |
|
Non-Current Liabilities: |
|
|
| 930,927,845 |
| 873,338,796 |
|
|
|
|
|
|
|
|
|
Equity: |
| 19 |
|
|
|
|
|
Issued capital |
|
|
| 270,737,574 |
| 270,737,574 |
|
Retained earnings |
|
|
| 462,221,463 |
| 335,523,254 |
|
Other reserves |
|
|
| 110,854,089 |
| 185,049,228 |
|
Equity attributable to equity holders of the parent |
|
|
| 843,813,126 |
| 791,310,056 |
|
Non-controlling interests |
|
|
| 19,901,617 |
| 21,923,293 |
|
Total Equity |
|
|
| 863,714,743 |
| 813,233,349 |
|
Total Liabilities and Equity |
|
|
| 2,214,504,689 |
| 2,114,859,467 |
|
The accompanying notes 1 to 30 form an integral part of these Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Statements of Income by Function
for the periods ended December 31, 2018 and 2017
|
|
|
| 01.01.2018 |
| 01.01.2017 |
|
|
| NOTE |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
| ThCh$ |
| ThCh$ |
|
Net sales |
|
|
| 1,672,915,799 |
| 1,848,878,619 |
|
Cost of sales |
| 23 |
| (968,027,774 | ) | (1,069,024,964 | ) |
Gross Profit |
|
|
| 704,888,025 |
| 779,853,655 |
|
Other income |
| 24 |
| 2,609,168 |
| 550,834 |
|
Distribution expenses |
| 23 |
| (165,775,484 | ) | (192,927,875 | ) |
Administrative expenses |
| 23 |
| (313,742,853 | ) | (348,199,321 | ) |
Other expenses |
| 25 |
| (16,057,763 | ) | (16,701,471 | ) |
Other (loss) gains |
| 27 |
| (2,707,859 | ) | (2,537,269 | ) |
Financial income |
| 26 |
| 3,940,244 |
| 11,194,375 |
|
Financial expenses |
| 26 |
| (55,014,660 | ) | (55,220,369 | ) |
Share of profit (loss) of investments in associates and joint ventures accounted for using the equity method |
| 13.3 |
| 1,411,179 |
| (80,360 | ) |
Foreign exchange differences |
|
|
| (1,449,256 | ) | (1,370,910 | ) |
Income by indexation units |
|
|
| (5,085,140 | ) | (3,762,930 | ) |
Net income before income taxes |
|
|
| 153,015,601 |
| 170,798,359 |
|
Income tax expense |
| 9.4 |
| (55,564,855 | ) | (51,797,634 | ) |
Net income |
|
|
| 97,450,746 |
| 119,000,725 |
|
|
|
|
|
|
|
|
|
Net income attributable to |
|
|
|
|
|
|
|
Equity holders of the parent |
|
|
| 96,603,371 |
| 117,835,790 |
|
Non-controlling interests |
|
|
| 847,375 |
| 1,164,935 |
|
Net income |
|
|
| 97,450,746 |
| 119,000,725 |
|
|
|
|
|
|
|
|
|
Earnings per Share, basic and diluted |
|
|
| Ch$ |
| Ch$ |
|
Earnings per Series A Share |
| 19.5 |
| 97.20 |
| 118.56 |
|
Earnings per Series B Share |
| 19.5 |
| 106.92 |
| 130.42 |
|
The accompanying notes 1 to 30 form an integral part of these Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
for the periods ended December 31, 2018 and 2017
|
| 01.01.2018 |
| 01.01.2017 |
|
|
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Net income |
| 97,450,746 |
| 119,000,725 |
|
|
|
|
|
|
|
Other Comprehensive Income: |
|
|
|
|
|
Components of other comprehensive income that will not be reclassified to net income for the period, before taxes |
|
|
|
|
|
Actuarial losses from defined benefit plans |
| (64,463 | ) | (329,477 | ) |
Components of other comprehensive income that will be reclassified to net income for the period, before taxes |
|
|
|
|
|
Gain (losses) from exchange rate translation differences |
| (72,455,525 | ) | (68,831,435 | ) |
Gain (losses) from cash flow hedges |
| (13,151,841 | ) | (813,844 | ) |
Income tax related to components of other comprehensive income that will not be reclassified to net income for the period |
|
|
|
|
|
Income tax benefit related to defined benefit plans |
| 16,184 |
| 84,017 |
|
|
|
|
|
|
|
Income tax related to components of other comprehensive income that will be reclassified to net income for the period |
|
|
|
|
|
Income tax related to exchange rate translation differences |
| 2,476,204 |
| 232,666 |
|
Income tax related to cash flow hedges |
| 2,554,551 |
| 167,348 |
|
Total other comprehensive income |
| (80,623,890 | ) | (69,490,725 | ) |
Total comprehensive income |
| 16,826,856 |
| 49,510,000 |
|
|
|
|
|
|
|
Equity holders of the parent |
| 16,370,635 |
| 48,725,522 |
|
Non-controlling interests |
| 456,221 |
| 784,478 |
|
Total comprehensive income |
| 16,826,856 |
| 49,510,000 |
|
The accompanying notes 1 to 30 form an integral part of these Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Statements of Changes in Equity as of December 31, 2018 and 2017
|
|
|
| Other reserves |
|
|
|
|
|
|
|
|
| ||||||||
|
| Issued |
| Reserves for |
| Cash flow |
| Actuarial gains or |
| Other |
| Total other |
| Retained |
| Controlling |
| Non- |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Opening balance as of 01/01/2018 |
| 270,737,574 |
| (237,077,572 | ) | (3,094,671 | ) | (1,915,587 | ) | 427,137,058 |
| 185,049,228 |
| 335,523,254 |
| 791,310,056 |
| 21,923,293 |
| 813,233,349 |
|
Changes in accounting policies |
| — |
| — |
| — |
| — |
| — |
| — |
| 79,499,736 |
| 79,499,736 |
| — |
| 79,499,736 |
|
Restated opening balance |
| 270,737,574 |
| (237,077,572 | ) | (3,094,671 | ) | (1,915,587 | ) | 427,137,058 |
| 185,049,228 |
| 415,022,990 |
| 870,809,792 |
| 21,923,293 |
| 892,733,085 |
|
Changes in Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings |
| — |
| — |
| — |
| — |
| — |
| — |
| 96,603,371 |
| 96,603,371 |
| 847,375 |
| 97.450.746 |
|
Other comprehensive income |
| — |
| (69,596,956 | ) | (10,597,290 | ) | (38,490 | ) | — |
| (80,232,736 | ) | — |
| (80,232,736 | ) | (391,154 | ) | (80.623.890 | ) |
Total Comprehensive income |
| — |
| (69,596,956 | ) | (10,597,290 | ) | (38,490 | ) | — |
| (80,232,736 | ) | 96,603,371 |
| 16,370,635 |
| 456,221 |
| 16.826.856 |
|
Dividends |
| — |
| — |
| — |
| — |
| — |
| — |
| (85,475,291 | ) | (85,475,291 | ) | (2,477,897 | ) | (87,953,188 | ) |
Increase (decrease) from other changes |
|
|
|
|
| 23,029 |
| — |
| 6,014,568 |
| 6,037597 |
| 36,070,393 |
| 42,107,990 |
|
|
| 42,107,990 |
|
Total changes in equity |
| — |
| (69,596,956 | ) | (10,574,261 | ) | (38,490 | ) | 6,014,568 |
| (74,195,139 | ) | 47,198,473 |
| (26,996,666 | ) | (2,816,674 | ) | (29,018,342 | ) |
Ending balance as of 12/31/2018 |
| 270,737,574 |
| (306,674,528 | ) | (13,668,932 | ) | (1,954,077 | ) | 433,151,026 |
| 110,854,089 |
| 462,221,463 |
| 843,813,126 |
| 19,901,617 |
| 863,714,743 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other reserves |
|
|
|
|
|
|
|
|
| ||||||||
|
| Issued |
| Reserves for |
| Cash flow |
| Actuarial gains or |
| Other |
| Total other |
| Retained |
| Controlling |
| Non- |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Opening balance as of 01/01/2017 |
| 270,737,574 |
| (168,744,355 | ) | (2,448,175 | ) | (1,785,032 | ) | 427,137,058 |
| 254,159,496 |
| 295,708,512 |
| 820,605,582 |
| 21,564,445 |
| 842,170,027 |
|
Changes in Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings |
| — |
| — |
| — |
| — |
| — |
| — |
| 117,835,790 |
| 117,835,790 |
| 1,164,935 |
| 119,000,725 |
|
Other comprehensive income |
| — |
| (68,333,217 | ) | (646,496 | ) | (130,555 | ) | — |
| (69,110,268 | ) | — |
| (69,110,268 | ) | (380,457 | ) | (69,490,725 | ) |
Comprehensive income |
| — |
| (68,333,217 | ) | (646,496 | ) | (130,555 | ) | — |
| (69,110,268 | ) | 117,835,790 |
| 48,725,522 |
| 784,878 |
| 49,510,000 |
|
Dividends |
| — |
| — |
| — |
| — |
| — |
| — |
| (78,021,048 | ) | (78,021,048 | ) | (425,630 | ) | (78,446,678 | ) |
Total changes in equity |
| — |
| (68,333,217 | ) | (646,496 | ) | (130,555 | ) | — |
| (69,110,268 | ) | 39,814,742 |
| (29,295,526 | ) | 358,848 |
| (28,936,678 | ) |
Ending balance as of 12/31/2017 |
| 270,737,574 |
| (237,077,572 | ) | (3,094,671 | ) | (1,915,587 | ) | 427,137,058 |
| 185,049,228 |
| 335,523,254 |
| 791,310,056 |
| 21,923,293 |
| 813,233,349 |
|
The accompanying notes 1 to 30 form an integral part of these Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Consolidated Statements of Direct Cash Flows
as of December 31, 2018, and 2017
|
|
|
| 01.01.2018 |
| 01.01.2017 |
|
|
| NOTE |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
| ThCh$ |
| ThCh$ |
|
Cash flows provided by (used in) Operating Activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows provided by Operating Activities |
|
|
|
|
|
|
|
Receipts from the sale of goods and the rendering of services (including taxes) |
|
|
| 2,296,830,656 |
| 2,388,420,701 |
|
Payments for Operating Activities |
|
|
|
|
|
|
|
Payments to suppliers for goods and services (including taxes) |
|
|
| (1,526,444,730 | ) | (1,495,009,304 | ) |
Payments to and on behalf of employees |
|
|
| (199,460,816 | ) | (221,146,637 | ) |
Other payments for operating activities (value-added taxes on purchases, sales and others) |
|
|
| (267,827,342 | ) | (333,155,023 | ) |
Dividend received |
|
|
| 601,022 |
| 1,540,090 |
|
Interest payments |
|
|
| (41,353,013 | ) | (53,103,434 | ) |
Interest received |
|
|
| 3,545,313 |
| 8,240,023 |
|
Income tax payments |
|
|
| (29,904,176 | ) | (40,654,077 | ) |
Other cash movements (tax on bank debits Argentina and others) |
|
|
| (707,552 | ) | (7,171,991 | ) |
Cash flows provided by (used in) Operating Activities |
|
|
| 235,279,362 |
| 247,960,348 |
|
|
|
|
|
|
|
|
|
Cash flows provided by (used in) Investing Activities |
|
|
|
|
|
|
|
Investment in associates |
| 13.2 |
| (15,615,466 | ) | (15,570,161 | ) |
Proceeds from sale of Property, plant and equipment |
|
|
| 260,116 |
| 99,421 |
|
Purchase of Property, plant and equipment |
|
|
| (121,063,273 | ) | (168,857,680 | ) |
Purchase of intangible |
|
|
| — |
| (11,923,449 | ) |
Proceeds from other long-term assets (term deposits over 90 days) |
|
|
| 13,883,132 |
| 81,258,426 |
|
Purchase of other long-term assets (term deposits over 90 days) |
|
|
| — |
| (41,059,494 | ) |
Payments on forward, term, option and financial exchange agreements |
|
|
| 6,403,152 |
| 1,374,638 |
|
Other payments on purchase of financial instruments |
|
|
| (1,953,309 | ) | (14,153,111 | ) |
Net cash flows used in Investing Activities |
|
|
| (118,085,648 | ) | (168,831,410 | ) |
|
|
|
|
|
|
|
|
Cash Flows generated from (used in) Financing Activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from short-term loans obtained |
|
|
| 29,850,728 |
| 71,801,741 |
|
Loan payments |
|
|
| (44,234,859 | ) | (52,146,995 | ) |
Financial lease liability payments |
|
|
| (2,395,966 | ) | (4,745,884 | ) |
Dividend payments by the reporting entity |
|
|
| (87,535,698 | ) | (74,968,175 | ) |
Other inflows (outflows) of cash (Placement and payment of public obligations) |
|
|
| (10,319,483 | ) | (18,286,457 | ) |
Net cash flows (used in) generated by Financing Activities |
|
|
| (114,635,278 | ) | (78,345,770 | ) |
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents before exchange differences |
|
|
| 2,558,436 |
| 783,168 |
|
Effects of exchange differences on cash and cash equivalents |
|
|
| 3,574,340 |
| (5,804,932 | ) |
Effects of inflation on cash and cash equivalents in Argentina |
|
|
| (4,836,279 | ) | — |
|
Net decrease in cash and cash equivalents |
|
|
| 1,296,497 |
| (5,021,764 | ) |
Cash and cash equivalents — beginning of year |
| 4 |
| 136,242,116 |
| 141,263,880 |
|
Cash and cash equivalents - end of year |
| 4 |
| 137,538,613 |
| 136,242,116 |
|
The accompanying notes 1 to 30 form an integral part of these Consolidated Financial Statements
EMBOTELLADORA ANDINA S.A. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
NOTE 1 - CORPORATE INFORMATION
Embotelladora Andina S.A. RUT (Chilean Tax Id. N°) 91.144.000-8 (hereafter “Andina,” and together with its subsidiaries, the “Company”) is registered under No. 00124 of the Securities Registry and is regulated by Chile’s Financial Market Commission (previously the Superintendence of Securities and Insurance) pursuant to Law 18.046.
The principal activities of Embotelladora Andina S.A. are to manufacture, bottle, commercialize and/or distribute Coca-Cola products and brands registered by The Coca-Cola Company. The Company has operations and is licensed by The Coca-Cola Company in its territories Chile, Brazil, Argentina and Paraguay. In Chile, the geographic areas in which the Company has distribution franchises are regions II, III, IV, XI, XII, Metropolitan Region, Rancagua and San Antonio. In Brazil, in the states of Rio de Janeiro, Espirito Santo, Niteroi, Vitoria, Nova Iguaçu, part of Sao Paulo and part of Minas Gerais. In Argentina, in the provinces of Mendoza, Córdoba, San Luis, Entre Ríos, Santa Fe, Rosario, Santa Cruz, Neuquén, El Chubut, Tierra del Fuego, Río Negro, La Pampa and the western zone of the Province of Buenos Aires. In Paraguay, the franchised territory covers the whole country. Regarding licenses for the territories in Chile, some are in the renewal process and others in October 2023. In Argentina they expire in 2022; in Brazil they are in the renewal process and in Paraguay they expire in 2020. Said licenses are renewable upon the request of the licensee and at the sole discretion of The Coca-Cola Company. These licenses are expected to be renewed under similar conditions on the date of expiration.
As of the date of this report, regarding Andina’s principal shareholders, the Controlling Group(1) holds 55.72% of the outstanding shares with voting rights, corresponding to the Series A shares.
The head office of Embotelladora Andina S.A. is located on Miraflores 9153, borough of Renca, Santiago, Chile.
(1) Controlling Group: Inversiones SH Seis Limitada , Inversiones Cabildo SpA, Inversiones Chucao Limitada, today Inversiones Lleuque Limitada , Inversiones Nueva Delta S.A. , Inversiones Nueva Delta Dos S.A. , Inversiones Las Gaviotas Dos Limitada, today Inversiones Playa Amarilla SpA , Inversiones Playa Negra Dos Limitada, today Inversiones Playa Negra SpA , Inversiones Don Alfonso Dos Limitada, today Inversiones Don Alfonso Limitada , Inversiones El Campanario Dos Limitada, today Inversiones El Campanario Limitada , Inversiones Los Robles Dos Limitada, today Inversiones Los Robles Limitada and Inversiones Las Viñas Dos Limitada, today Inversiones Las Niñas Dos SpA . For more information on the structure of the Controlling Group please refer to page 58 of Andina’s 2017 Annual Report, available at www.koandina.com
NOTE 2 - BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2.1 Periods covered
These Consolidated Financial Statements encompass the following periods:
Statement of Financial Position: As of December 31, 2018 and 2017.
Income Statements by Function and Comprehensive Income: For the periods between January 1 and December 31, 2018 and 2017.
Statements of Changes in Equity: Balance and movements between January 1 and December 31, 2018 and 2017.
Statements of Direct Cash Flows: For the periods between January 1 and December 31, 2018 and 2017.
2.2 Basis of preparation
The Company’s Consolidated Financial Statements for the periods ended December 31, 2018 and 2017 have been prepared in accordance with International Financial Reporting Standards (hereinafter “IFRS”) issued by the International Accounting Standards Board (hereinafter “IASB”).
The Consolidated Financial Statements are presented in accordance to the historic cost criteria, although amended by the revaluation of certain financial instruments and derivative financial instruments and have been prepared, based on accounting records kept by the Parent Company and by other entities forming part thereof.
These Consolidated Financial Statements reflect the consolidated financial position of Embotelladora Andina S.A. and its subsidiaries, which were approved by the Board of Directors on February 28, 2019.
2.3 Basis of consolidation
2.3.1 Subsidiaries
These consolidated financial statements incorporate the financial statements of the Company and the companies controlled by the Company (its subsidiaries). Control is obtained when the Company has power over the investee, when it has exposure or is entitled to variable returns from its involvement in the investee and when it has the ability to use its power to influence the amount of investor returns. They include assets and liabilities, results of operations, and cash flows for the periods reported. Income or losses from subsidiaries acquired or sold are included in the Consolidated Financial Statements from the effective date of acquisition through the effective date of disposal, as applicable.
The acquisition method is used to account for the acquisition of subsidiaries. The consideration transferred for the acquisition of the subsidiary is the fair value of assets transferred, equity securities issued, liabilities incurred or assumed on the date that control is obtained. Identifiable assets acquired, and identifiable liabilities and contingencies assumed in a business combination are accounted for initially at their fair values at the acquisition date. Goodwill is initially measured as the excess of the aggregate of the consideration transferred and the fair value of non-controlling interest over the net identifiable assets acquired and liabilities assumed. If the consideration is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the income statement.
The interest of non-controlling shareholders is presented in the consolidated statement of changes in equity and the consolidated statement of income by function under “Non-Controlling Interest” and “Earnings attributable to non-controlling interests”, respectively.
The consolidated financial statements include all assets, liabilities, income, expenses, and cash flows after eliminating and adjusting intercompany transactions of the following entities:
|
|
|
| Holding control (percentage) |
| ||||||||||
|
|
|
| 12-31-2018 |
| 12-31-2017 |
| ||||||||
Taxpayer ID |
| Name of the Company |
| Direct |
| Indirect |
| Total |
| Direct |
| Indirect |
| Total |
|
59.144.140-K |
| Abisa Corp S.A. |
| — |
| 99.99 |
| 99.99 |
| — |
| 99.99 |
| 99.99 |
|
Foreign |
| Aconcagua Investing Ltda. |
| 0.71 |
| 99.28 |
| 99.99 |
| 0.71 |
| 99.28 |
| 99.99 |
|
96.842.970-1 |
| Andina Bottling Investments S.A. |
| 99.90 |
| 0.09 |
| 99.99 |
| 99.90 |
| 0.09 |
| 99.99 |
|
96.972.760-9 |
| Andina Bottling Investments Dos S.A. |
| 99.90 |
| 0.09 |
| 99.99 |
| 99.90 |
| 0.09 |
| 99.99 |
|
Foreign |
| Andina Empaques Argentina S.A. |
| — |
| 99.98 |
| 99.98 |
| — |
| 99.98 |
| 99.98 |
|
96.836.750-1 |
| Andina Inversiones Societarias S.A. |
| 99.98 |
| 0.01 |
| 99.99 |
| 99.98 |
| 0.01 |
| 99.99 |
|
76.070.406-7 |
| Embotelladora Andina Chile S.A. |
| 99.99 |
| — |
| 99.99 |
| 99.99 |
| — |
| 99.99 |
|
Foreign |
| Embotelladora del Atlántico S.A. |
| 0.92 |
| 99.07 |
| 99.99 |
| 0.92 |
| 99.07 |
| 99.99 |
|
96.705.990-0 |
| Envases Central S.A. |
| 59.27 |
| — |
| 59.27 |
| 59.27 |
| — |
| 59.27 |
|
96.971.280-6 |
| Inversiones Los Andes Ltda. |
| 99.99 |
| — |
| 99.99 |
| 99.99 |
| — |
| 99.99 |
|
Foreign |
| Paraguay Refrescos S.A. |
| 0.08 |
| 97.75 |
| 97.83 |
| 0.08 |
| 97.75 |
| 97.83 |
|
76.276.604-3 |
| Red de Transportes Comerciales Ltda. |
| 99.90 |
| 0.09 |
| 99.99 |
| 99.90 |
| 0.09 |
| 99.99 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| — |
| 99.99 |
| 99.99 |
| — |
| 99.99 |
| 99.99 |
|
78.536.950-5 |
| Servicios Multivending Ltda. |
| 99.90 |
| 0.09 |
| 99.99 |
| 99.90 |
| 0.09 |
| 99.99 |
|
78.861.790-9 |
| Transportes Andina Refrescos Ltda. |
| 99.90 |
| 0.09 |
| 99.99 |
| 99.90 |
| 0.09 |
| 99.99 |
|
96.928.520-7 |
| Transportes Polar S.A. |
| 99.99 |
| — |
| 99.99 |
| 99.99 |
| — |
| 99.99 |
|
76.389.720-6 |
| Vital Aguas S.A. |
| 66.50 |
| — |
| 66.50 |
| 66.50 |
| — |
| 66.50 |
|
93.899.000-k |
| Vital Jugos S.A. |
| 15.00 |
| 50.00 |
| 65.00 |
| 15.00 |
| 50.00 |
| 65.00 |
|
2.3.2 Investments in associates
Associates are all entities over which the Group exercises significant influence but does not have control, the results of these associates are accounted for using the equity method.
Accounting policies of the associates are changed, where necessary, to ensure conformity with the policies adopted by the Company and unrealized gains are eliminated.
2.4 Financial reporting by operating segment
IFRS 8 requires that entities disclose information on the results of operating segments. In general, this is information that Management and the Board of Directors use internally to assess performance of segments and allocate resources to them. Therefore, the following operating segments have been determined based on geographic location:
· Chilean operations
· Brazilian operations
· Argentine operations
· Paraguayan operations
2.5 Functional currency and presentation currency
2.5.1 Functional currency
Items included in the financial statements of each of the entities in the Company are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The functional currency of each of the Operations is the following:
Company |
| Functional currency |
|
|
|
Andina Empaques Argentina |
| Argentine Peso |
Embotelladora del Atlántico |
| Argentine Peso |
Embotelladora Andina |
| Chilean Peso |
Paraguay Refrescos |
| Guaraní |
Rio de Janeiro Refrescos |
| Reales |
Foreign currency transactions are translated into the functional currency using the foreign exchange rates prevailing on the dates of the transactions. Losses and gains in foreign currency resulting from the liquidation of these transactions and the translation at the closing exchange rate of monetary assets and liabilities denominated in foreign currency are recognized in the income statements under foreign exchange rate differences, except when they correspond to cash flow hedges; in which case they are presented in the statement of comprehensive income.
Functional currency in hyperinflationary economies
According to the criteria established in the International Accounting Standard No. 29 Financial information in Hyperinflationary Economies, as of July 2018, Argentina’s economy is considered to be hyperinflationary. This determination was carried out on the basis of a series of qualitative and quantitative criteria, among which the presence of an accumulated inflation rate of more than 100% for three years stands out. In accordance with IAS 29, the financial statements of companies in which Embotelladora Andina S.A. participates in Argentina have been retrospectively restated by applying a general price index to the historical cost, in order to reflect the changes in the purchasing power of the Argentinean peso, as of the closing date of these financial statements.
Non-monetary assets and liabilities were re-expressed since February 2003, the last date an inflation adjustment was applied for accounting purposes in Argentina. In this context, it should be mentioned that the group made its transition to IFRS on 1 January 2004, applying the attributed cost exemption for Property, plant and equipment.
For consolidation purposes in Embotelladora Andina S.A. and as a result of the adoption of IAS 29, the results and financial situation of our subsidiaries in Argentina were converted to the closing exchange rate (AR/CLP) as of December 31, 2018, in accordance with IAS 21 “Effects of foreign currency exchange rate variations”, when dealing with a hyperinflationary economy. Previously, the results of the Argentinean subsidiaries were converted to the average exchange rate of the period, as is the case for the conversion of the results of the rest of the subsidiaries operating in other countries whose economies are not considered hyperinflationary.
Whereas the functional and presentation currency of Embotelladora Andina S.A. does not correspond to that of a hyperinflationary economy, according to the guidelines set out in IAS 29, the re-expression of periods is not required in the consolidated financial statements of the Group.
Inflation for the periods January to December 2018 and 2017 amounted to 47.6% and 24.8%, respectively.
The first time adoption of IAS 29 resulted in a positive adjustment in the accumulated results of Embotelladora Andina S.A., for Th$79,499,736 (net of taxes) as of January 1, 2018. On the other hand, during 2018, the adoption of this standard generated earnings by the re-expression of balance sheet accounts for Th$8,516,369, which is recognized in the consolidated income statement under “Income by readjustment units”. In addition, since the Argentinean economy was declared as hyperinflationary, a net loss effect was recorded for Th$15,743,592 in the fiscal year’s income, generated by inflation adjustment and translation at the closing exchange rate at December 31, 2018.
2.5.2 Presentation currency
The presentation currency is the Chilean peso, which is the functional currency of the parent company, for such purposes, the financial statements of subsidiaries are translated from the functional currency to the presentation currency as indicated below:
a. Translation of financial statements whose functional currency does not correspond to hyperinflationary economies (Brazil and Paraguay)
Financial statements measured as indicated are translated to the presentation currency as follows:
· The balance sheet is translated to the closing exchange rate at the balance sheet date and the income statement is translated at the average monthly exchange rates, the differences that result are recognized in equity under other comprehensive income.
· Cash flow income statement are also translated at average exchange rates for each transaction.
· When an account receivable from related companies is designated as hedge investment, translation differences are recorded under comprehensive income, net of deferred taxes. On disposal of the investment, such translation differences are recognized in the income statement as part of the gain or loss on the disposal of the investment.
b. Conversion of financial statements whose functional currency corresponds to hyperinflationary economies (Argentina)
Financial statements measured in their functional currency, with inflation adjustments since they correspond to a hyperinflationary economy, are translated to the presentation currency as follows:
· The balance sheet is translated at the closing exchange rate at the balance sheet date;
· Results are translated at the closing exchange rate at the balance sheet date
· When an account receivable from related companies is designated as hedge investment, translation differences are recorded under comprehensive income, net of deferred taxes. On disposal of the investment, such translation differences are recognized in the income statement as part of the gain or loss on the disposal of the investment.
c. Comparative figures
According to the IAS, figures of previous years are not adjusted or re-expressed when the presentation currency is that of a non-hyperinflationary economy, as is the case of the Chilean peso, thus, financial statements of previous years are not amended.
2.5.3 Exchange rates and value of the UF
|
| Exchange rate to the Chilean Peso |
| ||||||||||
Date |
| US$ |
| R$ Brazi |
| A$ Argent |
| UF Unidad |
| G$ Paragua |
| € |
|
12.31.2018 |
| 694.77 |
| 179.30 |
| 18.43 |
| 27,565.79 |
| 0.117 |
| 794.75 |
|
12.31.2017 |
| 614.75 |
| 185.84 |
| 32.96 |
| 26,798.14 |
| 0.110 |
| 739.15 |
|
2.6 Property, plant, and equipment
Assets included in Property, plant and equipment are recognized at their historical cost or fair value on the IFRS transition date, less depreciation and cumulative impairment losses.
Historical cost of Property, plant and equipment includes expenditures that are directly attributable to the acquisition of the items less government subsidies resulting from the difference between the valuation of liabilities at fair value and the government´s preferential credit rates. Historical cost also includes revaluations and price-level restatements of opening balances (attributable cost) at January 1, 2009, in accordance with the exemptions in IFRS 1.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset only when it is probable that future economic benefits associated with the items of Property, plant and equipment will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. Repairs and maintenance are charged to the income statement in the reporting period in which they are incurred.
Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost or revalued amounts to their residual values over their estimated useful lives.
The estimated useful lives by asset category are:
Assets |
| Range in years |
|
Buildings |
| 30-50 |
|
Plant and equipment |
| 10-20 |
|
Warehouse installations and accessories |
| 10-30 |
|
Furniture and supplies |
| 4-5 |
|
Motor vehicles |
| 5-7 |
|
Other Property, plant and equipment |
| 3-8 |
|
Bottles and containers |
| 2-8 |
|
The residual value and useful lives of assets are reviewed and adjusted at the end of each financial statement-reporting period, if appropriate.
When the value of an asset is greater than its estimated recoverable amount, the value is written down immediately to its recoverable amount.
Gains and losses on disposals of property, plant, and equipment are calculated by comparing the proceeds to the carrying amount and are charged to other expenses by function or other gains, as appropriate.
If there are items available for sale and comply with the conditions of IFRS 5 “Non-current assets held for sale and discontinued operations” are separated from Property, plant and equipment and are presented within current assets at the lower value between the book value and its fair value less selling costs.
2.7 Intangible assets and Goodwill
2.7.1 Goodwill
Goodwill represents the excess of the consideration transferred over the Company’s interest in the net fair value of the net identifiable assets of the subsidiary and the fair value of the non-controlling interest in the subsidiary on the acquisition date. Since goodwill is an intangible asset with indefinite useful life, it is recognized separately and tested annually for impairment. Goodwill is carried at cost less accumulated impairment losses.
Gains and losses on the sale of an entity include the carrying amount of goodwill related to that entity.
Goodwill is assigned to each cash generating unit (CGU) or group of cash-generating units, from where it is expected to benefit from the synergies arising from the business combination. Such CGUs or groups of CGUs represent the lowest level in the organization at which goodwill is monitored for internal management purposes.
2.7.2 Distribution rights
Distribution rights are contractual rights to produce and/or distribute products under the Coca-Cola brand and other brands in certain territories in Argentina, Brazil, Chile and Paraguay that were acquired during Business Combination. Distribution rights are born from the process of valuation at fair value of the assets and liabilities of companies acquired in business combinations. Distribution rights have an indefinite useful life and are not amortized, as the Company believes that the agreements will be renewed indefinitely by the Coca-Cola Company with similar terms and conditions. They are subject to impairment tests on an annual basis.
2.7.3 Software
Carrying amounts correspond to internal and external software development costs, which are capitalized once the recognition criteria in IAS 38, Intangible Assets, have been met. Software is amortized in administrative expenses in the consolidated income statement over a period of four years.
2.8 Impairments of non-financial assets
Assets that have an indefinite useful life, such as intangibles related to distribution rights and goodwill, are not amortized and are tested annually for impairment or more frequently if events or changes in circumstances indicate a potential impairment. Assets that are subject to amortization are tested for impairment whenever there is an event or change in circumstances indicating that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the carrying value of the asset exceeds its recoverable amount. The recoverable amount is the greater of an asset’s fair value less costs to sell or its value in use.
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units).
2.9 Financial assets
Pursuant to IFRS 9, except for certain trade accounts receivable, the Group initially measures a financial asset at its fair value plus transaction costs, in the case of a financial asset that is not at fair value, reflecting changes in P&L.
According to IFRS 9, financial assets are subsequently measured at fair value with changes in P&L (FVPL), amortized cost or fair value through other comprehensive income (FVOCI). The classification is based on two criteria: The Group’s business model for managing assets; and if the contractual cash flows of financial instruments represent “solely payments of principal and interest” on the outstanding principal amount (the “SPPI criterion”).
The new classification and measurement of the Group’s financial assets is as follows:
· Financial asset at amortized cost for financial instruments that are maintained within a business model with the objective of maintaining the financial assets to collect contractual cash flows that meet the SPPI criterion. This category includes the Group’s trade and other accounts receivable.
· Financial assets measured at fair value with changes in other comprehensive income (FVOCI), with gains or losses recognized in P&L at the time of liquidation. Financial assets in this category correspond to the Group’s instruments that meet the SPPI criterion and are kept within a business model both to collect cash flows and to sell.
Other financial assets are classified and subsequently measures as follows:
· Equity instruments at fair value with changes in other comprehensive income (FVOCI) without recognizing earnings or losses in P&L at the time of liquidation. This category only includes equity instruments that the Group intends to keep in the foreseeable future and that the Group has irrevocably chosen to classify in this category in the initial recognition or transition.
· Financial assets at fair value with changes in P&L (FVPL) include derivative instruments and equity instruments quoted that the Group had not irrevocably chosen to classify at FVOCI in the initial recognition or transition. This category also includes debt instruments whose cash flow characteristics do not comply with the SPPI criterion or are not kept within a business model whose objective is to recognize contractual cash flows or sale.
The Group’s financial liabilities accounting, to a large extent continues to be same as the one set forth in IAS 39. Similar to the requirements of IAS 39, IFRS 9 requires that assets for contingent services be treated as financial instruments measured at fair value, with changes in fair value recognized in P&L.
Pursuant to IFRS 9, implicit derivatives are no longer separated from a principal financial asset. Financial assets, however, are classified according to contractual terms and the Group’s business model.
2.10 Derivatives financial instruments and hedging activities
The Company and its subsidiaries use derivative financial instruments to mitigate risks relating to changes in foreign currency and exchange rates associated with raw materials, and loan obligations.
Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.
2.10.1 Derivative financial instruments designated as cash flow hedges
At the inception of the transaction, the group documents the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items.
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in the consolidated income statement within “other gains (losses)”.
Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss (for example, when foreign currency denominated financial liabilities are translated into their functional currencies). The gain or loss relating to the effective portion of cross currency swaps hedging the effects of changes in foreign exchange rates are recognized in the consolidated income statement within “foreign exchange differences.” When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the consolidated income statement.
2.10.2 Derivative financial instruments not designated for hedging
The fair value of derivative financial instruments that do not qualify for hedge accounting pursuant to IFRS are immediately recognized in the consolidated income statement under “Other income and losses”. The fair value of these derivatives is recorded under “other current financial assets” or “other current financial liabilities” in the statement of financial position.”
The Company does not use hedge accounting for its foreign investments.
The Company also evaluates the existence of derivatives implicitly in contracts and financial instruments as stipulated by IFRS 9 and classifies them pursuant to their contractual terms and the business model of the group. As of December 31, 2018 and 2017, the Company had no implicit derivatives.
Fair value hierarchy
The Company maintains assets related to foreign currency derivative contracts which were classified as Other current and non-current financial assets and Other current and non-current financial liabilities, respectively, and are accounted at fair value within the statement of financial position. The Company uses the following hierarchy to determine and disclose the fair value of financial instruments with assessment techniques:
Level 1: | Quoted (unadjusted) prices in active markets for identical assets or liabilities. |
Level 2: | Inputs other than quoted prices included in Level 1 that are observable for the assets and liabilities, either directly (that is, as prices) or indirectly (that is, derived from prices). |
Level 3: | Inputs for the assets or liabilities that are not based on observable market data information. |
During the reporting periods there were no transfers of items between fair value measurement categories. All of which were valued during the period using Level 2.
2.11 Inventories
Inventories are stated at the lower of cost and net realizable value. Cost is determined using the weighted average cost method. The cost of finished goods and work in progress includes raw materials, direct labor, other direct costs and manufacturing overhead (based on operating capacity) to bring the goods to marketable condition, but it excludes interest expense. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. Spare parts and production materials are stated at the lower of cost or net realizable value.
Estimates are also made for obsolescence of raw materials and finished products based on turnover and age of the related goods.
2.12 Trade receivables
Trade accounts receivables and other accounts receivable are recognized initially at fair value and subsequently measured at amortized cost less provision for impairment, given their short-term nature. A provision for impairment is made when there is objective evidence that the Company may not be able to collect the full amount according to the original terms of the receivable, based either on individual or on global aging analyses. The carrying amount of the asset is reduced by the provision amount and the loss is recognized in administrative expenses in the consolidated income statement by function.
2.13 Cash and cash equivalents
Cash and cash equivalents include cash on hand, bank balances, time deposits and other short-term highly liquid and low risk of change in value investments and mutual funds with original short-term maturities equal to or less than three months.
2.14 Other financial liabilities
Resources obtained from financial institutions as well as the issuance of debt securities are initially recognized at fair value, net of costs incurred during the transaction. Then, liabilities are valued by accruing interests in order to equal the current value with the future value of liabilities payable, using the effective interest rate method.
General and specific borrowing costs directly attributable to the acquisition, construction or production of qualified assets, considered as those that require a substantial period of time in order to get ready for their forecasted use or sale, are added to the cost of those assets until the period in which the assets are substantially ready to be used or sold.
2.15 Income tax
The Company and its subsidiaries in Chile account for income tax according to the net taxable income calculated based on the rules in the Income Tax Law. Subsidiaries in other countries account for income taxes according to the tax regulations of the country in which they operate.
Deferred income taxes are calculated using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements, using the tax rates that have been enacted or substantively enacted on the balance sheet date and are expected to apply when the deferred income tax asset is realized, or the deferred income tax liability is settled.
Deferred income tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilized.
The Company does not recognize deferred income taxes for temporary differences from investments in subsidiaries in which the Company can control the timing of the reversal of the temporary differences and it is probable that they will not be reversed in the near future.
2.16 Employee benefits
The Company has a provision to cover indemnities for years of service that will be paid to employees in accordance with individual and collective agreements subscribed with employees, which is recorded at actuarial value in accordance with IAS 19.
Results from updated of actuarial variables are recorded within other comprehensive income in accordance with IAS 19.
Additionally, the Company has retention plans for some officers, which have a provision pursuant to the guidelines of each plan. These plans grant the right to certain officers to receive a cash payment on a certain date once they have fulfilled with the required years of service.
The Company and its subsidiaries have recorded a provision to account for the cost of vacations and other employee benefits on an accrual basis. These liabilities are recorded under current non-financial liabilities.
2.17 Provisions
Provisions for litigation and other contingencies are recognized when the Company has a present legal or constructive obligation as a result of past event, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated.
Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation.
2.18 Leases
a) Operating leases
Operating lease payments are recognized as an expense on a straight-line basis over the term of the lease.
b) Finance leases
Leases of Property, plant and equipment where the Company has substantially all the risks and rewards of ownership are classified as finance leases that are capitalized at the inception of the lease of the item of Property, plant and equipment at the lower of the fair value of the leased assets and the present value of the minimum lease payments.
Each lease payment is allocated between the liability and finance charges. The interest element is charged to the income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
2.19 Deposits for returnable containers
This liability comprises cash collateral, or deposit, received from customers for bottles and other returnable containers made available to them.
This liability pertains to the deposit amount that is reimbursed when the customer or distributor returns the bottles and containers in good condition, together with the original invoice. The liability is estimated based on the number of bottles given to clients and distributors, the estimated number of bottles in circulation, and a historical average weighted value per bottle or containers. Deposits for returnable containers are presented as a current liability in other financial liabilities because the Company does not have legal rights to defer settlement for a period in excess of one year. However, the Company does not anticipate any material cash settlements for such amounts during the upcoming year.
2.20 Revenue recognition
Pursuant to IFRS 15, Revenues are recognized on the physical delivery of products to customers and no kind of contract exists granting additional rights to clients that can be unilaterally enforced.
Revenues from regular activities include fair value of the consideration received or to be received for goods sold during the regular course of the Company’s activities. These revenues are transferred and are presented net of VAT, reimbursements, deductions and discounts.
The Company recognizes said Revenues when they can be reliably valued, and when it is probable that the future economic benefits will flow to the Company.
2.21 Contributions of The Coca-Cola Company
The Company receives certain discretionary contributions from The Coca-Cola Company (TCCC) mainly related to the financing of advertising and promotional programs for its products in the territories where the Company has distribution licenses. The contribution received from TCCC are recognized in net income after the conditions agreed with TCCC in order to become a creditor to such incentive have been fulfilled, they are recorded as a reduction in the marketing expenses included in the Administration Expenses account. Given its discretionary nature, the portion of contributions received in one period does not imply it will be repeated in the following period.
2.22 Dividend payments
Dividend distribution to Company shareholders is recorded as a liability in the Company’s Consolidated Financial Statements, considering the 30% minimum dividend of the period’s earnings established by Chilean Corporate Law.
2.23 Critical accounting estimates and judgments
The Company makes estimates and judgments concerning the future. Actual results may differ from previously estimated amounts. The estimates and judgments that might have a material impact on future financial statements.
2.23.1 Impairment of goodwill and intangible assets with indefinite useful lives
The Company test annually whether goodwill and intangible assets with indefinite useful life (such as distribution rights) have suffered any impairment. The recoverable amounts of cash generating units are generating units are determined based on value in use calculations. The key variables used in the calculations include sales volumes and prices, discount rates, marketing expenses and other economic factors including inflation. The estimation of these variables requires a use of estimates and judgments as they are subject to inherent uncertainties; however, the assumptions are consistent with the Company’s internal planning end past results. Therefore, management evaluates, and updates estimates according to the conditions affecting the variables. If these assets are considered to have been impaired, they will be written off at their estimated fair value or future recovery value according to the discounted cash flows analysis. Discounted cash flows in the Company’s cash generating units in Chile, Brazil, Argentina and Paraguay generated a higher value than the carrying values of the respective net assets, including goodwill of the Brazilian, Argentinian and Paraguayan subsidiaries.
2.23.2 Fair Value of Assets and Liabilities
IFRS requires in certain cases that assets and liabilities be recorded at their fair value. Fair value is the price that would be received for selling an asset or paid to transfer a liability in a transaction ordered between market participants at the date of measurement.
The basis for measuring assets and liabilities at fair value are their current prices in an active market. For those that are not traded in an active market, the Company determines fair value based on the best information available by using valuation techniques.
In the case of the valuation of intangibles recognized as a result of acquisitions from business combinations, the Company estimates the fair value based on the “multi-period excess earning method”, which involves the estimation of future cash flows generated by the intangible assets, adjusted by cash flows that do not come from these, but from other assets. The Company also applies estimations over the period during which the intangible assets will generate cash flows, cash flows from other assets, and a discount rate.
Other assets acquired, and liabilities assumed in a business combination are carried at fair value using valuation methods that are considered appropriate under the circumstances. Assumptions include the depreciated cost of recovery and recent transaction values for comparable assets, among others. These valuation techniques require certain inputs to be estimated, including the estimation of future cash flows.
2.23.3 Allowances for doubtful accounts
The Company evaluates the collectability of trade receivables using several factors. When the Company becomes aware of a specific inability of a customer to fulfill its financial commitments, a specific provision for doubtful accounts is estimated and recorded, which reduces the recognized receivable to the amount that the Company estimates to be able to collect. In addition to specific provisions, allowances for doubtful accounts are also determined based on the restated valued of expected credit losses pursuant to IFRS 9.
2.23.4 Useful life, residual value and impairment of property, plant, and equipment
Property, plant, and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of those assets. Changes in circumstances, such as technological advances, changes to the Company’s business model, or changes in its capital strategy might modify the effective useful lives as compared to our estimates. Whenever the Company determines that the useful life of Property, plant and equipment might be shortened, it depreciates the excess between the net book value and the estimated recoverable amount according to the revised remaining useful life. Factors such as changes in the planned usage of manufacturing equipment, dispensers, transportation equipment and computer software could make the useful lives of assets shorter. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of any of those assets may not be recovered. The estimate of future cash flows is based, among other factors, on certain assumptions about the expected operating profits in the future. The Company’s estimation of discounted cash flows may differ from actual cash flows because of, among other reasons, technological changes, economic conditions, changes in the business model, or changes in operating profit. If the sum of the projected discounted cash flows (excluding interest) is less than the carrying amount of the asset, the asset shall be written-off to its estimated recoverable value.
2.23.5 Liabilities for deposits of returnable container
The Company records a liability for deposits received in exchange for bottles and containers provided to its customers and distributors. This liability represents the amount of deposits that must be reimbursed if the customer or distributor returns the bottles and containers in good condition, together with the original invoice. This liability is estimated based on the number of bottles given on loan to customers and distributors, estimates of bottles in circulation and the weighted average historical cost per bottle or container. Management makes several assumptions in order to estimate this liability, including the number of bottles in circulation, the amount of deposit that must be reimbursed and the timing of disbursements.
2.24.1 New accounting standards (Standards, Interpretations and Amendments) effective application for annual periods beginning on or after January 1, 2018.
Standards and interpretations, as well as the improvements and amendments to IFRS, which have been issued, effective at the date of these financial statements, are detailed below. The Company has applied these rules concluding that they will not significantly affect the financial statements.
|
| Standards, Interpretations and Amendments |
| Mandatory |
IFRS 9 |
| Financial Instruments |
| January 1, 2018 |
IFRS 15 |
| Revenue from Contracts with Customers |
| January 1, 2018 |
IFRIC 22 |
| Foreign Currency Transactions and Advanced Considerations |
| January 1, 2018 |
IAS 28 |
| Investments in Associates and Joint Ventures— decision to measure participation in associates and joint ventures at fair value with changes in results |
| January 1, 2018 |
IFRS 9 “Financial Instruments”
The final version of IFRS 9 Financial Instruments was issued in July 2014, incorporating all the phases of the IASB project to replace IAS 39 Financial Instruments: Recognition and Measurement for the annual periods beginning on or after January 1, 2018, this standard includes new requirements based on classification, measurement, impairment and hedge accounting principles, it introduces a “more prospective” model for expected credit losses for impairment accounting and a significantly reformed focus for hedge accounting.
The adoption of the aforementioned standards, interpretations and amendments do not have a significant impact on the Company’s Consolidated Financial Statements.
IFRS 15 “Revenue from Contracts with Customers”
IFRS 15 Revenue from Contracts with Customers, is a joint project with FASB to eliminate differences upon revenue recognition between IFRS and US GAAP, which was issued in May 2014, it is applicable to all customer contracts, it replaces IAS 11 construction contracts, IAS 18 revenues and related interpretations, and applies to all revenues arising from customer contracts, unless such contracts are within the scope of other standards. The new standard establishes a five-step model for accounting for revenues from contracts with customers, this model will facilitate the comparability of companies from different industries and regions. According to IFRS 15, revenues are recognized in an amount that reflects the consideration to which the entity expects to be entitled in exchange for transfer of control of goods or the provision of services to a customer.
The standard requires that the entities apply more judgment, taking into consideration all relevant facts and circumstances when applying each step of the model to the contracts with its customers. The standard also specifies the accounting for incremental costs arising from obtaining a contract and the costs directly related to the fulfillment of a contract.
With regards to the reporting segment of Embotelladora Andina, revenue channels are mainly related to the sale of finished product and the delivery of promotional products, which are currently being recognized in the statement of income when the Company transfers these products to the customers. These revenue channels are supported by contracts with different retailers through traditional and modern channels, in which prices with such customers are constantly negotiated due to the high turnover of the Company’s products and in order to remain competitive in the market.
The adoption of the aforementioned standards, interpretations and amendments do not have a significant impact on the Company’s Consolidated Financial Statements.
IFRIC Interpretation 22 “Foreign Currency Transactions and Advanced Considerations”
The Interpretation addresses the way to determine the date of the transaction in order to establish the exchange rate to be used on the initial recognition of the related asset, expense or income (or the corresponding part of these) in the de-recognition of accounts of a non-monetary asset or liability arising from a payment or collection of advanced consideration in foreign currency, for this purpose the date of the transaction corresponds to the moment in which an entity initially recognizes the non-monetary asset or liability arising from the payment or collection of the advanced consideration. If there are multiple advanced payments or collections, the entity shall determine a transaction date for each advanced consideration payment or collection.
The adoption of the aforementioned standards, amendments and interpretations do not have a significant impact on the Company’s Consolidated Financial Statements.
IAS 28 “Investments in associates and joint ventures - decision to measure participation in associates and joint ventures at fair value with changes in results”
The amendment clarifies that an entity that is a venture capital organization, or another qualifying entity, can choose in the initial recognition to assess its investments in associates and joint ventures at fair value with changes in results. If an entity that is not itself an investment entity has an interest in an associate or joint venture that is an investment entity, it may choose to keep the measurement at fair value applied by its associate. The amendment must be applied retrospectively.
The adoption of the aforementioned standards, amendments and interpretations do not have a significant impact on the Company’s Consolidated Financial Statements.
2.24.2 New accounting standards (Standards, Interpretations and Amendments) effective application for annual periods beginning on or after January 1, 2019.
Standards and interpretations, as well as the improvements and amendments to IFRS, which have been issued, but are still not effective at the date of these financial statements, are detailed below. The Company has not performed an early application of these rules:
|
| New Standards |
| Mandatory application |
IFRS 16 |
| Leases |
| January 1, 2019 |
IFRIC 23 |
| Uncertainty over Income Tax Treatments |
| January 1, 2019 |
Conceptual Framework |
| Revised Conceptual Framework |
| January 1, 2020 |
IFRS 16 “Leases”
In January 2016, the IASB issued IFRS 16 Leases.
IFRS 16 sets the definition of a lease agreement and specifies the accounting treatment of assets and liabilities arising from these contracts from the point of view of the lessor and lessee. The new standard does not differ significantly from the preceding standard, IAS 17 Leases, regarding accounting treatment from the point of view of the lessor. However, from the point of view of the lessee, the new standard requires the recognition of assets and liabilities for most of leasing contracts. IFRS 16 will be mandatory for annual periods beginning after January 1, 2019. Early application is permitted if adopted together with IFRS 15 Revenue from Contracts with Customers.
The adoption of the aforementioned standards, amendments and interpretations do not have a significant impact on the Company’s consolidated financial statements.
IFRIC 23 “Uncertainty over Income Tax Treatments”
In June 2017, the IASB issued IFRIC Interpretation 23, clarifying the application of recognition and measurement criteria required by IAS 12 Income Taxes when there is uncertainty about the tax treatments. This interpretation shall be applied for annual periods beginning after January 1, 2019.
The adoption of the aforementioned standards, amendments and interpretations do not have a significant impact on the Company’s consolidated financial statements.
Revised Conceptual Framework
The IASB issued a Revised Conceptual Framework in March 2018, incorporating some new concepts, providing updated definitions and recognition criterion for assets and liabilities and clarifying some important concepts.
Changes in the Conceptual Framework may affect the application of IFRS when no standard applies to a given transaction or event. The Revised Conceptual Framework becomes effective for periods ending on or after January 1, 2020.
The Company will assess the impact of these new definitions.
|
| Amendments and Improvements |
| Mandatory application |
IFRS 3 |
| Business Combinations |
| January 1, 2019 |
IFRS 9 |
| Financial Instruments |
| January 1, 2019 |
IFRS 11 |
| Joint Arrangements |
| January 1, 2019 |
IAS 12 |
| Income Taxes |
| January 1, 2019 |
IAS 23 |
| Borrowing Costs |
| January 1, 2019 |
IAS 28 |
| Investments in Associates |
| January 1, 2019 |
IAS 19 |
| Employee Benefits — Amendment, reduction or liquidation of the plan |
| January 1, 2019 |
IFRS 10 and IAS 28 |
| Consolidated Financial Statements — sale or contribution of assets between an investor and its associate or joint venture |
| To be defined |
IFRS 3 “Business Combinations”
The amendments clarify that when an entity gets control of an entity that is a joint venture, the requirements for a phased business combination are applicable, including the interests previously held on the assets and liabilities of a joint venture presented at fair value. The amendments must apply to business combinations made after January 1, 2019. Early application is allowed.
The entity will perform an assessment of the impact of the improvement once it becomes effective.
IFRS 9 “Financial Instruments — Payments with negative compensation”
A debt instrument can be measured at amortized cost, cost or at fair value through another comprehensive result, provided that the contractual cash flows are only principal and interest payments on the outstanding principal capital and the instrument is carried out within the business model for that classification. Amendments to IFRS 9 aim to clarify that a financial asset meets the criterion of only principal plus interest payments regardless of the event or circumstance that causes the anticipated termination of the contract or of which party pays or receives reasonable compensation for early termination of the contract.
Amendments to IFRS 9 shall apply when prepayment is approximate to unpaid capital and interest amounts in such a way as to reflect the change in reference interest rate. This implies that prepayments at fair value or for an amount including the fair value of the cost of an associated hedging instrument will normally satisfy the criterion only principal payments plus interest only if other elements of the change in fair value, such as the effects of credit risk or liquidity are not representative. Application begins January 1, 2019 and will be retrospectively performed with early adoption allowed.
The Company will assess the impact of the amendment once it becomes effective.
IFRS 11 “Joint Arrangements”
The amendment affects joint arrangements on interests previously held in a joint operation. A participating party, but that does not have the joint control of a joint operation could gain control if the joint operation activity constitutes a business as defined by IFRS 3. The amendments clarify that the interests previously maintained in that joint operation are not re-measured at the time of the operation. The amendments shall apply to transactions in which the joint control is acquired after January 1, 2019. Early application is allowed.
The Company will assess the impact of the amendment once it becomes effective.
IAS 12 “Income Taxes”
The amendments clarify that the income tax on dividends generated by financial instruments classified as equity are more directly linked to past transactions or events that generated distribution of profits than distribution to the owners. Therefore, an entity recognizes income tax on dividends in results, other comprehensive income or equity, according to where the entity originally recognized those transactions or past events. The amendments shall apply to dividends recognized after January 1, 2019.
The Company will assess the impact of the amendment once it becomes effective.
IAS 23 “Borrowing Costs”
The amendments clarify that an entity treats any indebtedness originally made to develop a qualified asset as a general loan when substantially all the activities necessary to culminate that asset for use or sale are complete. Amendments should be applied beginning January 1, 2019.
The Company will assess the impact of the amendment once it becomes effective.
IAS 28 Investments in Associates
The amendments clarify that an entity applies IFRS 9 Financial Instruments for long-term investments in associates or joint ventures for those investments that do not apply the equity method but which, in substance, is part of the net investment in the associate or joint venture. This clarification is relevant because it implies that the expected credit loss model, described in IFRS 9, applies to these long-term interests. Entities should apply the amendments retrospectively, with certain exceptions, and shall become effective beginning January 1, 2019. Early application is allowed.
The Company will assess the impact of the amendment once it becomes effective.
IAS 19 Employee Benefits — Amendment, reduction or liquidation of the plan
Amendments to IAS 19 address accounting when the plan is amended, reduced or liquidated during a reporting period.
The amendments specify that when a plan has been amended, reduced or liquidated during the annual reporting period, the entity must:
· Determine the current cost of services for the remainder of the period following the amendment, reduction or liquidation of the plan, using the actuarial assumptions used to re-measure the liability (asset) for net defined benefits, reflecting the benefits offered under the plan and the assets of the plan after that event.
· Determine the net interest for the remainder of the period after the amendment, reduction or liquidation of the plan using: net liabilities (assets), for defined benefits that reflect the benefits offered under the plan and the assets of the plan after that event; and the discount rate used to re-measure net liabilities (assets) for defined benefits.
The amendments clarify that an entity first determines any past service costs, or a gain or loss in liquidation, without considering the asset ceiling effect. This amount is recognized under income. An entity then determines the asset ceiling effect after the plan is amended, reduced, or liquidated. Any change in that effect, excluding the amounts included in net interest, is recognized under other comprehensive income.
This clarification states that entities may have to recognize a past service cost, or a result in liquidation that reduces a surplus that was not recognized before. Changes to the asset ceiling effect are not offset by those amounts.
The amendments apply to amendments, reductions or liquidations of the plan occurring at or after the commencement of the first annual reporting period beginning on or after January 1, 2019. Early application is permitted, which must be disclosed.
The entity will evaluate the impact of the amendment once it becomes effective.
IFRS 3 Business Combinations — Defining business
The IASB issued amendments regarding the definition of a business in IFRS 3 Business Combinations, to help entities determine whether an acquired set of activities and assets is a business or not. The IASB clarifies the minimum requirements for defining a business, eliminates the assessment as to whether market participants are able to replace any missing items, includes guidance to help entities evaluate whether a process acquired is substantial, reduces the definitions of a business and products and introduces an optional fair value concentration test.
The amendments must apply to business combinations or asset acquisitions occurring on or after the commencement of the first annual reporting period commencing on or after January 1, 2020. Consequently, entities do not have to revise those transactions that occurred in previous periods. Early adoption is permitted and must be disclosed.
Given that amendments are prospectively applied to transactions or other events occurring on or after the date of first application, most entities will probably not be affected by these amendments in the transition. However, those entities that consider acquiring a set of activities and assets after applying the amendments must first of all update their accounting policies in a timely manner.
The amendments could also be relevant in other areas of IFRS (for example, that may be relevant when a controller loses control of a subsidiary and has early adopted the sale or contribution of assets between an investor and its associate or business combination) (Amendments to IFRS 10 and IAS 28).
The entity will carry out an assessment of the impact of the amendment once it becomes effective.
IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors- Definition of material
In October 2018, the IASB issued amendments to IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors, to align the definition of “material” in all standards and to clarify certain aspects of the definition. The new definition states that information is material if omitting it, erroneously declaring it, or hiding it could reasonably be expected to influence decisions that primary users of general-purpose financial statements take based on those financial statements, which provide financial information about a specific reporting entity.
The amendments must be applied prospectively. Early adoption is permitted and must be disclosed.
Although amendments to the definition of material are not expected to have a significant impact on an entity’s financial statements, the introduction of the term “hide” in the definition could impact the way in which materiality judgments are made in the practice, elevating the importance of how information is communicated and organized in the financial statements.
The entity will carry out an assessment of the impact of the amendment once it becomes effective.
IFRS 10 Consolidated Financial Statements and IAS 28 Investment in Associates and Joint Ventures — sale or contribution of assets between an investor and its associate or joint venture
The amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures (2011) address a recognized inconsistency between the requirements of 10 IFRS and IAS 28 (2011) in the treatment of the contribution or sale of assets between an investor and the associate or joint venture. Amendments, issued in September of 2014, established that when the transaction involves a business (both in a subsidiary or not) it recognizes all profit or loss generated. A partial gain or loss is recognized when the transaction involves assets that do not constitute a business, even when the assets are in a subsidiary. The date of mandatory application of these amendments is to be determined since IASB is waiting for the results of its research project on accounting using the equity method. These amendments must be applied retrospectively, and early adoption is permitted, which must be disclosed.
The Company will assess the impact of the amendment once it becomes effective.
NOTE 3 — REPORTING BY SEGMENT
The Company provides information by segments according to IFRS 8 “Operating Segments,” which establishes standards for reporting by operating segment and related disclosures for products and services, and geographic areas.
The Company’s Board of Directors and Management measures and assesses performance of operating segments based on the operating income of each of the countries where there are Coca-Cola franchises.
The operating segments are determined based on the presentation of internal reports to the Company´s chief strategic decision-maker. The chief operating decision-maker has been identified as the Company´s Board of Directors who makes the Company’s strategic decisions.
The following operating segments have been determined for strategic decision making based on geographic location:
· Operation in Chile
· Operation in Brazil
· Operation in Argentina
· Operation in Paraguay
The four operating segments conduct their businesses through the production and sale of soft drinks and other beverages, as well as packaging materials.
Expenses and income managed and paid by the Corporate Office in Chile, which would also be substantially incurred, independent to the existence of foreign subsidiaries, are assigned to the operation in Chile to the soft drinks segment.
Total revenues by segment include sales to unrelated customers and inter-segments, as indicated in the consolidated statement of income.
A summary of the Company’s operating segments in accordance to IFRS is as follows:
For the period ended December 31, 2018 |
| Chile |
| Argentina |
| Brazil |
| Paraguay |
| Intercompany |
| Consolidated |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Net sales |
| 570,939,102 |
| 413,560,523 |
| 540,509,549 |
| 149,588,252 |
| (1,681,627 | ) | 1,672,915,799 |
|
Cost of sales |
| (336,719,937 | ) | (214,647,052 | ) | (329,529,112 | ) | (88,813,300 | ) | 1,681,627 |
| (968,027,774 | ) |
Distribution expenses |
| (55,798,363 | ) | (62,899,574 | ) | (38,835,833 | ) | (8,241,714 | ) |
|
| (165,775,484 | ) |
Administrative expenses |
| (109,373,432 | ) | (93,149,904 | ) | (88,809,386 | ) | (22,410,131 | ) |
|
| (313,742,853 | ) |
Finance income |
| 1,744,821 |
| (44,030 | ) | 2,019,489 |
| 219,964 |
| — |
| 3,940,244 |
|
Finance expense |
| (23,772,554 | ) | (133,822 | ) | (31,108,284 | ) | — |
| — |
| (55,014,660 | ) |
Interest expense, net* |
| (22,027,733 | ) | (177,852 | ) | (29,088,795 | ) | 219,964 |
| — |
| (51,074,416 | ) |
Share of the entity in income of associates |
| 298,359 |
| — |
| 1,112,820 |
| — |
| — |
| 1,411,179 |
|
Income tax expense |
| (22,000,539 | ) | (18,874,454 | ) | (10,088,988 | ) | (4,600,874 | ) | — |
| (55,564,855 | ) |
Other income (loss) |
| (11,540,167 | ) | (2,639,386 | ) | (8,399,463 | ) | (111,834 | ) | — |
| (22,690,850 | ) |
Net income of the segment reported |
| 13,777,290 |
| 21,172,301 |
| 36,870,792 |
| 25,630,363 |
| — |
| 97,450,746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
| 42,353,664 |
| 20,474,446 |
| 26,830,835 |
| 9,935,501 |
| — |
| 99,594,446 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
| 228,108,768 |
| 80,908,212 |
| 148,356,724 |
| 37,309,706 |
| — |
| 494,683,410 |
|
Non-current assets |
| 644,395,166 |
| 160,587,931 |
| 666,086,391 |
| 248,751,791 |
| — |
| 1,719,821,279 |
|
Segment assets, total |
| 872,503,934 |
| 241,496,143 |
| 814,443,115 |
| 286,061,497 |
| — |
| 2,214,504,689 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount in associates and joint ventures accounted for using the equity method, total |
| 50,136,065 |
| — |
| 52,274,880 |
| — |
| — |
| 102,410,945 |
|
Capital expenditures and other |
| 67,709,231 |
| 28,702,138 |
| 32,536,213 |
| 9,684,466 |
| — |
| 138,632,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
| 186,831,021 |
| 83,013,418 |
| 128,146,943 |
| 21,870,719 |
| — |
| 419,862,101 |
|
Non-current liabilities |
| 477,319,648 |
| 17,066,746 |
| 420,218,066 |
| 16,323,385 |
| — |
| 930,927,845 |
|
Segment liabilities, total |
| 664,150,669 |
| 100,080,164 |
| 548,365,009 |
| 38,194,104 |
| — |
| 1,350,789,916 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows provided by in Operating Activities |
| 150,035,425 |
| 28,899,457 |
| 44,949,860 |
| 11,394,620 |
| — |
| 235,279,362 |
|
Cash flows (used in) provided by Investing Activities |
| (47,164,236 | ) | (28,700,733 | ) | (32,536,213 | ) | (9,684,466 | ) | — |
| (118,085,648 | ) |
Cash flows (used in) provided by Financing Activities |
| (98,560,576 | ) | (10,644,812 | ) | (5,099,823 | ) | (330,067 | ) | — |
| (114,635,278 | ) |
(*) Financial expenses associated with external financing for the purchase of companies, including capital contributions are presented in this item.
For the period ended December 31, 2017 |
| Chile |
| Argentina |
| Brazil |
| Paraguay |
| Intercompany |
| Consolidated |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Net sales |
| 551,873,458 |
| 553,788,059 |
| 603,897,747 |
| 141,277,230 |
| (1,957,875 | ) | 1,848,878,619 |
|
Cost of sales |
| (328,579,003 | ) | (294,370,581 | ) | (362,686,353 | ) | (85,346,902 | ) | 1,957,875 |
| (1,069,024,964 | ) |
Distribution expenses |
| (54,777,094 | ) | (87,032,428 | ) | (43,483,958 | ) | (7,634,395 | ) | — |
| (192,927,875 | ) |
Administrative expenses |
| (110,969,260 | ) | (106,504,163 | ) | (109,095,660 | ) | (21,630,238 | ) | — |
| (348,199,321 | ) |
Finance income |
| 19,057,630 |
| 2,116,590 |
| 6,575,528 |
| 257,906 |
| (16,813,279 | ) | 11,194,375 |
|
Finance expense |
| (32,594,796 | ) | (4,663,527 | ) | (34,767,713 | ) | (7,612 | ) | 16,813,279 |
| (55,220,369 | ) |
Interest expense, net* |
| (13,537,166 | ) | (2,546,937 | ) | (28,192,185 | ) | 250,294 |
| — |
| (44,025,994 | ) |
Share of the entity in income of associates |
| 246,084 |
| (243 | ) | (326,201 | ) | — |
| — |
| (80,360 | ) |
Income tax expense |
| (16,871,257 | ) | (17,683,875 | ) | (13,719,506 | ) | (3,522,996 | ) | — |
| (51,797,634 | ) |
Other income (loss) |
| (11,312,509 | ) | (10,441,173 | ) | (1,855,039 | ) | (213,025 | ) | — |
| (23,821,746 | ) |
Net income of the segment reported |
| 16,073,253 |
| 35,208,659 |
| 44,538,845 |
| 23,179,968 |
| — |
| 119,000,725 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
| 42,688,326 |
| 17,648,018 |
| 27,879,514 |
| 10,948,033 |
| — |
| 99,163,891 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
| 223,245,173 |
| 97,529,488 |
| 132,815,545 |
| 30,419,844 |
| — |
| 484,010,050 |
|
Non-current assets |
| 636,482,010 |
| 96,532,150 |
| 663,556,969 |
| 234,278,288 |
| — |
| 1,630,849,417 |
|
Segment assets, total |
| 859,727,183 |
| 194,061,638 |
| 796,372,514 |
| 264,698,132 |
| — |
| 2,114,859,467 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount in associates and joint ventures accounted for using the equity method, total |
| 33,789,538 |
| — |
| 53,019,531 |
| — |
| — |
| 86,809,069 |
|
Capital expenditures and other |
| 64,480,973 |
| 40,347,989 |
| 91,198,657 |
| 14,476,783 |
| — |
| 210,504,402 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
| 169,508,083 |
| 105,886,744 |
| 135,595,156 |
| 17,297,339 |
| — |
| 428,287,322 |
|
Non-current liabilities |
| 463,997,113 |
| 1,368,167 |
| 393,125,740 |
| 14,847,776 |
| — |
| 873,338,796 |
|
Segment liabilities, total |
| 633,505,196 |
| 107,254,911 |
| 528,720,896 |
| 32,145,115 |
| — |
| 1,301,626,118 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows provided by Operating Activities |
| 79,451,122 |
| 38,904,028 |
| 98,783,329 |
| 30,821,869 |
| — |
| 247,960,348 |
|
Cash flows (used in) provided by Investing Activities |
| (49,677,671 | ) | (40,344,994 | ) | (64,331,960 | ) | (14,476,785 | ) | — |
| (168,831,410 | ) |
Cash flows (used in) provided by Financing Activities |
| (91,800,089 | ) | 16,891,759 |
| (3,437,440 | ) | — |
| — |
| (78,345,770 | ) |
(*) Financial expenses associated with external financing for the purchase of companies, including capital contributions are presented in this item.
NOTE 4 — CASH AND CASH EQUIVALENTS
Cash and cash equivalents are detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
By item |
|
|
|
|
|
Cash |
| 2,907,276 |
| 139,835 |
|
Bank balances |
| 46,425,927 |
| 29,234,531 |
|
Time deposits |
| 1,500,315 |
| 10,616,688 |
|
Mutual funds |
| 86,705,095 |
| 96,251,062 |
|
Total cash and cash equivalents |
| 137,538,613 |
| 136,242,116 |
|
|
| ThCh$ |
| ThCh$ |
|
By currency |
|
|
|
|
|
Dollar |
| 5,917,041 |
| 6,973,298 |
|
Euro |
| 51,401 |
| 17,245 |
|
Argentine Peso |
| 6,726,906 |
| 19,681,449 |
|
Chilean Peso |
| 86,121,695 |
| 80,985,719 |
|
Paraguayan Guaraní |
| 10,680,600 |
| 6,804,997 |
|
Brazilian Real |
| 28,040,970 |
| 21,779,408 |
|
Total cash and cash equivalents |
| 137,538,613 |
| 136,242,116 |
|
4.1 Time deposits
Time deposits defined as cash and cash equivalents are detailed as follows:
Placement |
| Institution |
| Currency |
| Principal |
| Annual rate |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
| ThCh$ |
| % |
| ThCh$ |
| ThCh$ |
|
12-29-2017 |
| Banco Santander |
| Chilean pesos |
| 7,500,000 |
| 2.52 | % | — |
| 7,516,275 |
|
12-29-2017 |
| Banco Santander |
| Chilean pesos |
| 2,700,000 |
| 2.40 | % | — |
| 2,700,360 |
|
12-29-2017 |
| Banco Santander |
| Chilean pesos |
| 400,000 |
| 2.40 | % | — |
| 400,053 |
|
12-28-2018 |
| Banco Santander |
| Chilean pesos |
| 700,000 |
| 2.52 | % | 700,147 |
|
|
|
12-28-2018 |
| Banco Santander |
| Chilean pesos |
| 800,000 |
| 2.52 | % | 800,168 |
|
|
|
Total |
|
|
|
|
|
|
|
|
| 1,500,315 |
| 10,616,688 |
|
4.2 Money Market
Money market mutual fund´s shares are valued using the share values at the close of each reporting period. Below is a description for the end of each period:
Institution |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
Western Asset Institutional Cash Reserves - USA |
| 15,214,062 |
| 3,740,526 |
|
Fondo mutuo Banco Chile BTG |
| 13,090,507 |
| 5,823,608 |
|
Fondo mutuo Larrain Vial - Chile |
| 13,082,767 |
| 6,349,486 |
|
Fondo mutuo Itaú - Brasil |
| 8,579,254 |
| 4,922,923 |
|
Fondo mutuo Banco Security - Chile |
| 7,667,585 |
| 14,242,343 |
|
Fondo mutuo Scotiabank - Chile |
| 7,528,086 |
| 5,878,523 |
|
Fondo mutuo Santander - Brazil |
| 7,177,468 |
| 4,748,368 |
|
Fondo mutuo Votorantim |
| 5,630,641 |
| — |
|
Fondo mutuo BCI - Chile |
| 4,804,238 |
| — |
|
Fondo Fima Premium B - Argentina |
| 2,952,316 |
| 1,495,556 |
|
Fondo mutuo Banco Estado - Chile |
| — |
| 9,002,000 |
|
Fondo mutuo Bradesco - Brazil |
| 978,171 |
| 5,046,882 |
|
Fondo Fima Ahorro Plus C - Argentina |
| — |
| 8,275,073 |
|
Fondo Fima Ahorro Pesos C - Argentina |
| — |
| 8,308,664 |
|
Fondo mutuo Corporativo Banchile - Chile |
| — |
| 17,645,940 |
|
Citi Institutional Liquid Reserves Limited (CGAM) |
| — |
| 771,170 |
|
Total |
| 86,705,095 |
| 96,251,062 |
|
NOTE 5 — OTHER CURRENT AND NON-CURRENT FINANCIAL ASSETS
Below are the financial instruments held by the Company other than cash and cash equivalents. They consist of time deposits with short-term maturities (more than 90 days), restricted mutual funds and derivative contracts. Financial instruments are detailed as follows:
a) Current portion
a.1 Time deposits
Placement |
| Maturity |
| Institution |
| Currency |
| Principal |
| Annual rat |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
| ThCh$ |
| % |
|
|
|
|
|
03-15-2018 |
| 03-15-2019 |
| Votorantim |
| Brazilian reais |
| 12,729 |
| 8.82 | % | 14,040 |
| — |
|
08-09-2017 |
| 02-12-2018 |
| Banco Santander - Chile |
| Unidad de fomento |
| 7,000,000 |
| 1.04 | % | — |
| 7,082,167 |
|
09-25-2017 |
| 02-26-2018 |
| BCI |
| Unidad de fomento |
| 1,500,000 |
| 1.36 | % | — |
| 1,516,454 |
|
09-25-2017 |
| 05-28-2018 |
| Banco Santander - Chile |
| Unidad de fomento |
| 5,000,000 |
| 0.94 | % | — |
| 5,049,376 |
|
06-13-2017 |
| 03-15-2018 |
| Votorantim |
| Brazilian reais |
| 20,013 |
| 8.82 | % | — |
| 21,145 |
|
|
|
|
|
|
|
|
|
|
|
|
| 14,040 |
| 13,669,142 |
|
a.2 Rights in Forward Contracts
|
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Rights in Forward Contracts — Forwards (see details in Note 20) |
| 669,527 |
| 469,019 |
|
Total other Financial Assets, current |
| 683,567 |
| 14,138,161 |
|
b) Non-current
|
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Rights in forward contracts (see note 20) |
| 87,446,662 |
| 61,898,833 |
|
Rights in AdeS(1) manufacturing companies |
| 13,475,279 |
| 14,153,111 |
|
Increase (decrease) in foreign currency exchange(2) |
| (3,559,646 | ) | (1,792,859 | ) |
Total |
| 97,362,295 |
| 74,259,085 |
|
(1) On December 27, 2016, Coca-Cola Andina confirmed to The Coca-Cola Company its decision to participate in the “AdeS” business and commercialize said products in all its franchise territories, As a result, the operation materialized on March 28, 2017, and pursuant to the agreements, implied a disbursement of US$39 million, ThCh$14,153,111 were allocated to the purchase of rights in the manufacturing company “AdeS” and ThCh$11,923,449 were allocated to distribution rights of the “AdeS” products. The rights in the acquired companies are distributed as follows:
· Purchase of 13.0% interest in the Argentine company Alimentos de Soya S.A. for ThCh$9,661,283.
· Purchase of 8.5% interest in the Brazilian company UBI 3 Participações Ltda. for ThCh$4,491,828.
(2) Effects of adopting IAS 29 are included herein
NOTE 6 — OTHER CURRENT AND NON-CURRENT NON-FINANCIAL ASSETS
Note 6.1 Other current, non-financial assets
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Prepaid expenses |
| 4,967,255 |
| 4,839,465 |
|
Tax credit remainder |
| 18,022 |
| 169,120 |
|
Guarantee deposit (Argentine) |
| 3,013 |
| 6,608 |
|
Other current assets |
| 960,633 |
| 596,668 |
|
Total |
| 5,948,923 |
| 5,611,861 |
|
Note 6.2 Other non-current, non-financial assets
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Advance payment to suppliers of property, plant & equipment (1) |
| — |
| 24,269,901 |
|
Judicial deposits (see note 21.2) |
| 18,590,597 |
| 18,393,546 |
|
Fiscal credits |
| 13,222,720 |
| 2,287,051 |
|
Prepaid expenses |
| 810,662 |
| 1,113,154 |
|
Others |
| 2,253,285 |
| 1,330,693 |
|
Total |
| 34,977,264 |
| 47,394,345 |
|
(1) Corresponds to advance payments made for the construction of the new “Duque de Caxias” bottling plant in Brazil.
NOTE 7 — TRADE AND OTHER RECEIVABLES
The composition of trade and other receivables is detailed as follows:
|
| 12.31.2018 |
| 12.31.2017 |
| ||||||||
Trade and other receivables |
| Assets before |
| Allowance |
| Commercial |
| Assets |
| Allowance |
| Commercial |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Current commercial debtors |
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade debtors |
| 150,933,965 |
| (3,205,749 | ) | 147,728,216 |
| 157,926,958 |
| (3,521,734 | ) | 154,405,224 |
|
Other current debtors |
| 19,552,539 |
| (2,830,299 | ) | 16,722,240 |
| 31,015,390 |
| (2,825,453 | ) | 28,189,937 |
|
Current commercial debtors |
| 170,486,504 |
| (6,036,048 | ) | 164,450,456 |
| 188,942,348 |
| (6,347,187 | ) | 182,595,161 |
|
Prepayments suppliers |
| 8,672,820 |
| — |
| 8,672,820 |
| 8,057,544 |
| — |
| 8,057,544 |
|
Other current accounts receivable |
| 1,252,207 |
| (262,160 | ) | 990,047 |
| 778,901 |
| (146,926 | ) | 631,975 |
|
|
|
|
|
|
|
|
|
|
|
|
| �� |
|
Commercial debtors and other current accounts receivable |
| 180,411,531 |
| (6,298,208 | ) | 174,113,323 |
| 197,778,793 |
| (6,494,113 | ) | 191,284,680 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current accounts receivable |
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade debtors |
| 66,510 |
| — |
| 66,510 |
| 58,336 |
| — |
| 58,336 |
|
Other non-current debtors |
| 1,204,187 |
| — |
| 1,204,187 |
| 2,335,322 |
| — |
| 2,335,322 |
|
Other non-current accounts receivable |
| — |
| — |
| — |
| 2,193 |
| — |
| 2,193 |
|
Non-current accounts receivable |
| 1,270,697 |
| — |
| 1,270,697 |
| 2,395,851 |
| — |
| 2,395,851 |
|
Trade and other receivables |
| 181,682,228 |
| (6,298,208 | ) | 175,384,020 |
| 200,174,644 |
| (6,494,113 | ) | 193,680,531 |
|
Stratification of portfolio current and non-current debtors from credit operations
|
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Up to date non-securitized portfolio until 30 days |
| 144,172,500 |
| 151,275,377 |
|
31 and 60 days |
| 1,815,954 |
| 908,980 |
|
61 and 90 days |
| 250,560 |
| 1,050,476 |
|
91 and 120 days |
| 148,622 |
| 331,740 |
|
121 and 150 days |
| 310,986 |
| 709,400 |
|
151 and 180 days |
| 141,434 |
| 62,834 |
|
181 and 210 days |
| 674,676 |
| 82,863 |
|
211 and 250 days |
| 176,333 |
| 538,081 |
|
More than 250 days |
| 3,309,410 |
| 3,025,543 |
|
Total |
| 151,000,475 |
| 157,985,294 |
|
The Company has an approximate number of 268,000 clients, which may have balances in the different sections of the stratification. The number of clients is distributed geographically with 67,000 in Chile, 86,000 in Brazil, 55,000 in Argentina and 57,000 in Paraguay.
|
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Current commercial debtors |
| 150,933,965 |
| 157,926,958 |
|
Non-current commercial debtors |
| 66,510 |
| 58,336 |
|
Total |
| 151,000,475 |
| 157,985,294 |
|
The movement in the allowance for doubtful accounts is presented below:
|
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Opening balance |
| 6,494,113 |
| 6,697,156 |
|
Bad debt expense |
| 1,629,761 |
| 2,004,958 |
|
Provision application |
| (1,257,591 | ) | (1,708,602 | ) |
Change due to foreign exchange differences |
| (568,075 | ) | (499,399 | ) |
Movement |
| (195,905 | ) | (203,043 | ) |
Ending balance |
| 6,298,208 |
| 6,494,113 |
|
NOTE 8 — INVENTORIES
The composition of inventories is detailed as follows:
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Raw materials (1) |
| 86,102,495 |
| 78,216,172 |
|
Finished goods |
| 37,213,848 |
| 32,097,377 |
|
Spare parts and supplies |
| 28,777,180 |
| 19,774,056 |
|
Work in progress |
| 780,324 |
| 676,609 |
|
Other inventories |
| 1,049,165 |
| 4,134,237 |
|
Obsolescence provision (2) |
| (2,603,303 | ) | (3,535,451 | ) |
Total |
| 151,319,709 |
| 131,363,000 |
|
The cost of inventory recognized as cost of sales as of December 31, 2018 and 2017, is ThCh$968,027,774 and ThCh$1,069,024,964, respectively
(1) Approximately 80% is composed of concentrate and sweeteners used in the preparation of beverages, as well as caps and PET supplies used in the packaging of the product.
(2) The obsolescence provision is related mainly with the obsolescence of spare parts classified as inventories and to a lesser extent to finished products and raw materials. The general standard is to provision all those multi-functional spare parts without utility in rotation in the last four years prior to the technical analysis technical to adjust the provision. In the case of raw materials and finished products, the obsolescence provision is determined according to maturity.
NOTE 9 — CURRENT AND DEFERRED INCOME TAXES
9.1 Tax Reform
On September 29, 2014, the Official Daily Newspaper published Law N°20,780 that amends the Chilean tax regime, with the main following changes:
· It establishes a new system of semi-integrated taxation, which can be used as an alternative to the integrated regime of attributed income. Taxpayers may opt freely to any of the two to pay their taxes. In the case of Embotelladora Andina S.A. by a general rule established by law the semi-integrated taxation system applies, which was ratified by the Shareholders’ Meeting.
· The semi-integrated system establishes the gradual increase in the first category tax rate for the business years 2014, 2015, 2016, 2017 and 2018 onwards, increasing to 21%, 22.5%, 24%, 25.5% and 27% respectively.
9.2 Current tax assets
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Tax credits (*) |
| 2,532,056 |
| — |
|
Total |
| 2,532,056 |
| — |
|
(*) Tax credits correspond to income tax credits on training expenses, purchase of Property, plant and equipment, and donations.
9.3 Current tax liabilities
Current tax payable are detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Income tax expense |
| 9,338,612 |
| 3,184,965 |
|
Total |
| 9,338,612 |
| 3,184,965 |
|
9.4 Income tax expense
The current and deferred income tax expenses are detailed as follows:
|
|
|
|
|
|
Item |
| 12.31.2018 |
| 12.31.2018 |
|
|
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
Current income tax expense |
| 38,313,980 |
| 40,183,261 |
|
Current tax adjustment previous period |
| 312,403 |
| 137,455 |
|
Withholding tax expense foreign subsidiaries |
| 7,364,213 |
| 6,730,031 |
|
Other current tax expense (income) |
| 474,105 |
| (5,733 | ) |
Current income tax expense |
| 46,464,701 |
| 47,045,014 |
|
Income (expense) for the creation and reversal of current tax difference(*) |
| 9,100,154 |
| 4,752,620 |
|
Expense (income) for deferred taxes |
| 9,100,154 |
| 4,752,620 |
|
Total income tax expense |
| 55,564,855 |
| 51,797,634 |
|
(*) Includes IAS 29 effect, due to inflation in Argentina
9.5 Deferred income taxes
The net cumulative balances of temporary differences that give rise to deferred tax assets and liabilities are detailed as follows:
|
| 12.31.2018 |
| 12.31.2017 |
| ||||
Temporary differences |
| Assets |
| Liabilities |
| Assets |
| Liabilities |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Property, plant and equipment |
| 5,420,447 |
| 46,181,359 |
| 5,978,377 |
| 47,179,903 |
|
Obsolescence provision |
| 910,076 |
| 112,359 |
| 2,215,341 |
| 200,979 |
|
Employee benefits |
| 5,169,161 |
| 131,829 |
| 5,391,796 |
| — |
|
Post-employment benefits |
| 90,941 |
| 1,014,354 |
| 61,155 |
| 1,020,522 |
|
Tax loss carried-forwards (1) |
| 9,137,392 |
| — |
| 10,056,534 |
| — |
|
Tax Goodwill Brazil |
| 18,836,838 |
| — |
| 23,195,957 |
| — |
|
Contingency provision |
| 26,796,262 |
| — |
| 31,177,351 |
| — |
|
Foreign exchange differences (2) |
| 13,083,953 |
| — |
| 7,631,498 |
| — |
|
Allowance for doubtful accounts |
| 1,262,977 |
| — |
| 1,155,542 |
| — |
|
Coca-Cola incentives (Argentina) |
| 352,061 |
| — |
| 451,790 |
| — |
|
Assets and liabilities for placement of bonds |
| — |
| 1,327,727 |
| — |
| 1,297,000 |
|
Lease liabilities |
| 1,328,320 |
| — |
| 1,083,010 |
| — |
|
Inventories |
| 347,470 |
| — |
| 350,746 |
| — |
|
Distribution rights |
| — |
| 173,273,994 |
| — |
| 163,850,599 |
|
Others |
|
|
| 5,940,224 |
| 3,729,093 |
| 920,772 |
|
Subtotal |
| 82,735,898 |
| 227,981,846 |
| 92,478,190 |
| 214,469,775 |
|
Total liabilities net |
| — |
| 145,245,948 |
| 3,212,981 |
| 125,204,566 |
|
(1) Tax losses mainly associated with the subsidiary Embotelladora Andina Chile S.A. In Chile tax losses have no expiration date
(2) Corresponds to differed taxes for exchange rate differences generated on the translation of debt expressed in foreign currency in the subsidiary Rio de Janeiro Refrescos Ltda. and which for tax purposes are recognized in Brazil when incurred. This item also includes the effects of the differences generated in the appraisal of forward contracts.
9.6 Deferred tax liability movement
The movement in deferred income tax accounts is as follows:
Item |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Opening Balance |
| 121,991,585 |
| 125,608,802 |
|
Increase (decrease) in deferred tax |
| 11,303,016 |
| (3,417,011 | ) |
Increase (decrease) due to foreign currency translation(*) |
| (11,951,347 | ) | (200,206 | ) |
Movements |
| 23,254,363 |
| (3,617,217 | ) |
Ending balance |
| 145,245,948 |
| 121,991,585 |
|
(*) Includes IAS 29 effect, due to inflation in Argentina
9.7 Distribution of domestic and foreign tax expense
The composition of domestic and foreign tax expense is detailed as follows:
Income tax |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Current income taxes |
|
|
|
|
|
Foreign |
| (24,442,984 | ) | (30,258,395 | ) |
Domestic |
| (22,021,717 | ) | (16,786,619 | ) |
Current income tax expense |
| (46,464,701 | ) | (47,045,014 | ) |
|
|
|
|
|
|
Deferred income taxes |
|
|
|
|
|
Foreign |
| (9,121,332 | ) | (4,667,982 | ) |
Domestic |
| 21,178 |
| (84,638 | ) |
Deferred income tax expense |
| (9,100,154 | ) | (4,752,620 | ) |
Income tax expense |
| (55,564,855 | ) | (51,797,634 | ) |
9.8 Reconciliation of effective rate
Below is the reconciliation between the effective tax rate and the statutory rate:
Reconciliation of effective rate |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Net income before taxes |
| 153,606,681 |
| 170,798,359 |
|
Tax expense at legal rate (27.0%) |
| (41,544,270 | ) | — |
|
Tax expense at legal rate (25.5%) |
| — |
| (43,553,581 | ) |
Effect of a different tax rate in other jurisdictions |
| 967,671 |
| (4,971,103 | ) |
|
|
|
|
|
|
Permanent differences: |
|
|
|
|
|
Non-taxable revenues |
| 12,752,599 |
| 9,645,068 |
|
Non-deductible expenses |
| (11,141,237 | ) | (4,020,729 | ) |
Tax effect on excess tax provision prior periods |
| (295,632 | ) | 125,021 |
|
Effect of tax restatement Chilean companies |
| 2,566,163 |
| (1,465,753 | ) |
Foreign subsidiaries tax withholding expense and other legal tax debits and credits |
| (18,870,149 | ) | (7,556,557 | ) |
Adjustments to tax expense |
| (14,988,256 | ) | (3,272,950 | ) |
|
|
|
|
|
|
Tax expense at effective rate |
| (55,564,855 | ) | (51,797,634 | ) |
Effective rate |
| 36.2 | % | 30.6 | % |
Below are the income tax rates applicable in each jurisdiction where the Company operates:
|
| Rate |
| ||
Country |
| 2018 |
| 2017 |
|
Chile |
| 27.0 | % | 25.5 | % |
Brazil |
| 34.0 | % | 34.0 | % |
Argentina |
| 30.0 | % | 35.0 | % |
Paraguay |
| 10.0 | % | 10.0 | % |
NOTE 10 — PROPERTY, PLANT AND EQUIPMENT
10.1 Balances
Property, plant and equipment are detailed below at the end of each period:
|
| Property, plant and equipment, |
| Cumulative depreciation and |
| Property, plant and equipment, |
| ||||||
Item |
| 12.31.2018 |
| 12.31.2017 |
| 12.31.2018 |
| 12.31.2017 |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Construction in progress |
| 26,048,670 |
| 84,118,716 |
| — |
| — |
| 26,048,670 |
| 84,118,716 |
|
Land |
| 100,479,196 |
| 96,990,155 |
| — |
| — |
| 100,479,196 |
| 96,990,155 |
|
Buildings |
| 371,279,937 |
| 222,101,850 |
| (157,119,586 | ) | (59,716,002 | ) | 214,160,351 |
| 162,385,848 |
|
Plant and equipment |
| 623,568,795 |
| 431,876,945 |
| (416,164,810 | ) | (276,043,865 | ) | 207,403,985 |
| 155,833,080 |
|
Information technology |
| 22,752,205 |
| 20,697,750 |
| (17,567,484 | ) | (16,070,425 | ) | 5,184,721 |
| 4,627,325 |
|
Fixed facilities and accessories |
| 43.717.907 |
| 32,990,387 |
| (22,660,738 | ) | (13,400,510 | ) | 21,057,169 |
| 19,589,877 |
|
Vehicles |
| 53,682,179 |
| 52,587,886 |
| (31,883,578 | ) | (23,324,621 | ) | 21,798,601 |
| 29,263,265 |
|
Leasehold improvements |
| 144,914 |
| 115,768 |
| (112,737 | ) | (108,353 | ) | 32,177 |
| 7,415 |
|
Other Property, plant and equipment (1) |
| 438,350,022 |
| 395,823,718 |
| (323,743,924 | ) | (288,888,900 | ) | 114,606,098 |
| 106,934,818 |
|
Total |
| 1,680,023,825 |
| 1,337,303,175 |
| (969,252,857 | ) | (677,552,676 | ) | 710,770,968 |
| 659,750,499 |
|
(1) Other Property, plant and equipment is composed of bottles, market assets, furniture and other minor assets.
The net balance of each of these categories is detailed as follows:
Other Property, plant and equipment |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
Bottles |
| 51,522,834 |
| 51,876,569 |
|
Marketing and promotional assets |
| 45,739,948 |
| 42,798,282 |
|
Other Property, plant and equipment |
| 17,343,316 |
| 12,259,967 |
|
Total |
| 114,606,098 |
| 106,934,818 |
|
The Company has insurance to protect its Property, plant and equipment and its inventory from potential losses. The geographic distribution of those assets is detailed as follows:
Chile : Santiago, Puente Alto, Maipú, Renca, Rancagua y San Antonio, Antofagasta, Coquimbo and Punta Arenas.
Argentina : Buenos Aires, Mendoza, Córdoba y Rosario, Bahía Blanca, Chacabuco, La Pampa, Neuquén, Comodoro Rivadavia, Trelew, and Tierra del Fuego
Brazil : Río de Janeiro, Niteroi, Campos, Cabo Frío, Nova Iguazú, Espirito Santo, Vitoria, part of São Paulo and Minas Gerais.
Paraguay : Asunción, Coronel Oviedo, Ciudad del Este and Encarnación.
10.2 Movements
Movements in Property, plant and equipment are detailed as follows:
|
| Construction in |
| Land |
| Buildings, net |
| Plant and |
| IT |
| Fixed facilities |
| Vehicles, net |
| Leasehold |
| Other, |
| Property, plant and |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Opening balance at January 1, 2018 |
| 84,118,716 |
| 96,990,155 |
| 162,385,848 |
| 155,833,080 |
| 4,627,325 |
| 19,589,877 |
| 29,263,265 |
| 7,415 |
| 106,934,818 |
| 659,750,499 |
|
Additions |
| 65,284,334 |
| — |
| 504,675 |
| 17,924,606 |
| 783,299 |
| 165,226 |
| 1,451,462 |
| 1,430 |
| 42,793,277 |
| 128,854,309 |
|
Disposals |
| — |
| (5,465 | ) | (209,713 | ) | (1,002,133 | ) | — |
| — |
| (203,036 | ) | — |
| (1,588,050 | ) | (3,008,397 | ) |
Transfers between items of Property, plant and equipment |
| (109,893,610 | ) | — |
| 45,032,440 |
| 54,460,571 |
| 622,222 |
| 1,481,081 |
| (2,218,354 | ) | 22,000 |
| 10,493,650 |
| — |
|
Depreciation expense |
| — |
| — |
| (7,001,828 | ) | (39,182,401 | ) | (1,830,295 | ) | (2,668,535 | ) | (5,201,263 | ) | (11,112 | ) | (41,727,196 | ) | (97,622,630 | ) |
Increase (decrease) due to foreign currency translation differences |
| (6,880,059 | ) | (4,615,830 | ) | (14,485,709 | ) | (17,048,903 | ) | (414,850 | ) | (4,048,135 | ) | (1,722,767 | ) | 169 |
| (16,954,922 | ) | (66,171,006 | ) |
Other increase (decrease) (1) |
| (6,580,711 | ) | 8,110,336 |
| 27,934,638 |
| 36,419,165 |
| 1,397,020 |
| 6,537,655 |
| 429,294 |
| 12,275 |
| 14,654,520 |
| 88,914,192 |
|
Total movements |
| (58,070,046 | ) | 3,489,041 |
| 51,774,503 |
| 51,570,905 |
| 557,396 |
| 1,467,292 |
| (7,464,664 | ) | 24,762 |
| 7,671,280 |
| 51,020,469 |
|
Ending balance at December 31, 2018 |
| 26,048,670 |
| 100,479,196 |
| 214,160,351 |
| 207,403,985 |
| 5,184,721 |
| 21,057,169 |
| 21,798,601 |
| 32,177 |
| 114,606,098 |
| 710,770,968 |
|
(1) Mainly correspond to effects of adopting IAS 29 in Argentina.
|
| Construction |
| Land |
| Buildings, net |
| Plant and |
| IT |
| Fixed |
| Vehicles, net |
| Leasehold |
| Other, |
| Property, plant |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Opening balance at January 1, 2017 |
| 49,986,111 |
| 91,961,876 |
| 173,073,161 |
| 190,402,625 |
| 6,122,912 |
| 20,466,113 |
| 23,896,425 |
| 190,523 |
| 110,051,139 |
| 666,150,885 |
|
Additions |
| 89,392,003 |
| 4,955,929 |
| 1,674,734 |
| 4,992,508 |
| 945,827 |
| (4,161 | ) | 1,512,162 |
| 13,529 |
| 44,451,636 |
| 147,934,167 |
|
Disposals |
| — |
| — |
| (300,079 | ) | (700,973 | ) | (1,062,530 | ) | — |
| (173,190 | ) | — |
| (790,242 | ) | (3,027,014 | ) |
Transfers between items of Property, plant and equipment |
| (41,957,409 | ) | — |
| 3,450,060 |
| 24,250,647 |
| 1,133,684 |
| 2,548,441 |
| 2,253,061 |
| — |
| 8,321,516 |
| — |
|
Depreciation expense |
| — |
| — |
| (5,880,770 | ) | (36,026,939 | ) | (2,190,107 | ) | (2,112,681 | ) | (5,303,332 | ) | (61,033 | ) | (45,746,096 | ) | (97,320,958 | ) |
Increase (decrease) due to foreign currency translation differences |
| (13,319,346 | ) | 72,350 |
| (9,538,737 | ) | (20,492,851 | ) | (320,634 | ) | (1,307,835 | ) | 7,441,057 |
| (34,272 | ) | (7,670,229 | ) | (45,170,497 | ) |
Other increase (decrease) (1) |
| 17,357 |
| — |
| (92,521 | ) | (6,591,937 | ) | (1,827 | ) | — |
| (362,918 | ) | (101,332 | ) | (1,682,906 | ) | (8,816,084 | ) |
Total movements |
| 34,132,605 |
| 5,028,279 |
| (10,687,313 | ) | (34,569,545 | ) | (1,495,587 | ) | (876,236 | ) | 5,366,840 |
| (183,108 | ) | (3,116,321 | ) | (6,400,386 | ) |
Ending balance at December 31, 2017 |
| 84,118,716 |
| 96,990,155 |
| 162,385,848 |
| 155,833,080 |
| 4,627,325 |
| 19,589,877 |
| 29,263,265 |
| 7,415 |
| 106,934,818 |
| 659,750,499 |
|
(1) Mainly correspond to property, plant & equipment write-offs.
NOTE 11 – RELATED PARTY DISCLOSURES
Balances and main transactions with related parties are detailed as follows:
11.1 Accounts receivable:
11.1.1 Current:
Taxpayer ID |
| Company |
| Relationship |
| Country of |
| Currency |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
|
96.891.720-K |
| Embonor S.A. |
| Shareholder related |
| Chile |
| Chilean pesos |
| 4,344,082 |
| 4,220,936 |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Chilean pesos |
| 2,175,934 |
| — |
|
Foreign |
| Coca Cola de Argentina |
| Director related |
| Argentina |
| Argentinean pesos |
| 1,684,357 |
| — |
|
Foreign |
| UBI 3 (Ades) |
| Shareholder related |
| Argentina |
| Argentinean pesos |
| 455,823 |
|
|
|
Foreign |
| Alimentos de Soja S.A.U. |
| Shareholder related |
| Argentina |
| Argentinean pesos |
| 371,712 |
| — |
|
96.517.210-2 |
| Embotelladora Iquique S.A. |
| Shareholder related |
| Chile |
| Chilean pesos |
| 228,387 |
| 303,866 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Chilean pesos |
| 161,460 |
| — |
|
96.919.980-7 |
| Cervecería Austral S.A. |
| Director related |
| Chile |
| U.S. Dollars |
| 26,557 |
| 16,674 |
|
77.755.610-K |
| Comercial Patagona Ltda. |
| Director related |
| Chile |
| Chilean pesos |
| 1,951 |
| — |
|
Foreign |
| Servicio y Productos para Bebidas Refrescantes S.R.L. |
| Shareholder |
| Chile |
| Argentinean pesos |
| — |
| 181,414 |
|
76.572.588-7 |
| Coca Cola del Valle New Ventures S.A. |
| Associate |
| Chile |
| Chilean pesos |
| — |
| 647,342 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
| 9,450,263 |
| 5,370,232 |
|
11.1.2 Non-current:
Taxpayer ID |
| Company |
| Relationship |
| Country |
| Currency |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
|
96.714.870-9 |
| Coca-Cola de Chile S. A. |
| Shareholder |
| Chile |
| Chilean pesos |
| 74,340 |
| 156,492 |
|
Total |
|
|
|
|
|
|
|
|
| 74,340 |
| 156,492 |
|
11.2 Accounts payable:
11.2.1 Current:
Taxpayer ID |
| Company |
| Relationship |
| Country |
| Currency |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Chilean pesos |
| 21,286,933 |
| 12,458,055 |
|
Foreign |
| Recofarma do Industrias Amazonas Ltda. |
| Shareholder related |
| Brazil |
| Brazilian real |
| 8,681,099 |
| 15,891,797 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Chilean pesos |
| 5,702,194 |
| 2,807,572 |
|
Foreign |
| Servicio y Productos para Bebidas Refrescantes S.R.L. |
| Shareholder |
| Argentina |
| Argentinean pesos |
| 5,479,714 |
| — |
|
Foreign |
| Leão Alimentos e Bebidas Ltda. |
| Associate |
| Brazil |
| Brazilian real |
| 3,132,515 |
| 2,539,052 |
|
Foreign |
| Monster |
| Shareholder related |
| Brazil |
| Brazilian real |
| 664,565 |
| — |
|
76.572.588-7 |
| Coca Cola del Valle New Ventures S.A. |
| Associate |
| Chile |
| Chilean pesos |
| 649,046 |
| — |
|
89.996.200-1 |
| Envases del Pacífico S.A. |
| Director related |
| Chile |
| Chilean pesos |
| 139,468 |
| 193,685 |
|
96.891.720-K |
| Embonor S.A. |
| Shareholder related |
| Chile |
| Chilean pesos |
| 92,325 |
| — |
|
Foreign |
| Alimentos de Soja S.A.U. |
| Shareholder related |
| Argentina |
| Argentinean pesos |
| — |
| 71,276 |
|
Total |
|
|
|
|
|
|
|
|
| 45,827,859 |
| 33,961,437 |
|
11.3 Transactions:
Taxpayer ID |
| Company |
| Relationship |
| Country of |
| Description of transaction |
| Currency |
| Cumulative |
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Purchase of concentrates |
| Chilean pesos |
| 149,933,143 |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Purchase of advertising services |
| Chilean pesos |
| 3,508,010 |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Sale of raw materials and other |
| Chilean pesos |
| 1,156,744 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of bottles |
| Chilean pesos |
| 14,319,777 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of raw materials |
| Chilean pesos |
| 18,914,788 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of caps |
| Chilean pesos |
| 107,859 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase services and others |
| Chilean pesos |
| 1,593,798 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of containers |
| Pesos chilenos |
| 4,096,502 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Sale of packaging and raw materials |
| Chilean pesos |
| 3,981,631 |
|
96.891.720-K |
| Embonor S.A. |
| Related to Shareholder |
| Chile |
| Sale of finished products |
| Chilean pesos |
| 41,933,095 |
|
96.517.310-2 |
| Embotelladora Iquique S.A. |
| Related to Shareholder |
| Chile |
| Sale of finished products |
| Chilean pesos |
| 2,570,315 |
|
89.996.200-1 |
| Envases del Pacífico S.A. |
| Related to director |
| Chile |
| Purchase of raw materials and materials |
| Pesos chilenos |
| 1,007,382 |
|
94.627.000-8 |
| Parque Arauco S.A. |
| Related to director |
| Chile |
| Rent of spaces |
| Chilean pesos |
| 91,685 |
|
Foreign |
| Recofarma do Industrias Amazonas Ltda. |
| Related to Shareholder |
| Brazil |
| Purchase of concentrates |
| Brazilian real |
| 95,449,139 |
|
Foreign |
| Recofarma do Industrias Amazonas Ltda. |
| Related to Shareholder |
| Brazil |
| Refund and other purchases |
| Brazilian real |
| 7,641,736 |
|
Foreign |
| Servicio y Productos para Bebidas Refrescantes S.R.L. |
| Shareholder |
| Argentina |
| Purchase of concentrates |
| Argentine pesos |
| 98,947,407 |
|
Foreign |
| Servicio y Productos para Bebidas Refrescantes S.R.L. |
| Shareholder |
| Argentina |
| Advertising participation payment |
| Argentine pesos |
| 5,727,498 |
|
Foreign |
| KIAK Participaciones |
| Subsidiary |
| Brazil |
| Purchase of concentrate and marketing recovery |
| U.S. dollar |
| 42,292 |
|
Foreign |
| Leão Alimentos e Bebidas Ltda. |
| Associate |
| Brazil |
| Purchase of products |
| Brazilian real |
| 357,286 |
|
Foreign |
| Sorocaba Refrescos S.A. |
| Associate |
| Brazil |
| Purchase of products |
| Brazilian real |
| 698,090 |
|
76.572.588-7 |
| Coca Cola Del Valle New Ventures SA |
| Common Shareholder |
| Chile |
| Sale of services and others |
| Chilean pesos |
| 1,391,110 |
|
Foreign |
| Trop Frutas do Brasil Ltda. |
| Associate |
| Brazil |
| Purchase of products |
| Brazilian real |
| 86,994 |
|
Foreign |
| Alimentos de Soja S.A.U. |
| Related to Shareholder |
| Argentina |
| Payment of fees and services |
| Argentine pesos |
| 1,623,794 |
|
96.633.550-5 |
| Sinea S.A. |
| Ownership held by an officer’s uncle |
| Chile |
| Purchase of raw materials |
| Chilean pesos |
| 581,508 |
|
Taxpayer ID |
| Company |
| Relationship |
| Country |
| Description of transaction |
| Currency |
| Cumulative |
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Purchase of concentrates |
| Chilean pesos |
| 140,609,445 |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Purchase of advertising services |
| Chilean pesos |
| 1,823,190 |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Lease of water fountain |
| Chilean pesos |
| 2,989,115 |
|
96.714.870-9 |
| Coca-Cola de Chile S.A. |
| Shareholder |
| Chile |
| Sale of raw materials and other |
| Chilean pesos |
| 2,163,225 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of bottles |
| Chilean pesos |
| 20,865,624 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of raw materials |
| Chilean pesos |
| 12,617,540 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of caps |
| Chilean pesos |
| 477,188 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase services and others |
| Chilean pesos |
| 357,456 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Sale services and others |
| Chilean pesos |
| 14,944 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Purchase of packaging |
| Chilean pesos |
| 2,960,894 |
|
86.881.400-4 |
| Envases CMF S.A. |
| Associate |
| Chile |
| Sale of packaging and raw materials |
| Chilean pesos |
| 2,942,690 |
|
96.891.720-K |
| Embonor S.A. |
| Related to Shareholder |
| Chile |
| Sale of finished products |
| Chilean pesos |
| 42,561,124 |
|
96.517.310-2 |
| Embotelladora Iquique S.A. |
| Related to Shareholder |
| Chile |
| Sale of finished products |
| Chilean pesos |
| 2,650,329 |
|
89.996.200-1 |
| Envases del Pacífico S.A. |
| Related to director |
| Chile |
| Purchase of raw materials and materials |
| Chilean pesos |
| 1,676,013 |
|
94.627.000-8 |
| Parque Arauco S.A. |
| Related to director |
| Chile |
| Rent of spaces |
| Chilean pesos |
| 90,032 |
|
99.279.000-8 |
| Euroamerica Seguros de Vida S.A. |
| Related to director |
| Chile |
| Purchase of insurance policies |
| Chilean pesos |
| 312,231 |
|
Foreign |
| Recofarma do Industrias Amazonas Ltda. |
| Related to Shareholder |
| Brazil |
| Purchase of concentrates |
| Chilean pesos |
| 196,738,018 |
|
Foreign |
| Recofarma do Industrias Amazonas Ltda. |
| Related to Shareholder |
| Brazil |
| Refund and other purchases |
| Chilean pesos |
| 5,099,040 |
|
Foreign |
| Servicio y Productos para Bebidas Refrescantes S.R.L. |
| Shareholder |
| Argentina |
| Purchase of concentrates |
| Argentine pesos |
| 272,541,272 |
|
Foreign |
| Servicio y Productos para Bebidas Refrescantes S.R.L. |
| Shareholder |
| Argentina |
| Advertising participation payment |
| Argentine pesos |
| 12,584,231 |
|
Foreign |
| KAIK Participações |
| Associate |
| Brazil |
| Refund and other purchases |
| Brazilian real |
| 6,614 |
|
Foreign |
| Leão Alimentos e Bebidas Ltda. |
| Associate |
| Brazil |
| Purchase of products |
| Brazilian real |
| 104,103 |
|
Foreign |
| Coca-Cola Peru |
| Related to Shareholder |
| Peru |
| Purchase of concentrate and marketing recovery |
| U.S. dollar |
| 7,147,534 |
|
Foreign |
| Sorocaba Refrescos S.A. |
| Associate |
| Brazil |
| Purchase of products |
| Brazilian real |
| 574.881 |
|
89.862.200-2 |
| Latam Airlines Group S.A. |
| Related to director |
| Chile |
| Sale of products |
| Chilean pesos |
| 652.588 |
|
76.572.588-7 |
| Coca Cola Del Valle New Ventures SA |
| Common Shareholder |
| Chile |
| Sale of services and others |
| Chilean pesos |
| 1.444.162 |
|
Foreign |
| Trop Frutas do Brasil Ltda. |
| Associate |
| Brazil |
| Purchase of products |
| Brazilian real |
| 317.565 |
|
Foreign |
| Alimentos de Soja S.A.U. |
| Related to Shareholder |
| Argentina |
| Payment of fees and services |
| Argentine pesos |
| 538.546 |
|
11.4 Key management compensation
Salaries and benefits paid to the Company’s key management personnel including directors and managers are detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Executive wages, salaries and benefits |
| 6,056,337 |
| 6,454,846 |
|
Director allowances |
| 1,495,123 |
| 1,513,100 |
|
Accrued benefit last five years and paid during the fiscal year |
| 242,907 |
| 334,477 |
|
Contract termination benefit |
| 51,534 |
| — |
|
Total |
| 7,845,901 |
| 8,302,423 |
|
NOTE 12 – CURRENT AND NON-CURRENT EMPLOYEE BENEFITS
Employee benefits are detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Accrued vacations |
| 19,536,809 |
| 20,769,275 |
|
Employee remuneration payable |
| 13,674,170 |
| 15,186,368 |
|
Indemnities for years of service |
| 9,415,541 |
| 8,286,355 |
|
Total |
| 42,626,520 |
| 44,241,998 |
|
|
| ThCh$ |
| ThCh$ |
|
Current |
| 33,210,979 |
| 35,955,643 |
|
Non-current |
| 9,415,541 |
| 8,286,355 |
|
Total |
| 42,626,520 |
| 44,241,998 |
|
12.1 Indemnities for years of service
The movements of employee benefits, valued pursuant to Note 2 are detailed as follows:
Movements |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Opening balance |
| 8,286,355 |
| 8,157,745 |
|
Service costs |
| 957,593 |
| 1,727,905 |
|
Interest costs |
| 565,167 |
| 300,755 |
|
Net actuarial losses |
| 271,045 |
| (530,059 | ) |
Benefits paid |
| (664,619 | ) | (1,369,991 | ) |
Total |
| 9,415,541 |
| 8,286,355 |
|
12.1.1 Assumptions
The actuarial assumptions used are detailed as follows:
Assumptions |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
Discount rate |
| 2.7% |
| 2.7% |
|
Expected salary increase rate |
| 2.0% |
| 2.0% |
|
Turnover rate |
| 5.4% |
| 5.4% |
|
Mortality rate |
| RV-2009 |
| RV-2009 |
|
Retirement age of women |
| 60 years |
| 60 years |
|
Retirement age of men |
| 65 years |
| 65 years |
|
12.2 Personnel expenses
Personnel expenses included in the consolidated statement of income are as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Wages and salaries |
| 195,162,903 |
| 215,715,214 |
|
Employee benefits |
| 50,254,164 |
| 50,127,117 |
|
Severance and post-employment benefits |
| 5,535,410 |
| 7,410,936 |
|
Other personnel expenses |
| 16,014,364 |
| 14,205,259 |
|
Total |
| 266,966,841 |
| 287,458,526 |
|
12.3 Number of Employees
|
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
Number of employees |
| 16,098 |
| 15,924 |
|
|
|
|
|
|
|
Number of average employees |
| 15,364 |
| 15,784 |
|
NOTE 13 — INVESTMENTS IN ASSOCIATES ACCOUNTED FOR USING THE EQUITY METHOD
13.1 Balances
Investments in associates using equity method of accounting are detailed as follows:
Taxpayer |
|
|
| Country of |
| Functional |
| Carrying Value |
| Percentage interest |
| ||||
ID |
| Name |
| Incorporation |
| Currency |
| 12.31.2018 |
| 12.31.2017 |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| % |
| % |
|
86.881.400-4 |
| Envases CMF S.A. (1) |
| Chile |
| Chilean peso |
| 18,743,604 |
| 18,528,567 |
| 50.00 | % | 50.00 | % |
Foreign |
| Leão Alimentos e Bebidas Ltda. (2) |
| Brazil |
| Brazilian real |
| 21,727,894 |
| 22,163,333 |
| 10.26 | % | 10.26 | % |
Foreign |
| Kaik Participações Ltda. (2) |
| Brazil |
| Brazilian real |
| 1,228,256 |
| 1,228,350 |
| 11.32 | % | 11.32 | % |
Foreign |
| SRSA Participações Ltda. |
| Brazil |
| Brazilian real |
| 94,706 |
| 189,290 |
| 40.00 | % | 40.00 | % |
Foreign |
| Sorocaba Refrescos S.A. |
| Brazil |
| Brazilian real |
| 22,979,029 |
| 23,079,130 |
| 40.00 | % | 40.00 | % |
Foreign |
| Trop Frutas do Brasil Ltda. (2) |
| Brazil |
| Brazilian real |
| 6,244,839 |
| 6,359,428 |
| 7.52 | % | 7.52 | % |
76.572.588-7 |
| Coca Cola del Valle New Ventures S.A. |
| Chile |
| Chilean peso |
| 31,392,617 |
| 15,260,971 |
| 35.00 | % | 35.00 | % |
Total |
|
|
|
|
|
|
| 102,410,945 |
| 86,809,069 |
|
|
|
|
|
(1) In these company, regardless of the percentage of ownership interest, it was determined that no controlling interest was held, only a significant influence, given that there was not a majority vote of the Board of Directors to make strategic business decisions.
(2) In these companies, regardless of the percentage of ownership interest held, the Company has significant influence, given that it has a representative on each entity’s Board of Directors.
13.2 Movement
The movement of investments in associates accounted for using the equity method is shown below:
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Opening Balance |
| 86,809,069 |
| 77,197,781 |
|
Other investment increases in associates (Capital contributions to Leão Alimentos e Bebidas Ltda. and Coca-Cola del Valle New Ventures S.A.) |
| 15.615.466 |
| 15,570,161 |
|
Dividends received |
| (403,414 | ) | (1,540,090 | ) |
Share in operating income |
| 2,194,144 |
| 932,340 |
|
Unrealized income |
| 85,268 |
| 85,268 |
|
Increase (Decrease) due to foreign currency translation differences |
| (1,889,588 | ) | (5,436,391 | ) |
Ending Balance |
| 102,410,945 |
| 86,809,069 |
|
The main movements for the fiscal years ended December 31, 2018 and 2017, are the following:
· During fiscal years 2018 and 2017, Embotelladora Andina S.A. made capital contributions in Coca-Cola del Valle New Ventures S.A. in the amount of ThCh$15,615,466 and ThCh$10,185,000.
· During fiscal years 2018 and 2017, Envases CMF S.A., agreed to distribute dividends in the amount of thCh$403,414 and ThCh$1,540,090, respectively. Embotelladora Andina S.A. participates in those dividends pursuant to its ownership interest.
· During fiscal years 2018 and 2017 Sorocaba Refrescos S.A. did not distribute dividends.
· During fiscal year 2017, Leão Alimentos e Bebidas Ltda. carried out capital increases. Rio de Janeiro Refrescos Ltda. participated in these capital increases pursuant to its ownership interest for amounts of ThCh$5,385,161.
13.3 Reconciliation of share of profit in investments in associates:
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Share of profit of investment accounted for using the equity method |
| 2,194,144 |
| 932,340 |
|
Unrealized earnings in inventory acquired from associates and not sold at the end of period, presented as a discount in the respective asset account (containers and/or inventories) |
| (868,233 | ) | (1,097,968 | ) |
Amortization of Fair Value in Envases CMF S.A. |
| 85,268 |
| 85,268 |
|
Income Statement Balance |
| 1,411,179 |
| (80,360 | ) |
13.4 Summary financial information of associates:
The following table presents summarized information regarding the Company´s equity investees as of December 31, 2018:
|
| Envases |
| Sorocaba |
| Kaik |
| SRSA |
| Leão Alimentos |
| Trop Frutas |
| Coca-Cola del |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
| 78,714,139 |
| 106,598,837 |
| 10,850,626 |
| 513,823 |
| 257,149,411 |
| 96,963,355 |
| 101,275,213 |
|
Total liabilities |
| 40,800,603 |
| 49,151,318 |
| 34 |
| 277,055 |
| 57,538,296 |
| 21,568,158 |
| 11,582,021 |
|
Total revenue |
| 53,073,645 |
| 57,570,452 |
| 348,705 |
| 233,182 |
| 161,749,228 |
| 12,169,188 |
| 2,673,496 |
|
Net income (loss) of associate |
| 1,086,050 |
| 936,360 |
| 348,705 |
| 233,182 |
| 2,000,217 |
| 7,753,517 |
| 1,506,540 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reporting date |
| 12-31.2018 |
| 11-30-2018 |
| 11-30-2018 |
| 11-30-2018 |
| 11-30-2018 |
| 11-30-2018 |
| 12-31-2018 |
|
The following table presents summarized information regarding the Company´s equity investees as of December 31, 2017:
|
| Envases |
| Sorocaba |
| Kaik |
| SRSA |
| Leão Alimentos |
| Trop Frutas |
| Coca-Cola del |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
| 74,308,406 |
| 111,697,833 |
| 10,851,460 |
| 473,226 |
| 282,895,158 |
| 88,327,243 |
| 48,190,779 |
|
Total liabilities |
| 36,654,412 |
| 54,000,005 |
| 35 |
| — |
| 79,689,080 |
| 11,407,361 |
| 4,594,308 |
|
Total revenue |
| 49,924,142 |
| 52,507,920 |
| (137,002 | ) | 469,509 |
| 198,216,570 |
| 3,345,146 |
| — |
|
Net income (loss) of associate |
| 2,405,060 |
| (1,541,788 | ) | (137,007 | ) | 469,509 |
| (157,266 | ) | 1,927,488 |
| (248,532 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reporting date |
| 12-31-2017 |
| 12-31-2017 |
| 12-31-2017 |
| 12-31-2017 |
| 12-31-2017 |
| 12-31-2017 |
| 11-30-2017 |
|
NOTE 14 — INTANGIBLE ASSETS AND GOODWILL
14.1 Intangible assets other than goodwill
Intangible assets other than goodwill as of the end of each reporting period are detailed as follows:
|
| 12-31-2018 |
| 12-31-2017 |
| ||||||||
|
| Gross |
| Cumulative |
| Net |
| Gross |
| Cumulative |
| Net |
|
Detail |
| Amount |
| Amortization |
| Amount |
| Amount |
| Amortization |
| Amount |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Distribution rights (1) |
| 661,285,834 |
| (259,434 | ) | 661,026,400 |
| 656,411,004 |
| (116,387 | ) | 656,294,617 |
|
Software |
| 31,526,159 |
| (24,160,202 | ) | 7,365,957 |
| 27,595,084 |
| (21,087,741 | ) | 6,507,343 |
|
Others |
| 728,198 |
| (298,002 | ) | 430,196 |
| 511,470 |
| (40,552 | ) | 470,918 |
|
Total |
| 693,540,191 |
| (24,717,638 | ) | 668,822,553 |
| 684,517,558 |
| (21,244,680 | ) | 663,272,878 |
|
(1) Correspond to the contractual rights to produce and distribute Coca-Cola products in certain parts of Argentina, Brazil, Chile and Paraguay. Distribution rights result from the valuation process at fair value of the assets and liabilities of the companies acquired in business combinations. Production and distribution contracts are renewable for periods of 5 years with Coca-Cola. The nature of the business and renewals that Coca-Cola has permanently done on these rights, allow qualifying them as indefinite contracts. These production and distribution rights, and in conjunction with the assets that are part of the cash-generating units, are annually subjected to the impairment test. Such distribution rights are composed in the following manner and are not subject to amortization: except for the Monster rights that are amortized in the term of the agreement which is 4 years.
Distribution rights |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Chile (excluding Metropolitan Region, Rancagua and San Antonio) |
| 304,888,183 |
| 304,969,889 |
|
Brazil (Rio de Janeiro, Espirito Santo, Ribeirão Preto and the investments in Sorocaba and Leão Alimentos e Bebidas Ltda.) |
| 181,583,404 |
| 187,695,738 |
|
Paraguay |
| 172,594,328 |
| 162,825,074 |
|
Argentina (North and South) |
| 1,960,485 |
| 803,916 |
|
Total |
| 661,026,400 |
| 656,294,617 |
|
The movement and balances of identifiable intangible assets are detailed as follows:
|
| 01-01-2018 to 12-31-2018 |
| 01-01-2017 to 12-31-2017 |
| ||||||||||||
|
| Distribution |
|
|
|
|
|
|
| Distribution |
|
|
|
|
|
|
|
Details |
| Rights |
| Rights |
| Software |
| Total |
| Rights |
| Rights |
| Software |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Opening balance |
| 656,294,617 |
| 470,918 |
| 6,507,343 |
| 663,272,878 |
| 674,920,063 |
| 470,918 |
| 5,605,081 |
| 680,996,062 |
|
Additions |
| — |
| — |
| 3,718,038 |
| 4,264,098 |
| 11,923,449 | (1) | — |
| 2,907,715 |
| 14,831,164 |
|
Amortization |
| (112,601 | ) | (40,722 | ) | (1,971,417 | ) | (2,170,360 | ) | (116,387 | ) | — |
| (1,842,933 | ) | (1,959,320 | ) |
Other increases (decreases) (2) |
| 4,844,384 |
|
|
| (888,007 | ) | 919,080 |
| (30,432,508 | ) | — |
| (162,520 | ) | (30,595,028 | ) |
Total |
| 661,026,400 |
| 430,196 |
| 7,365,957 |
| 668,822,553 |
| 656,294,617 |
| 470,918 |
| 6,507,343 |
| 663,272,878 |
|
(1) Corresponds to distribution rights paid in Argentina, Paraguay and Chile resulting from the transaction in which The Coca-Cola Company acquired the “AdeS” business described in previous notes.
(2) Mainly corresponds to the foreign currency effect of converting foreign subsidiaries’ distribution rights into the presentation currency.
14.2 Goodwill
Goodwill is considered as the excess acquisition cost over fair value of the group´s ownership interest in identifiable net assets of the acquired subsidiary at the acquisition date.
14.2.1 Measurement of recoverable goodwill value
Goodwill is annually reviewed but its recoverable value is checked during anticipated periods, if there are facts indicating a possible impairment. These signs may include new legal dispositions, changes in the economic environment affecting business operating performance indicators, movements in the competition, or the sale of a significant part of the cash-generating unit (CGU).
Management reviews business performance based on geographic segments. Goodwill is monitored by operating segment that includes different cash generating units of the operations in Chile, Brazil, Argentina and Paraguay. Impairment of distribution rights is geographically monitored at the CGU or group of cash generating units that correspond to specific territories for which Coca-Cola distribution rights have been acquired. These cash generating units or groups of cash generating units are composed by:
· Regions in Chile (excluding Metropolitan Region, province of Rancagua and province of San Antonio)
· Argentina North
· Argentina South
· Brazil (state of Rio de Janeiro and Espirito Santo)
· Brazil (Ipiranga territories)
· Brazil: (investment in the associate Sorocaba)
· Brazil: (investment in the associate Leão Alimentos S.A.)
· Paraguay
In order to check if goodwill has suffered an impairment loss, the company compares its book value with its recoverable value, and an impairment loss is recognized for the excess of the book value amount of the asset over its recoverable amount. To determine the recoverable values of the CGU, management considers the discounted cash flow method as the most appropriate method.
14.2.2 Main assumptions used in the annual test:
a. Discount rate:
The real discount rate applied in the annual test carried out in December 2018 was estimated with the Capital Asset Pricing Model, which allows estimating a discount rate according to the risk level of the CGU in the country where it operates. A nominal discount rate before taxes is used according to the following table:
|
| Discount Rate |
| Discount Rate |
|
|
| 2017 |
| 2017 |
|
Argentina |
| 21.2 | % | 17.1 | % |
Chile |
| 8.1 | % | 7.2 | % |
Brazil |
| 10.9 | % | 9.6 | % |
Paraguay |
| 10.1 | % | 9.1 | % |
Management carries out the annual goodwill impairment test as of December 31 of each year for each CGU.
b. Other assumptions
Financial projections to determine the present net value of future cash flows of the CGU are modelled based on the main historical variables , and the respective budgets approved by the CGU. In this sense, a conservative growth rate is used, which reach 3% for the soft drinks category and up to 7% for the less developed categories such as juices and water. Perpetuity growth rates between 1% and 2.5% are established by operation depending on the level of consumption maturity of the products at each operation are set beyond the fifth year of projection. In this sense, the variables of greater sensitivity in these projections correspond to discount rates applied in order to determine the net present value of projected flows, perpetuity growths and EBITDA margin considered in each CGU.
For purposes of sensitizing the impairment test, variations were made to the main variables used in the model. Following we present the ranges used for each of the modified variables:
· Discount rate: Increase/decrease of up to 100bps as value in the rate with which the future flows are discounted to bring them to present value
· Perpetuity: Increase/decrease of up to 75bps in the rate to calculate the perpetual growth of future flows
· EBITDA margin: Increase/decrease of 100bps in the EBITDA margin of operations, which is applied per year for the projected periods, i.e. for the years 2019-2023
14.2.3 Conclusions
The Company performs annual impairment assessments annually, as a result of the tests carried out at December 31, 2018 and 2017 no signs of impairment were identified in any of the CGUs, assuming conservative EBITDA margins projections and in line with market history.
Despite the deterioration of the macroeconomic conditions experienced by the economies of the countries where the cash generating units develop their operations, recovery values from the impairment test were higher than the book values of assets.
14.2.4 Goodwill by business segment and country
Movement in Goodwill as of December 31, 2018 and December 31, 2017 is detailed as follows:
Operating segment |
| 01.01.2018 |
| Additions/ |
| Foreign currency |
| 12.31.2018 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Chilean operation |
| 8,503,023 |
| — |
| — |
| 8,503,023 |
|
Brazilian operation |
| 73,509,080 |
| — |
| (428,980 | ) | 73,080,100 |
|
Argentine operation |
| 4,672,971 |
| — |
| 23,645,158 |
| 28,319,129 |
|
Paraguayan operation |
| 6,913,143 |
| — |
| 414,778 |
| 7,327,921 |
|
Total |
| 93,598,217 |
| — |
| 23,630,956 |
| 117,229,173 |
|
Operating segment |
| 01.01.2017 |
| Additions/ |
| Foreign currency |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Chilean operation |
| 8,503,023 |
| — |
| — |
| 8,503,023 |
|
Brazilian operation |
| 81,145,834 |
| — |
| (7,636,754 | ) | 73,509,080 |
|
Argentine operation |
| 5,972,515 |
| — |
| (1,299,544 | ) | 4,672,971 |
|
Paraguayan operation |
| 7,298,133 |
| — |
| (384,990 | ) | 6,913,143 |
|
Total |
| 102,919,505 |
| — |
| (9,321,288 | ) | 93,598,217 |
|
NOTE 15 — OTHER CURRENT AND NON-CURRENT FINANCIAL LIABILITIES
Liabilities are detailed as follows:
Current |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Bank loans |
| 21,542,736 |
| 31,470,003 |
|
Bonds payable |
| 20,664,481 |
| 20,156,295 |
|
Deposits in guarantee |
| 12,242,464 |
| 13,849,504 |
|
Derivative contract obligations (see note 20) |
| 130,829 |
| 445,278 |
|
Leasing agreements |
| 1,534,467 |
| 2,060,325 |
|
Total |
| 56,114,977 |
| 67,981,405 |
|
Non-current |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Bank loans |
| 2,439,253 |
| 13,057,542 |
|
Bonds payable |
| 700,327,057 |
| 648,228,554 |
|
Leasing agreements |
| 13,797,468 |
| 14,481,105 |
|
Total |
| 716,563,778 |
| 675,767,201 |
|
The fair value of financial assets and liabilities as of December 31, 2018 and 2017 is presented below:
Current |
| Book Value |
| Fair Value |
| Book Value |
| Fair Value |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Cash and cash equivalents (3) |
| 137,538,613 |
| 137,538,613 |
| 136,242,116 |
| 136,242,116 |
|
Other financial assets (3) |
| 683,567 |
| 683,567 |
| 14,138,161 |
| 14,138,161 |
|
Trade and other accounts receivable (3) |
| 187,210,279 |
| 187,210,279 |
| 191,284,680 |
| 191,284,680 |
|
Accounts receivable from related companies (3) |
| 9,450,263 |
| 9,450,263 |
| 5,370,232 |
| 5,370,232 |
|
Bank loans (1) |
| 21,542,736 |
| 20,298,761 |
| 31,470,003 |
| 31,006,898 |
|
Bonds payable (2) |
| 20,664,481 |
| 22,318,939 |
| 20,156,295 |
| 22,484,452 |
|
Deposits in guarantee (3) |
| 12,242,464 |
| 12,242,464 |
| 13,849,504 |
| 13,849,504 |
|
Derivative contract obligations (3) (see note 20) |
| 130,829 |
| 130,829 |
| 445,278 |
| 445,278 |
|
Leasing agreements (3) |
| 1,534,467 |
| 1,534,467 |
| 2,060,325 |
| 2,060,325 |
|
Trade and other accounts payable (3) |
| 238,109,847 |
| 238,109,847 |
| 257,519,477 |
| 257,519,477 |
|
Accounts payable from related companies (3) |
| 45,827,859 |
| 45,827,859 |
| 33,961,437 |
| 33,961,437 |
|
Non-current |
| 12.31.2018 |
| 12.31.2018 |
| 12.31.2017 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Other financial assets (3) |
| 97,362,295 |
| 97,362,295 |
| 74,259,085 |
| 75,259,085 |
|
Trade and other receivables |
| 1,270,697 |
| 1,270,697 |
| 2,395,851 |
| 2,395,851 |
|
Accounts receivable from related companies (3) |
| 74,340 |
| 74,340 |
| 156,492 |
| 156,492 |
|
Bank loans (1) |
| 2,439,253 |
| 2,307,396 |
| 13,057,542 |
| 11,588,575 |
|
Bonds payable (2) |
| 700,327,057 |
| 755,694,265 |
| 648,228,554 |
| 722,044,324 |
|
Leasing agreements (3) |
| 13,797,468 |
| 13,797,468 |
| 14,481,105 |
| 14,481,105 |
|
Trade and other accounts payable (3) |
| 735,665 |
| 735,665 |
| 1,132,926 |
| 1,132,926 |
|
(1) The fair values are based on discounted cash flows using market discount rates as of the close of each fiscal year and are Level 2 fair value measurements.
(2) The fair value of corporate bonds is classified as Level 2 fair value measurements based on quoted prices for the Company’s obligations.
(3) The fair value approximates book value considering the nature and term of the obligations.
15.1.1 Bank obligations, current
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Maturity |
| Total |
| ||||
Indebted Entity |
| Creditor Entity |
|
|
| Type |
| Effective |
| Nominal |
| Up to |
| 90 days |
| at |
| at |
| ||||||||
Tax ID, |
| Name |
| Country |
| Tax ID, |
| Name |
| Country |
| Currency |
| Amortization |
| Rate |
| Rate |
| 90 days |
| To 1 year |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
91.144.000-8 |
| Embotelladora Andina S.A. |
| Chile |
| 97032000-8 |
| Banco Scotiabank |
| Chile |
| Chilean pesos |
| Monthly |
| 3.64 | % | 3.64 | % | — |
| — |
| — |
| 300,000 |
|
96.705.990-0 |
| Envases Central S.A. |
| Chile |
| 97.006.000-6 |
| Banco BCI |
| Chile |
| UF |
| Semiannually |
| 2.13 | % | 2.13 | % | — |
| 726,943 |
| 726,943 |
| 709,794 |
|
Foreign |
| Embotelladora del Atlántico S.A. |
| Argentina |
| Foreign |
| Banco de la Nación Argentina |
| Argentina |
| Argentine pesos |
| Monthly |
| 20.00 | % | 20.00 | % | 1,071 |
| — |
| 1,071 |
| 9,965,133 |
|
Foreign |
| Embotelladora del Atlántico S.A. |
| Argentina |
| Foreign |
| Banco Galicia y Buenos Aires S.A. |
| Argentina |
| Argentine pesos |
| Monthly |
| 20.00 | % | 20.00 | % | — |
| — |
| — |
| 3,352,417 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Monthly |
| 7.48 | % | 7.48 | % | — |
| — |
| — |
| 298,456 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Monthly |
| 6.63 | % | 6.63 | % | — |
| — |
| — |
| 1,359,471 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Monthly |
| 6.63 | % | 6.63 | % | 82,480 |
| 88,935 |
| 171,415 |
| — |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Monthly |
| 7.15 | % | 7.15 | % | 83,151 |
| 194,366 |
| 277,517 |
| — |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Quarterly |
| 7.15 | % | 7.15 | % | — |
| — |
| — |
| 1,611,747 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Semiannually |
| 4.50 | % | 4.50 | % | — |
| — |
| — |
| 2,541,016 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Quarterly |
| 4.50 | % | 4.50 | % | 616,808 |
| 1,838,770 |
| 2,455,578 |
| — |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Quarterly |
| 6.24 | % | 6.24 | % | — |
| 17,910,212 |
| 17,910,212 |
| 11,331,969 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 21,542,736 |
| 31,470,003 |
|
15.1.2 Bank obligations, non-current
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Maturity |
| ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| More 4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| years |
|
|
|
|
|
Indebted Entity |
| Creditor Entity |
|
|
| Type |
| Effective |
| Nominal |
| 1 year up to |
| More 2 years |
| More 3 years |
| Up to 5 |
| More 5 |
| at |
| ||||||||
Tax ID |
| Name |
| Country |
| Tax ID |
| Name |
| Country |
| Currency |
| Amortization |
| Rate |
| Rate |
| 2 years |
| Up to 3 years |
| Up to 4 years |
| years |
| Years |
| 12.31.2018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
96.705.990-0 |
| Envases Central S.A. |
| Chile |
| 97.006.000-6 |
| Banco BCI |
| Chile |
| UF |
| Semiannually |
| 2.1 | % | 2.1 | % | 1,434,786 |
| — |
| — |
| — |
| — |
| 1,434,786 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Monthly |
| 6.6 | % | 6.6 | % | 72,439 |
| 43,033 |
| 43,033 |
| 81,225 |
| — |
| 239,730 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Monthly |
| 7.2 | % | 7.2 | % | 151,873 |
| — |
| — |
| — |
| — |
| 151,873 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Quarterly |
| 6.2 | % | 6.2 | % | — |
| — |
| — |
| — |
| — |
| — |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Quarterly |
| 4.5 | % | 4.5 | % | 612,864 |
| — |
| — |
| — |
| — |
| 612,864 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 2,439,253 |
|
15.1.3 Bank obligations, non-current December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Maturity |
| ||||||||||
Indebted Entity |
| Creditor Entity |
|
|
| Type |
| Effective |
| Nominal |
| 1 year up |
| More 2 years |
| More 3 years |
| More 4 years |
| More 5 |
| at |
| ||||||||
Tax ID |
| Name |
| Country |
| Tax ID |
| Name |
| Country |
| Currency |
| Amortization |
| Rate |
| Rate |
| 2 years |
| Up to 3 years |
| Up to 4 years |
| Up to 5 years |
| Years |
| 31.12.2017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
96.705.990-0 |
| Envases Central S.A. |
| Chile |
| 97.006.000-6 |
| Banco BCI |
| Chile |
| Unidad de fomento |
| Semiannually |
| 2.1 | % | 2.1 | % | 2,092,245 |
| — |
| — |
| — |
| — |
| 2,092,245 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Alfa |
| Brazil |
| Brazilian real |
| Monthly |
| 7.5 | % | 7.5 | % | 125,461 |
| 125,461 |
| 125,461 |
| 627,305 |
| — |
| 1,003,688 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Monthly |
| 6.6 | % | 6.6 | % | 504,700 |
| 197,779 |
| 44,639 |
| 128,887 |
| — |
| 876,005 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Monthly |
| 7.2 | % | 7.2 | % | 1,593,608 |
| 1,202,096 |
| 663,779 |
| 2,449,851 |
| — |
| 5,909,334 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Quarterly |
| 4.5 | % | 4.5 | % | 3,176,270 |
| — |
| — |
| — |
| — |
| 3,176,270 |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 13,057,542 |
|
15.1.4 Current and non-current bank obligations “Restrictions”
Bank obligations are not subject to restrictions for the reported periods.
15.2.1 Bonds payable
During 2018, Andina carried out a debt restructuring process that consisted of a partial repurchase in the amount of US$210 million of the 144A/RegS Senior Notes and refinancing it with the placement of Series F bonds in the local market in the amount of UF 5.7 million due 2039 and accruing an annual interest rate of 2.83%.
The costs corresponding to the repurchase of bonds, associated with premium payments, overpricing and proportional amortization of placement costs and discounts in bonds in original U.S. Dollars amounting to ThCh$9,583,000, were recorded in results under the item financial costs.
|
| Current |
| Non-current |
| Total |
| ||||||
Composition of bonds payable |
| 12.31.2018 |
| 12.31.2017 |
| 12.31.2018 |
| 12.31.2017 |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Bonds (face value) |
| 21,038,064 |
| 20,547,117 |
| 704,048,747 |
| 651,459,940 |
| 725,086,811 |
| 672,007,057 |
|
Expenses of bond issuance and discounts on placement |
| (373,583 | ) | (390,822 | ) | (3,721,690 | ) | (3,231,386 | ) | (4,095,273 | ) | (3,622,208 | ) |
Net balance presented in statement of financial position |
| 20,664,481 |
| 20,156,295 |
| 700,327,057 |
| 648,228,554 |
| 720,991,538 |
| 668,384,849 |
|
15.2.2 Current and non-current balances
Obligations with the public correspond to bonds in UF issued by the parent company on the Chilean market and bonds in US dollars issued by the Parent Company on the international market. A detail of these instruments is presented below:
|
|
|
|
|
|
|
|
|
|
|
|
|
| Date |
|
|
|
|
|
|
|
|
| Face |
| Unit of |
| Interest |
| final |
| Interest |
| Amortization |
|
|
|
|
|
|
| Series |
| amount |
| Adjustment |
| rate |
| Maturity |
| Payment |
| of capital |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
|
Bonds, current portion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CMF Registration N°254 CMF 06.13.2001 |
| B |
| 2.228.199 |
| UF |
| 6.5 | % | 06.01.2026 |
| Semiannually |
| 00.01.2019 |
| 6,598,389 |
| 6,071,687 |
|
CMF Registration N°641 08.23.2010 |
| C |
| 1,500,000 |
| UF |
| 4.0 | % | 08.15.2031 |
| Semiannually |
| 02.15.2021 |
| 614,152 |
| 597,049 |
|
CMF Registration N°759 08.20.2013 |
| C |
| 500,000 |
| UF |
| 3.5 | % | 08.16.2020 |
| Semiannually |
| 02.16.2018 |
| 7,069,487 |
| 6,959,157 |
|
CMF Registration N°760 08.20.2013 |
| D |
| 4,000,000 |
| UF |
| 3.8 | % | 08.16.2034 |
| Semiannually |
| 02.16.2032 |
| 1,545,334 |
| 1,502,299 |
|
CMF Registration N°760 04.02.2014 |
| E |
| 3,000,000 |
| UF |
| 3.75 | % | 03.01.2035 |
| Semiannually |
| 09.01.2032 |
| 1,027,009 |
| 998,409 |
|
CMF Registration N°912 10.10.2018 |
| F |
| 5,700,000 |
| UF |
| 2.83 | % | 09.25.2016 |
| Semiannually |
| 09.25-2039 |
| 1,013,805 |
|
|
|
Bonds USA |
| — |
| 365,000,000 |
| US$ |
| 5.0 | % | 10.01.2023 |
| Semiannually |
| 10.01.2023 |
| 3,169,888 |
| 4,418,516 |
|
Total current portion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 21,038,064 |
| 20,547,117 |
|
Bonds non-current portion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CMF Registration N°254 CMF 06.13.2001 |
| B |
| 2.228.199 |
| UF |
| 6.5 | % | 06.01.2026 |
| Semiannually |
| 00.01.2019 |
| 52,132,023 |
| 56,795,423 |
|
CMF Registration N°641 08.23.2010 |
| C |
| 1,500,000 |
| UF |
| 4.0 | % | 08.15.2031 |
| Semiannually |
| 02.15.2021 |
| 41,348,685 |
| 40,197,210 |
|
CMF Registration N°759 08.20.2013 |
| C |
| 500,000 |
| UF |
| 3.5 | % | 08.16.2020 |
| Semiannually |
| 02.16.2018 |
| 6,891,448 |
| 13,399,069 |
|
CMF Registration N°760 08.20.2013 |
| D |
| 4,000,000 |
| UF |
| 3.8 | % | 08.16.2034 |
| Semiannually |
| 02.16.2032 |
| 110,263,160 |
| 107,192,560 |
|
CMF Registration N°760 04.02.2014 |
| E |
| 3,000,000 |
| UF |
| 3.75 | % | 03.01.2035 |
| Semiannually |
| 09.01.2032 |
| 82,697,378 |
| 80,394,428 |
|
CMF Registration N°912 10.10.2018 |
| F |
| 5,700,000 |
| UF |
| 2.83 | % | 09.25.2016 |
| Semiannually |
| 09.25-2039 |
| 157,125,003 |
|
|
|
Bonds USA |
| — |
| 365,000,000 |
| US$ |
| 5.0 | % | 10.01.2023 |
| Semiannually |
| 10.01.2023 |
| 253,591,050 |
| 353,481,250 |
|
Bonds non-current portion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 704,048,747 |
| 651,459,940 |
|
Accrued interest included in the current portion of bonds totaled ThCh$ 7,856,274 and ThCh$8,105,642 at December 31, 2018 and 2017, respectively.
15.2.3 Non-current maturities
|
|
|
| Year of maturity |
| Total non- |
| ||||||
|
| Series |
| more than 1 |
| more than 2 |
| more than 3 |
| More than 5 |
| current |
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
SVS Registration N°254 06.13.2001 |
| B |
| 6,704,717 |
| 7,134,663 |
| 7,598,414 |
| 30,694,229 |
| 52,132,023 |
|
SVS Registration N°641 08.23.2010 |
| C |
| — |
| 1,879,436 |
| 3,758,871 |
| 35,710,378 |
| 41,348,685 |
|
SVS Registration N°759 08.20.2013 |
| C |
| 3,445,724 |
| 3,445,724 |
| — |
| — |
| 6,891,448 |
|
SVS Registration N°760 08.20.2013 |
| D |
| — |
| — |
| — |
| 110,263,160 |
| 110,263,160 |
|
SVS Registration N°760 04.02.2014 |
| E |
| — |
| — |
| — |
| 82,697,378 |
| 82,697,378 |
|
CMF Registration N°912 10.10.2018 |
| F |
|
|
|
|
|
|
| 157,125,003 |
| 157,125,003 |
|
Bonds USA |
| — |
| — |
| — |
| — |
| 253,591,050 |
| 253,591,050 |
|
Total |
|
|
| 10,150,441 |
| 12,459,823 |
| 11,357,285 |
| 670,081,198 |
| 704,048,747 |
|
15.2.4 Market rating
The bonds issued on the Chilean market had the following rating as of December 31, 2018:
AA : ICR Compañía Clasificadora de Riesgo Ltda. rating
AA : Fitch Chile Clasificadora de Riesgo Limitada rating
The rating of bonds issued on the international market as of December 31, 2018, is the following:
BBB : Standard&Poors rating
BBB+ : Fitch Chile Clasificadora de Riesgo Limitada rating.
15.2.5 Restrictions
15.2.5.1 Restrictions regarding bonds placed abroad.
On September 26, 2013, Andina issued a bond in the U.S. Market (Bonds USA) for US$575 million at a coupon rate of 5.0% maturing on October 1, 2023. These bonds do not have financial restrictions. In October 2018, there was a partial repurchase of this bond for US $210 million, with US$365 million remaining outstanding.
15.2.5.2 Restrictions regarding bonds placed in the local market.
For purposes of the calculation of the covenants, the amount of EBITDA that was agreed on each bond issue is included.
Restrictions regarding the issuance of bonds for a fixed amount registered under number 254.
The outstanding series as of December 31, 2018, is Series B for a nominal amount of up to UF 4 million, of which amount UF 3.7 million in bonds were placed with final maturity in the year 2026 at a 6.50% annual interest rate. The balance of outstanding capital as of December 31, 2018 is UF 2,228 million.
Series B was issued with charge to the bonds line registered with the Securities Registered under number 254 dated September 13, 2001.
Regarding Series B, the Issuer is subject to the following restrictions:
· Maintain an indebtedness level where Consolidated Financial Liabilities to Consolidated Equity does not exceed 1.20 times. For these purposes Consolidated Financial Liabilities shall be regarded as Liabilities Receivables accruing interest, namely: (i) other current financial liabilities, plus (ii) other non-current financial liabilities, less (iii) asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Financial Statements. Consolidated Equity will be regarded as total equity including non-controlling interest.
As of December 31, 2018, indebtedness level is 0.78 times of Consolidated Equity.
· Maintain, and in no manner lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” (Región Metropolitana) as a territory in Chile in which we have been authorized by The Coca-Cola Company for the development, production, sale and distribution of products and brands of the licensor, in accordance to the respective bottler or license agreement, renewable from time to time.
· Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of this date is franchised by TCCC to the Company for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer’s Adjusted Consolidated Operating Cash Flow.
· Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities.
Unsecured consolidated liabilities payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.
The following will be considered in determining Consolidated Assets: assets free of any pledge, mortgage or other lien, as well as those assets having a pledge, mortgage or real encumbrances that operate solely by law, less asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position. Therefore, Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.
As of December 31, 2018, this index is 1.66 times.
Restrictions regarding bond lines registered in the Securities Registered under number 641.
Because of our merger with Coca-Cola Polar S.A., Andina became a debtor of the following two bonds placed in the Chilean market in 2010:
· UF 1.5 million of Series C bonds due 2031, bearing an annual interest rate of 4.00%. As of December 31, 2018, the balance of outstanding capital is UF 1.5 million.
Series C was issued with charge to the Bond Lines registered with the Securities Registrar, under number 641, on August 23, 2010.
Regarding Series C, the Issuer is subject to the following restrictions:
· Maintain a level of “Net Financial Debt” within its quarterly financial statements that may not exceed 1.5 times, measured over figures included in its consolidated statement of financial position. To this end, net financial debt shall be defined as the ratio between net financial debt and total equity of the issuer (equity attributable to controlling owners plus non-controlling interest). On its part, net financial debt will be the difference between the Issuer’s financial debt and cash.
As of December 31, 2018, Net Financial Debt was 0.62 times.
· Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities.
Unencumbered assets refer to the assets that meet the following conditions: are the property of the issuer; classified under Total Assets of the Issuer’s Financial Statements; and that are free of any pledge, mortgage or other liens constituted in favor of third parties, less “Other Current Financial Assets” and “Other Non-Current Financial Assets” of the Issuer’s Financial Statements (to the extent they correspond to asset balances of derivative financial instruments, taken to hedge exchange rate and interest rate risk of the financial liabilities).
Unsecured total liabilities correspond to: liabilities from Total Current Liabilities and Total Non-Current Liabilities of Issuer’s Financial Statement which do not benefit from preferences or privileges, less “Other Current Financial Assets” and “Other Non-Current Financial Assets” of the Issuer’s Financial Statements (to the extent they correspond to asset balances of derivative financial instruments, taken to hedge exchange rate and interest rate risk of the financial liabilities).
As of December 31, 2018, this index is 1.66 times.
· Maintain a level of “Financial net coverage” in its quarterly financial statements of more than 3 times. Net financial coverage means the ratio between the Issuer’s Ebitda for the past 12 months and net financial expenses (financial income less financial expenses) of the issuer for the past 12 months. However, this restriction will be considered breached when the mentioned net financial coverage level is lower than the level previously indicated during two consecutive quarters.
As of December 31, 2018, Net Financial Coverage level is 6.08 times.
Restrictions regarding bond lines registered in the Securities Registrar under numbers 759 and 760.
During 2013 and 2014, Andina placed local bonds in the Chilean market. The issuances were structured into three series.
· Series C outstanding as of December 31, 2018, for a nominal value of up to UF 3 million, of which bonds were placed for a nominal amount of UF1.0 million with final maturity during year 2020 at an annual interest rate of 3.50% issued against line number 759. Outstanding capital as of December 31, 2018, is UF 0.500 million.
· Series D and E outstanding as of December 31, 2018, for a total nominal value of UF 8 million, of which UF 4 million were placed in bonds during August 2013 (series D) and UF 3 million during April 2014 (series E), with final maturity in 2034 and 2035, respectively, issued with charge against line number 760. The annual interest rates are 3.8% for Series D and 3.75% for Series E. The outstanding capital balance as of December 31, 2018, of both series amounts to UF 7.000 million.
Regarding Series C, D and E, the Issuer is subject to the following restrictions:
· Maintain an indebtedness level where Consolidated Financial Liabilities to Consolidated Equity does not exceed 1.20 times. For these purposes Consolidated Financial Liabilities shall be regarded as Liabilities Receivables accruing interest, namely: (i) other current financial liabilities, plus (ii) other non-current financial liabilities, less (iii) cash and cash equivalent and (iv) other current financial assets, and (v) other non-current financial assets (to the extent they are asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities). Consolidated Equity will be regarded as total equity including non-controlling interest.
As of December 31, 2018, Indebtedness Level is 0.62 times of Consolidated Equity.
· Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities payable.
Unsecured Consolidated Liabilities Payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.
The following will be considered in determining Consolidated Assets: assets free of any pledge, mortgage or other lien, as well as those assets having a pledge, mortgage or real encumbrances that operate solely by law, less asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Financial Statements. Therefore, Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.
As of December 31, 2018, this index is 1.66 times.
· Maintain, and in no manner, lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” as a territory franchised to the Issuer in Chile by The Coca-Cola Company, hereinafter also referred to as “TCCC” or the “Licensor” for the development, production, sale and distribution of products and brands of said licensor, in accordance to the respective bottler or license agreement, renewable from time to time. Losing said territory, means the non-renewal, early termination or cancellation of this license agreement by TCCC, for the geographical area today called “Metropolitan Region”. This reason shall not apply if, as a result of the loss, sale, transfer or disposition, of that licensed territory is purchased or acquired by a subsidiary or an entity that consolidates in terms of accounting with the Issuer.
· Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of these instruments is franchised by TCCC to the Issuer for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer’s Adjusted Consolidated Operating Cash Flow of the audited period immediately before the moment of loss, sale, assignment or transfer. For these purposes, the term “Adjusted Consolidated Operating Cash Flow” shall mean the addition of the following accounting accounts of the Issuer’s Consolidated Statement of Financial Position: (i) “Gross Profit” which includes regular activities and cost of sales; less (ii) “Distribution Costs”; less (iii) “Administrative Expenses”; plus (iv) “Participation in profits (losses) of associates and joint ventures that are accounted for using the equity method”; plus (v) “Depreciation”; plus (vi) “Intangibles Amortization”.
Restrictions regarding bond lines registered in the Securities Registrar under number 912.
In October 2018, a Series F bond was issued in the amount of UF 5.7 million due 2039 and accruing an annual interest rate of 2.8%.
Regarding Series F Local Bond, the Issuer is subject to the following restrictions:
· Maintain an indebtedness level where Consolidated Financial Liabilities to Consolidated Equity does not exceed 1.20 times.
For these purposes Consolidated Financial Liabilities shall be regarded as Liabilities Receivables accruing interest, namely: (i) other current financial liabilities, plus (ii) other non-current financial liabilities, less (iii) cash and cash equivalent and (iv) other current financial assets, and (v) other non-current financial assets (to the extent they are asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities). Consolidated Equity will be regarded as total equity including non-controlling interest.
As of December 31, 2018, this index equals 0.62 times.
· Maintain consolidated assets free of any pledge, mortgage or other encumbrances for an amount at least equal to 1.3 times of the issuer’s unsecured consolidated liabilities payable.
Unsecured Consolidated Liabilities Payable shall be regarded as the total liabilities, obligations and debts of the issuer that are not secured by real guarantees on goods and assets of the latter, voluntarily and conventionally constituted by the issuer less the asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.
The following will be considered in determining Consolidated Assets: assets free of any pledge, mortgage or other lien, as well as those assets having a pledge, mortgage or real encumbrances that operate solely by law, less asset balances of derivative financial instruments, taken to hedge exchange rate or interest rate risks on financial liabilities under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Financial Statements. Therefore, Consolidated Assets free of any pledge, mortgage or other lien will only be regarded as those assets free of any pledge, mortgage or other real lien voluntarily and conventionally constituted by the issuer less asset balances of derivative financial instruments, taken to cover exchange rate or interest rate risks on financial liabilities and under “Other Current Financial Assets” and “Other non-current Financial Assets” of the Issuer’s Consolidated Statement of Financial Position.
As of December 31, 2018, this index equals 1.66 times.
· Maintain, and in no manner, lose, sell, assign or transfer to a third party, the geographical area currently denominated as the “Metropolitan Region” as a territory franchised to the Issuer in Chile by The Coca-Cola Company, for the development, production, sale and distribution of products and brands of said licensor, in accordance to the respective bottler or license agreement, renewable from time to time. Losing said territory, means the non-renewal, early termination or cancellation of this license agreement by TCCC, for the geographical area today called “Metropolitan Region”. This reason shall not apply if, as a result of the loss, sale, transfer or disposition, of that licensed territory is purchased or acquired by a subsidiary or an entity that consolidates in terms of accounting with the Issuer.
· Not lose, sell, assign, or transfer to a third party any other territory of Argentina or Brazil, which as of the issuance date of local bonds Series C, D and E is franchised by TCCC to the Issuer for the development, production, sale and distribution of products and brands of such licensor, as long as any of these territories account for more than 40% of the Issuer’s Adjusted Consolidated Operating Cash Flow of the audited period immediately before the moment of loss, sale, assignment or transfer. For these purposes, the term “Adjusted Consolidated Operating Cash Flow” shall mean the addition of the following accounting accounts of the Issuer’s Consolidated Statement of Financial Position: (i) “Gross Profit” which includes regular activities and cost of sales; less (ii) “Distribution Costs”; less (iii) “Administrative Expenses”; plus (iv) “Participation in profits (losses) of associates and joint ventures that are accounted for using the equity method”; plus (v) “Depreciation”; plus (vi) “Intangibles Amortization”.
As of December 31, 2018, and December 31, 2017, the Company complies with all financial collaterals.
15.2.6 Repurchased bonds
In addition to UF bonds, the Company holds bonds that it has repurchased in full through companies that are included in the consolidation:
The subsidiary Rio de Janeiro Refrescos Ltda. maintains a liability corresponding to a bond issuance for US $75 million due in December 2020 and semi-annual interest payments. As of December 31, 2017, these issues are held by Andina. On January 1, 2013, Abisa Corp S.A. transferred the totality of this asset to Embotelladora are Andina S.A., the latter becoming the creditor of the above-mentioned Brazilian subsidiary. Consequently, the assets and liabilities related to the transaction have been eliminated from these Consolidated Financial Statements. In addition, the transaction has been treated as a net investment of the group in the Brazilian subsidiary; consequently, the effects of exchange rate differences between the dollar and the functional currency of each one has been recorded in other comprehensive income.
15.3.1 Derivative contract obligations
Please see details in Note 20.
15.4.1 Current liabilities for leasing agreements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Maturity |
| Total |
| ||||
Indebted Entity |
| Creditor Entity |
|
|
| Amortization |
| Effective |
| Nominal |
| Up to |
| 90 days to |
| At |
| At |
| ||||||
Name |
| Country |
| Tax ID |
| type |
| Type |
| Currency |
| Type |
| Rate |
| Rate |
| 90 days |
| 1 year |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Monthly |
| 10.215 | % | 10.227 | % | 11,996 |
| , |
| 11,996 |
| 41,467 |
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Monthly |
| 9.65 | % | 9.47 | % | 51,766 |
| 23,494 |
| 75,260 |
| 504,815 |
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Citibank |
| Brazil |
| Brazilian real |
| Monthly |
| 8.54 | % | 8.52 | % | 57,750 |
| 51,823 |
| 109,573 |
| 528,801 |
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Cogeração Light Esco |
| Brazil |
| Brazilian real |
| Monthly |
| 13.00 | % | 12.28 | % | 171,115 |
| 545,863 |
| 716,978 |
| 657,610 |
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Tetra Pack |
| Brazil |
| Brazilian real |
| Monthly |
| 7.65 | % | 7.39 | % | 57,561 |
| 282,104 |
| 339,665 |
| — |
|
Embotelladora del Atlántico S.A. |
| Argentina |
| Foreign |
| Tetra Pak SRL |
| Argentina |
| Dollars |
| Monthly |
| 12.00 | % | 12.00 | % | 280,995 |
| — |
| 280,995 |
| 327,632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 1,534,467 |
| 2,060,325 |
|
15.4.2 Non-current liabilities for leasing agreements December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
| Maturity |
|
|
| ||||||||||||||
Indebted Entity |
| Creditor Entity |
|
|
| Amortization |
| Effective |
| Nominal |
| 1 year to |
| 2 years to |
| 3 years to |
| 4 years to |
| More |
| at |
| ||||||
Name |
| Country |
| Tax ID |
| Name |
| type |
| Currency |
| Type |
| rate |
| Rate |
| 2 years |
| 3 years |
| 4 years |
| 5 years |
| 5 years |
| 12.31.2018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Cogeração Light Esco |
| Brazil |
| Brazilian real |
| Monthly |
| 13.00 | % | 12.28 | % | 810,185 |
| 915,509 |
| 1,034,525 |
| 1,169,014 |
| 9,466,995 |
| 13,396,228 |
|
Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Tetra Pack |
| Brazil |
| Brazilian real |
| Monthly |
| 7.65 | % | 7.39 | % | 401,240 |
| — |
| — |
| — |
| — |
| 401,240 |
|
TOTAL |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 13,797,468 |
|
15.4.3 Non-current liabilities for leasing agreements December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Maturity |
|
|
| ||||||||
Indebted Entity |
| Creditor Entity |
|
|
| Amortization |
| Effective |
| Nominal |
| 1 year to |
| 2 years to |
| 3 years to |
| 4 years to |
| More |
| at |
| ||||||||
Tax ID |
| Name |
| Country |
| Tax, ID |
| Name |
| Country |
| Currency |
| Type |
| rate |
| Rate |
| 2 years |
| 3 years |
| 4 years |
| 5 years |
| 5 years |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Itaú |
| Brazil |
| Brazilian real |
| Monthly |
| 10.21 | % | 10.22 | % | 11,764 |
| — |
| — |
| — |
| — |
| 11,764 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Santander |
| Brazil |
| Brazilian real |
| Monthly |
| 9.65 | % | 9.47 | % | 73,799 |
| — |
| — |
| — |
| — |
| 73,799 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Banco Citibank |
| Brazil |
| Brazilian real |
| Monthly |
| 8.54 | % | 8.52 | % | 105,807 |
| — |
| — |
| — |
| — |
| 105,807 |
|
Foreign |
| Rio de Janeiro Refrescos Ltda. |
| Brazil |
| Foreign |
| Cogeração Light Esco |
| Brazil |
| Brazilian real |
| Monthly |
| 13.00 | % | 12.28 | % | 743,100 |
| 839,703 |
| 948,864 |
| 1,072,216 |
| 10,685,852 |
| 14,289,735 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| 14,481,105 |
|
15.4.4 Current and non-current leasing agreements obligations “Restrictions”
Leasing agreement obligations are not subject to financial restrictions for the reported periods.
NOTE 16 — TRADE AND OTHER ACCOUNTS PAYABLE, CURRENT AND NON-CURRENT
Trade and other current accounts payable are detailed as follows:
Item |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Trade accounts payable |
| 174,486,806 |
| 187,872,116 |
|
Withholdings tax |
| 47,693,379 |
| 49,857,086 |
|
Accounts payable Inamar Ltda. (1) |
| — |
| 356,221 |
|
Others |
| 16,665,327 |
| 20,566,980 |
|
Total |
| 238,845,512 |
| 258,652,403 |
|
|
|
|
|
|
|
Current |
| 238,109,847 |
| 257,519,477 |
|
Non-current |
| 735,665 |
| 1,132,926 |
|
Total |
| 238,845,512 |
| 258,652,403 |
|
The Company maintains commercial lease agreements for forklifts, vehicles, properties and machinery. These lease agreements have an average duration of one to eight years excluding renewal options.
Accruable liabilities pursuant to the Company’s operating leasing agreements are detailed as follows:
|
| Accruable |
|
|
| ThCh$ |
|
Maturity within one year |
| 3,823,849 |
|
Maturity between one and five years |
| 4,259,402 |
|
Maturity more than five years |
| 480,963 |
|
Total |
| 8,564,214 |
|
Total expenses related to operating leases maintained by the Company as of December 31, 2018 amount to ThCh$6,133,282.
NOTE 17 — OTHER PROVISIONS, CURRENT AND NON-CURRENT
17.1 Balances
This account is detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Litigation (1) |
| 62,452,526 |
| 65,624,166 |
|
Total |
| 62,452,526 |
| 65,624,166 |
|
|
|
|
|
|
|
Current |
| 3,485,613 |
| 2,676,418 |
|
Non-current |
| 58,966,913 |
| 62,947,748 |
|
Total |
| 62,452,526 |
| 65,624,166 |
|
(1) Corresponds to the provision for probable fiscal, labor and trade contingency losses based on the opinion of our legal advisors, detailed as follows:
Detail (see note 21.1) |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
|
|
|
|
|
|
Tax Contingencies |
| 47,991,514 |
| 49,185,234 |
|
Labor Contingencies |
| 10,376,830 |
| 10,468,704 |
|
Civil Contingencies |
| 4,084,182 |
| 5,970,228 |
|
Total |
| 62,452,526 |
| 65,624,166 |
|
17.2 Movements
The movement of principal provisions over law suits is detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Opening Balance as of January 01 |
| 65,624,166 |
| 73,081,893 |
|
Additional provisions | �� | 46,657 |
| 2,493,968 |
|
Increase (decrease) in existing provisions |
| (4,998,530 | ) | (19,083,499 | ) |
Payments |
| 6,139,963 |
| 22,985,793 |
|
Reverse unused provision (*) |
| (2,157,152 | ) | (6,769,384 | ) |
Increase (decrease) due to foreign exchange differences |
| (2,202,578 | ) | (7,084,605 | ) |
Total |
| 62,452,526 |
| 65,624,166 |
|
(*) During fiscal years 2018 and 2017 there have been reversals of provisions amounting to Th$ 2,157,152 and Th$6,769,384, respectively which resulted from fines demanded by the Brazilian Treasury on the use of tax credits , because of favorable rulings on the subject for Rio de Janeiro Refrescos Ltda.
NOTE 18 — OTHER CURRENT AND NON-CURRENT NON-FINANCIAL LIABILITIES
Other current and non-current liabilities at each reporting period end are detailed as follows:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Dividend payable |
| 21,584,314 |
| 21,679,922 |
|
Other |
| 12,189,900 |
| 5,328,055 |
|
Total |
| 33,774,214 |
| 27,007,977 |
|
19.1 Number of shares:
|
| Number of shares subscribed |
| Number of shares paid in |
| Number of voting shares |
| ||||||
Series |
| 2018 |
| 2017 |
| 2018 |
| 2017 |
| 2018 |
| 2017 |
|
A |
| 473,289,301 |
| 473,289,301 |
| 473,289,301 |
| 473,289,301 |
| 473,289,301 |
| 473,289,301 |
|
B |
| 473,281,303 |
| 473,281,303 |
| 473,281,303 |
| 473,281,303 |
| 473,281,303 |
| 473,281,303 |
|
19.1.1 Equity:
|
| Subscribed Capital |
| Paid-in capital |
| ||||
Series |
| 2018 |
| 2017 |
| 2018 |
| 2017 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
A |
| 135,379,504 |
| 135,379,504 |
| 135,379,504 |
| 135,379,504 |
|
B |
| 135,358,070 |
| 135,358,070 |
| 135,358,070 |
| 135,358,070 |
|
Total |
| 270,737,574 |
| 270,737,574 |
| 270,737,574 |
| 270,737,574 |
|
19.1.2 Rights of each series:
· Series A: Elects 12 of the 14 Directors
· Series B: Receives an additional 10% of dividends distributed to Series A and elects 2 of the 14 Directors.
19.2 Dividend policy
According to Chilean law, cash dividends must be paid equal to at least 30% of annual net profit, barring a unanimous vote by shareholders to the contrary. If there is no net profit in a given year, the Company will not be legally obligated to pay dividends from retained earnings. At the ordinary Shareholders’ Meeting held in April 2018, the shareholders agreed to pay out of the 2017 earnings are final dividend to complete the 30% required by the Law 18,046 which will be paid in May 2018 , and an additional dividend will be paid in August 2018.
Pursuant to Circular Letter N° 1,945 of the Chilean Financial Market Commission (CMF) dated September 29, 2009, the Company’s Board of Directors decided to maintain the initial adjustments from adopting IFRS as retained earnings for future distribution.
Description |
| Event when |
| Amount of |
| Realized at |
| Amount of |
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Revaluation of assets parent Company |
| Sale or impairment |
| 14,800,384 |
| (12,007,487 | ) | 2,792,897 |
|
Foreign currency translation differences of investments in related companies and subsidiaries |
| Sale or impairment |
| 4,653,301 |
| 2,618,096 |
| 7,271,397 |
|
Full absorption cost accounting parent Company |
| Sale of products |
| 305,175 |
| (305,175 | ) | — |
|
Post-employment benefits actuarial calculation parent Company |
| Termination of employees |
| 946,803 |
| (747,882 | ) | 198,921 |
|
Deferred taxes complementary accounts parent Company |
| Depreciation |
| (1,444,960 | ) | 1,444,960 |
| — |
|
Total |
|
|
| 19,260,703 |
| (8,997,488 | ) | 10,263,215 |
|
The dividends declared and paid per share are presented below:
Payment month |
| Dividend |
| Profits |
| Ch$ per Series |
| Ch$ per Series |
| ||
2017 |
| January |
| Interim |
| 2016 |
| 19.00 |
| 20.90 |
|
2017 |
| May |
| Final |
| 2016 |
| 19.00 |
| 20.90 |
|
2017 |
| August |
| Additional |
| Retained Earnings |
| 19.00 |
| 20.90 |
|
2017 |
| October |
| Interim |
| 2017 |
| 19.00 |
| 20.90 |
|
2018 |
| January |
| Interim |
| 2017 |
| 21.50 |
| 23.65 |
|
2018 |
| May |
| Final |
| 2017 |
| 21.50 |
| 23.65 |
|
2018 |
| August |
| Additional |
| Retained Earnings |
| 21.50 |
| 23.65 |
|
2018 |
| October |
| Interim |
| 2018 |
| 21.50 |
| 23.65 |
|
2019 |
| January |
| Interim |
| 2018 |
| 21.50 |
| 23.65 |
|
19.3 Other Reserves
The balance of other reserves includes the following:
Description |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
| ThCh$ |
| ThCh$ |
|
|
Polar acquisition |
| 421,701,520 |
| 421,701,520 |
|
|
Foreign currency translation reserves |
| (306,674,529 | ) | (237,077,572 | ) |
|
Cash flow hedge reserve |
| (13,668,932 | ) | (3,094,671 | ) |
|
Reserve for employee benefit actuarial gains or losses |
| (1,954,077 | ) | (1,915,587 | ) |
|
Legal and statutory reserves |
| 5,435,538 |
| 5,435,538 |
|
|
Other |
| 6,014,568 |
| — |
|
|
Total |
| 110,854,089 |
| 185,049,228 |
|
|
19.3.1 Polar acquisition
This amount corresponds to the fair value of the issuance of shares of Embotelladora Andina S.A., used to acquire Embotelladoras Coca-Cola Polar S.A., which was the value of the capital increase notarized in legal terms.
19.3.2 Cash flow hedge reserve
They arise from the fair value of the existing derivative contracts that have been qualified for hedge accounting at the end of each financial period. When contracts are expired, these reserves are adjusted and recognized in the income statement in the corresponding period (see Note 20).
19.3.3 Reserve for employee benefit actuarial gains or losses
Corresponds to the restatement effect of employee benefits actuarial losses that according to IAS 19 amendments must be carried to other comprehensive income.
19.3.4 Legal and statutory reserves
The balance of other reserves is established through the following concept:
In accordance with Official Circular N° 456 issued by the Chilean Financial Market Commission (CMF), the legally required price-level restatement of paid-in capital for 2009 is presented as part of other equity reserves and is accounted for as a capitalization from Other Reserves with no impact on net income or retained earnings under IFRS. This amount totaled ThCh$ 5,435,538 as of December 31, 2009
19.3.5 Foreign currency translation reserves
This corresponds to the conversion of the financial statements of foreign subsidiaries whose functional currency is different from the presentation currency of the Consolidated Financial Statements. Additionally, exchange differences between accounts receivable kept by the companies in Chile with foreign subsidiaries are presented in this account, which have been treated as investment equivalents accounted for using the equity method. Translation reserves are detailed as follows:
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Brazil |
| (99,990,343 | ) | (90,156,924 | ) |
Argentina(*) |
| (201,118,180 | ) | (128,348,112 | ) |
Paraguay |
| 8,623,849 |
| (4,862,332 | ) |
Exchange rate differences in related companies |
| (14,189,854 | ) | (13,710,204 | ) |
Total |
| (306,674,528 | ) | (237,077,572 | ) |
The movement of this reserve for the fiscal years ended December 31, 2018 and 2017, is detailed as follows:
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Brazil |
| (10,313,069 | ) | (32.963.533 | ) |
Argentina |
| (72,770,068 | ) | (19.961.899 | ) |
Paraguay |
| 13,486,181 |
| (15.407.785 | ) |
Total |
| (69,596,956 | ) | (68,333,217 | ) |
19.4 Non-controlling interests
This is the recognition of the portion of equity and income from subsidiaries owned by third parties. As of December 31, 2018 and 2017, this account is detailed as follows:
|
| Non-controlling Interests |
| ||||||||||
|
| Ownership % |
| Shareholders’ Equity |
| Income |
| ||||||
Details |
| 2018 |
| 2017 |
| December |
| December |
| December |
| December |
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
| ThCh $ |
| ThCh $ |
|
Embotelladora del Atlántico S.A. |
| 0.0171 |
| 0.0171 |
| 23,260 |
| 13,765 |
| 3,633 |
| 5,590 |
|
Andina Empaques Argentina S.A. |
| 0.0209 |
| 0.0209 |
| 2,113 |
| 2,213 |
| 96 |
| 711 |
|
Paraguay Refrescos S.A. |
| 2.1697 |
| 2.1697 |
| 5,378,074 |
| 5,045,792 |
| 556,112 |
| 502,945 |
|
Vital S.A. |
| 35.0000 |
| 35.0000 |
| 7,674,785 |
| 9,261,108 |
| 271,063 |
| 283,327 |
|
Vital Aguas S.A. |
| 33.5000 |
| 33.5000 |
| 1,986,493 |
| 2,117,098 |
| 36,696 |
| 151,647 |
|
Envases Central S.A. |
| 40.7300 |
| 40.7300 |
| 4,836,892 |
| 5,483,317 |
| (20,225 | ) | 220,715 |
|
Total |
|
|
|
|
| 19,901,617 |
| 21,923,293 |
| 847,375 |
| 1,164,935 |
|
19.5 Earnings per share
The basic earnings per share presented in the statement of comprehensive income is calculated as the quotient between income for the period and the average number of shares outstanding during the same period.
Earnings per share used to calculate basic and diluted earnings per share is detailed as follows:
Earnings per share |
| 12.31.2018 |
| ||||
|
| SERIES A |
| SERIES B |
| TOTAL |
|
Earnings attributable to shareholders (ThCh$) |
| 46,001,994 |
| 50,601,377 |
| 96,603,371 |
|
Average weighted number of shares |
| 473,289,301 |
| 473,281,303 |
| 946,570,604 |
|
Earnings per basic and diluted share (in Chilean pesos) |
| 97.20 |
| 106.92 |
| 102.06 |
|
Earnings per share |
| 12.31.2017 |
| ||||
|
| SERIES A |
| SERIES B |
| TOTAL |
|
Earnings attributable to shareholders (ThCh$) |
| 56,112,755 |
| 61,723,035 |
| 117,835,790 |
|
Average weighted number of shares |
| 473,289,301 |
| 473,281,303 |
| 946,570,604 |
|
Earnings per basic and diluted share (in Chilean pesos) |
| 118.56 |
| 130.42 |
| 124.49 |
|
NOTE 20 — DERIVATIVE ASSETS AND LIABILITIES
Embotelladora Andina currently maintains “Cross Currency Swaps” and “Currency Forward” agreements as Derivative Financial Assets.
Cross Currency Swaps, also known as interest rate and currency swaps, are valued by the method of discounted future cash flows at a rate corresponding to the risk of the operation. The basis of the information used in the calculations is obtained in the market by using the Bloomberg terminal. Currently Embotelladora Andina maintains Cross Currency Swap for BRL/USD, for which it is necessary to discount future cash flows in Brazilian Reais and in U.S. Dollars. For this calculation, the Company uses as discount curves, the Brazilian Real Zero-Coupon and the U.S. Dollar Zero-Coupon.
On the other hand, the fair value of forward currency contracts is calculated in reference to current forward exchange rates for contracts with similar maturity profiles. To perform the above calculation, the Company uses market information available on the Bloomberg terminal.
As of the closing dates as of December 31, 2018 and December 31, 2017, the Company held the following derivative instruments:
20.1 Derivatives accounted for as cash flow hedges:
a) Cross Currency Swaps associated with US Bonds
At December 31, 2018, the Company entered into cross currency swap derivative contracts to convert US Dollar public bond obligations of US$360 million into Real liabilities to hedge the Company’s exposure to variations in foreign exchange rates. Said contracts are valued at their value and the net value to be received as of December 31, 2018 amounted to ThCh$87,446,662. These swap contracts have the same terms of the underlying bond obligation and expire in 2023. Additionally, the fair value of these derivatives which is lower than the hedged items amounted to ThCh$14,089,111 and has been recognized within other equity reserves as of December 31, 2018. The ineffective portion for ThCh$2,07,802 in losses associated with this hedge was recorded in other gains and losses as of December 31, 2018.
The amount of exchange differences recognized in the statement of income related to financial liabilities in U.S. dollars and the identified effective portion that was absorbed by the amounts recognized under comprehensive income amounted to ThCh$25,302,080 as of December 31, 2018.
20.2. Forward currency transactions expected to be very likely:
During 2018 and 2017, the Company entered into foreign currency forward contracts to hedge its exposure to expected future raw materials purchases in US Dollars during these years. The total amount of outstanding forward contracts was US$56.8 million as of December 31, 2018 (US$62.8 million as of December 31, 2017). These agreements were recorded at fair value, resulting in net earnings due to hedge recycling of ThCh$7,583,354 for the period ended December 31, 2018, and hedge asset and liabilities of ThCh$669,527 and ThCh$130,829, respectively. Contracts that ensure future flows of foreign currency have been designated as hedge agreements, as of December 31, 2018 with a pending amounted to be recycled to income in the amount of ThCh$397,151.
Futures contracts that ensure prices of future raw materials have not been designated as hedge agreements, since they do not fulfill IFRS documentation requirements, whereby its effects on variations in fair value are accounted for directly under statements of income in the “other gains and losses” account.
Fair value hierarchy
As of December 31, 2018, the Company had total assets related to its foreign exchange derivative contracts for ThCh$88,116,189 (ThCh$62,367,852 as of December 31, 2017) and liabilities for ThCh$130,829 as of December 31, 2018 (ThCh$445,278 as of December 31, 2017). Those contracts covering existing items have been classified in the same category of hedged, the net amount of derivative contracts by concepts covering forecasted items have been classified in financial assets and financial liabilities. All the derivative contracts are carried at fair value in the consolidated statement of financial position. The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2: Inputs other than quoted prices included in level 1 that are observable for the assets and liabilities, either directly (that is, as prices) or indirectly (that is, derived from prices)
Level 3: Inputs for assets and liabilities that are not based on observable market data.
During the reporting period, there were no transfers of items between fair value measurement categories; all of which were valued during the period using level 2.
|
| Fair Value Measurements at December 31, 2018 |
|
|
| ||||
|
| Quoted prices in |
| Observable |
| Unobservable |
|
|
|
|
| (Level 1) |
| (Level 2) |
| (Level 3) |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Assets |
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
Other current financial assets |
|
|
|
|
|
|
|
|
|
Other current financial assets |
| — |
| 669,527 |
|
|
| 669,527 |
|
Other non-current financial assets |
| — |
| 87,446,662 |
| — |
| 87,446,662 |
|
Total assets |
| — |
| 88,116,189 |
| — |
| 88,116,189 |
|
Liabilities |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
Other current financial liabilities |
| — |
| 130,829 |
| — |
| 130,829 |
|
Total liabilities |
| — |
| 130,829 |
| — |
| 130,829 |
|
|
| Fair Value Measurements at December 31, 2017 |
|
|
| ||||
|
| Quoted prices in |
| Observable |
| Unobservable |
|
|
|
|
| (Level 1) |
| (Level 2) |
| (Level 3) |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Assets |
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
Other current financial assets |
| — |
| 469,019 |
| — |
| 469,019 |
|
Other non-current financial assets |
| — |
| 61,898,833 |
| — |
| 61,898,833 |
|
Total assets |
| — |
| 62,367,852 |
| — |
| 62,367,852 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
Other current financial liabilities |
| — |
| 445,278 |
| — |
| 445,278 |
|
Total liabilities |
| — |
| 445,278 |
| — |
| 445,278 |
|
NOTE 21 — CONTINGENCIES AND COMMITMENTS
21.1 Lawsuits and other legal actions:
In the opinion of the Company’s legal counsel, the Parent Company and its subsidiaries do not face judicial or extra-judicial contingencies that might result in material or significant losses or gains, except for the following:
1) Embotelladora del Atlántico S.A. faces labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling ThCh$948,042. Management considers it unlikely that non-provisioned contingencies will affect the Company’s income and equity, based on the opinion of its legal counsel. Additionally, Embotelladora del Atlántico S.A. maintains time deposits for an amount of ThCh$656,817 to guaranty judicial liabilities
2) Rio de Janeiro Refrescos Ltda. faces labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling ThCh$55,518,871 Management considers it unlikely that non-provisioned contingencies will affect the Company’s income and equity, based on the opinion of its legal counsel. As it is customary in Brazil, Rio de Janeiro Refrescos Ltda. maintains judicial deposits and assets given in pledge to secure the compliance of certain processes, irrespective of whether these have been classified as a possible, probable or remote. The amounts deposited or pledged as legal guarantees as of December 31, 2018 and December 31, 2017, amounted to ThCh$31,143,415 and ThCh$31,953,725, respectively.
To ensure fulfillment of the obligations arising from judicial proceedings faced in Brazil, Rio de Janeiro Refrescos Ltda., has taken guarantee insurance and guarantee letters amounting to R$986,396,119 with different financial institutions and insurance companies in Brazil, through which these entities after a 0.44% annual commission, become responsible of fulfilling obligations with the Brazilian tax authorities should any trial result against Rio de Janeiro Refrescos Ltda. Additionally, if the warranty and bail letters are executed, Rio de Janeiro Refrescos Ltda. promises to reimburse to the financial institutions and Insurance Companies any amounts disbursed by them to the Brazilian government.
Main contingencies faced by Rio de Janeiro Refrescos are as follows:
a) Tax contingencies resulting from credits on tax on industrialized products (IPI).
Rio de Janeiro Refrescos is a party to a series of proceedings under way, in which the Brazilian federal tax authorities demand payment of value-added tax on industrialized products (Imposto sobre Produtos Industrializados, or IPI) allegedly owed by ex-Companhia de Bebidas Ipiranga. The initial amount demanded reached R$1,330,473,161 (historical amount without adjustments), corresponding to different trials related to the same cause. In September 2014, one of these trials for R$598,745,218, was settled in favor of the Company, and additionally during 2017 several trials were settled in favor of the Company in the amount for R$135,282,155 however, there are new lawsuits arising after the purchase of ex-Companhia de Bebidas Ipiranga (October 2013) that amount to R$346,232,541.
The Company rejects the position of the Brazilian tax authority in these procedures and considers that Companhia de Bebidas Ipiranga was entitled to claim IPI tax credits in connection with purchases of certain exempt raw materials from suppliers located in the Manaus free trade zone.
Based on the opinion of its advisers, and judicial outcomes to date, Management estimates that these procedures do not represent probable losses and has not recorded a provision on these matters.
Notwithstanding the above, the IFRS related to business combination in terms of distribution of the purchase price establish that contingencies must be measured one by one according to their probability of occurrence and discounted at fair value from the date on which it is deemed the loss can be generated. According to this criterion, from a total of identified contingencies amounting R$1,138,749,846 (including readjustments of current lawsuits), the Company recorded a provision for the beginning of business combination accounting in the amount R$203,070,206 equivalent to ThCh$36,411,450.
b) Tax contingencies on ICMS and IPI causes.
They refer mainly to tax settlements issued by advance appropriation of ICMS credits on fixed assets, payment of the replacement of ICMS tax to the operations, untimely IPI credits calculated on bonuses, among other claims.
The Company does not consider that these judgments will result in significant losses, given that their loss, according to its legal counsel, is considered unlikely. However, the accounting standards of financial information related to business combination in terms of distribution of the purchase price, establish contingencies must be valued one by one according to their probability of occurrence and discounted to fair value from the date on which it is deemed that the loss can be generated. According to this criterion, an initial provision has been made in the business combination accounting for an amount of R$76,883,016 equivalent to ThCh$13,785,489.
3) Embotelladora Andina S.A. and its Chilean subsidiaries face labor, tax, civil and trade lawsuits. Accounting provisions have been made for the contingency of a probable loss because of these lawsuits, totaling ThCh$5,970,453. Management considers it is unlikely that non-provisioned contingencies will affect income and equity of the Company, in the opinion of its legal advisors.
4) Paraguay Refrescos S.A. faces tax, trade, labor and other lawsuits. Accounting provisions have been made for the contingency of any loss because of these lawsuits amounting to ThCh$15,160. Management considers it is unlikely that non-provisioned contingencies will affect income and equity of the Company, in the opinion of its legal advisors.
21.2 Direct guarantees and restricted assets:
Guarantees and restricted assets are detailed as follows:
Guarantees that compromise assets including in the financial statements:
|
| Provided by |
|
|
| Committed assets |
|
|
| Balance pending payment on the closing date |
| ||
Guarantee in favor of |
| Name |
| Relationship |
| Guarantee |
| Type |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
|
Industria Metalúrgica Inamar Ltda. |
| Embotelladora Andina S.A. |
| Parent Company |
| Land |
| Property, plant and equipment |
| — |
| 17,991,202 |
|
Gas Licuado Lipigas S.A. |
| Embotelladora Andina S.A. |
| Parent Company |
| Cash and cash equivalents |
| Trade and other receivables |
| 1,140 |
| 1,140 |
|
Hospital Militar |
| Servicios Multivending |
| Subsidiary |
| Cash and cash equivalents |
| Trade and other receivables |
| — |
| 4,727 |
|
Parque Arauco |
| Servicios Multivending |
| Subsidiary |
| Cash and cash equivalents |
| Trade and other receivables |
| — |
| 5,345 |
|
Aeropuerto Nuevo Pudahuel |
| Servicios Multivending |
| Subsidiary |
| Cash and cash equivalents |
| Other receivables |
| — |
| 10,129 |
|
Hospital FACH |
| Servicios Multivending |
| Subsidiary |
| Cash and cash equivalents |
| Other receivables |
| — |
| 697 |
|
Inmob. E Invers. Supetar Ltda |
| Transportes Polar S.A. |
| Subsidiary |
| Cash and cash equivalents |
| Other non-current, non-financial assets |
| 4,579 |
| 4,579 |
|
Bodegas San Francisco Ltda. |
| Transportes Polar S.A. |
| Subsidiary |
| Cash and cash equivalents |
| Other non-current, non-financial assets |
| — |
| 6,483 |
|
Maria Lobos Jamet |
| Transportes Polar S.A. |
| Subsidiary |
| Cash and cash equivalents |
| Trade and other receivables |
| 2,565 |
| 2,565 |
|
Reclamaciones Trabajadores |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 5,336,644 |
| 4,626,086 |
|
Reclamaciones Civiles Y Tributarias |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 12,597,136 |
| 13,104,186 |
|
Instituciones Gubernamentales |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Property, plant and equipment |
| Property, plant and equipment |
| 13,209,635 |
| 14,223,453 |
|
Distribuidora Baraldo S.H. |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 369 |
| 659 |
|
Acuña Gomez |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 553 |
| 989 |
|
Nicanor López |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 395 |
| 707 |
|
Labarda |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 7 |
| 12 |
|
Municipalidad Bariloche |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 21,420 |
| 38,315 |
|
Municipalidad San Antonio Oeste |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 40,682 |
| 72,768 |
|
Municipalidad Carlos Casares |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 1,645 |
| 2,943 |
|
Municipalidad Chivilcoy |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 254,430 |
| 455,104 |
|
Others |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 78 |
| 140 |
|
Granada Maximiliano |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 3,317 |
| 5,934 |
|
Cicsa |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 4,612 |
| 8,249 |
|
Locadores Varios |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 46,169 |
| 53,900 |
|
Aduana De EZEIZA |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 3,013 |
| 6,608 |
|
Municipalidad De Junin |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 1,592 |
| 5,755 |
|
Almada Jorge |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 4,949 |
| 8,853 |
|
Municipalidad De Picun Leufu |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 72 |
| 128 |
|
Migoni Marano |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 112 |
| — |
|
Farias Matias Luis |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 309 |
| 1,226 |
|
Temas Industriales SA - Embargo General de Fondos |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 231,077 |
| — |
|
Gomez Alejandra Raquel |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 35 |
| 62 |
|
Lopez Gustavo Gerardo C/Inti Saic Y Otros |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 226 |
| 403 |
|
Fondo Fima Ahorro Plus C |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, financial assets |
| — |
| 519 |
|
Tribunal Superior De Justicia De La Provincia De Córdoba |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial deposit |
| Other non-current, non-financial assets |
| 290 |
| — |
|
DBC SA C CERVECERIA ARGENTINA SA ISEMBECK |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Judicial Deposit |
| Other non-current, non-financial assets |
| 41,465 |
| — |
|
Marcus A.Peña |
| Paraguay Refrescos |
| Subsidiary |
| Building |
| Property, plant and equipment |
| 4,164 |
| 3,782 |
|
Mauricio J Cordero C |
| Paraguay Refrescos |
| Subsidiary |
| Building |
| Property, plant and equipment |
| 904 |
| 800 |
|
José Ruoti Maltese |
| Paraguay Refrescos |
| Subsidiary |
| Building |
| Property, plant and equipment |
| 758 |
| 715 |
|
Alejandro Galeano |
| Paraguay Refrescos |
| Subsidiary |
| Building |
| Property, plant and equipment |
| 1,251 |
| 1,107 |
|
Ana Maria Mazó |
| Paraguay Refrescos |
| Subsidiary |
| Building |
| Property, plant and equipment |
| 1,191 |
| 1,054 |
|
Total |
|
|
|
|
|
|
|
|
| 31,816,781 |
| 50,651,324 |
|
Guarantees provided without obligation of assets included in the financial statements:
|
| Provided by |
|
|
| Committed assets |
|
|
| Amounts involved |
| ||
Warranty creditor |
| Name |
| Relationship |
| Guarantee |
| Type |
| 12.31.2018 |
| 12.31.2017 |
|
|
|
|
|
|
|
|
|
|
| ThCh$ |
| ThCh$ |
|
Importadora Casa y Regalos |
| Trans-Heca S.A. |
| Subsidiary |
| Guarantee insurance |
| Compliance lease contract |
| — |
| 2,050 |
|
Inmobiliaria e Inversiones Gestion Activa Ltda |
| Trans-Heca S.A. |
| Subsidiary |
| Guarantee insurance |
| Compliance lease contract |
| — |
| 4,585 |
|
Inmobiliaria Portofino |
| Red de Transportes comerciales Ltda. |
| Subsidiary |
| Guarantee insurance |
| Guarantee bond |
| — |
| 900 |
|
Teléfonica Chile S.A. |
| Red de Transportes comerciales Ltda. |
| Subsidiary |
| Guarantee insurance |
| Guarantee bond |
| — |
| 1,000 |
|
Inmobiliaria San Martin Logista S.A |
| Red de Transportes comerciales Ltda. |
| Subsidiary |
| Guarantee insurance |
| Guarantee bond |
| — |
| 3,461 |
|
Employee procedures |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Guarantee insurance |
| Judicial action |
| 2,601,353 |
| 1,496,862 |
|
Administrative procedures |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Guarantee insurance |
| Judicial action |
| 8,233,853 |
| 7,185,511 |
|
Gobierno Federal |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Guarantee insurance |
| Judicial action |
| 116,192,877 |
| 91,903,312 |
|
Gobierno Estadual |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Guarantee insurance |
| Judicial action |
| 43,015,207 |
| 20,527,817 |
|
HSBC |
| Sorocaba Refrescos S.A. |
| Associate |
| Loan |
| co-signers |
| 3,586,095 |
| 3,716,747 |
|
Otros |
| Rio de Janeiro Refrescos Ltda. |
| Subsidiary |
| Guarantee insurance |
| Judicial action |
| 3,236,092 |
| 2,449,103 |
|
Aduana de Ezeiza |
| Embotelladora del Atlántico S.A. |
| Subsidiary |
| Bond insurance |
| Faithful fulfillment of contract |
| 699,502 |
| 63,777 |
|
Aduana de Ezeiza |
| Andina Empaques S.A. |
| Subsidiary |
| Bond insurance |
| Faithful fulfillment of contract |
| 182,459 |
| 347,990 |
|
NOTE 22 — FINANCIAL RISK MANAGEMENT
The Company’s businesses are exposed to a variety of financial and market risks (including foreign exchange risk, interest rate risk and price risk). The Company’s global risk management program focuses on the uncertainty of financial markets and seeks to minimize potential adverse effects on the performance of the Company. The Company uses derivatives to hedge certain risks. A description of the primary policies established by the Company to manage financial risks are provided below:
Interest Rate Risk
As of December 31, 2018, the Company maintains all of its debt liabilities at a fixed rate as to avoid fluctuations in financial expenses resulting from tax rate increases.
The Company’s greatest indebtedness corresponds to own issued Chilean local bonds at a fixed rate in the amount of UF16,928 million denominated in UF (“UF”), a currency indexed to inflation in Chile (the Company’s sales are correlated with the UF variation).
There is also the Company’s indebtedness on the international market through a 144A/RegS Bond at a fixed rate for US$365 million (original amount issued US$575 million and partial prepayment in October 2019 for US$210 million), denominated in dollars, and practically 100% of which has been re-denominated to BRL through Cross Currency Swaps.
Credit risk
The credit risk to which the Company is exposed comes mainly from trade accounts receivable maintained with retailers, wholesalers and supermarket chains in domestic markets; and the financial investments held with banks and financial institutions, such as time deposits, mutual funds and derivative financial instruments.
a. Trade accounts receivable and other current accounts receivable
Credit risk related to trade accounts receivable is managed and monitored by the area of Finance and Administration of each business unit. The Company has a wide base of more than 100 thousand clients implying a high level of atomization of accounts receivable, which are subject to policies, procedures and controls established by the Company. In accordance with such policies, credits must be based objectively, non-discretionary and uniformly granted to all clients of a same segment and channel, provided these will allow generating economic benefits to the Company. The credit limit is checked periodically considering payment behavior. Trade accounts receivable pending of payment are monitored on a monthly basis.
i. Sale Interruption:
In accordance with Corporate Credit Policy, the interruption of sale must be within the following framework: when a customer has outstanding debts for an amount greater than US$ 250,000, and over 60 days expired, sale is suspended. The General Manager in conjunction with the Finance and Administration Manager authorize exceptions to this rule, and if the outstanding debt should exceed US$1,000,000, and in order to continue operating with that client, the authorization of the Chief Financial Officer is required. Notwithstanding the foregoing, each operation can define an amount lower than US$250,000 according to the country’s reality.
ii. Impairment
The impairment recognition policy establishes the following criteria for provisions: 30% is provisioned for 31 to 60 days overdue, 60%between 60 and 91 days, 90%between 91 and 120 days overdue and 100% for more than 120 days. Exemption of the calculation of global impairment is given to credits whose delays in the payment correspond to accounts disputed with the customer whose nature is known and where all necessary documentation for collection is available, therefore, there is no uncertainty on recovering them. However, these accounts also have an impairment provision as follows: 40% for 91 to 120 days overdue, 80% between 120 and 170, and 100% for more than 170 days.
iii. Prepayment to suppliers
The Policy establishes that US$25,000 prepayments can only be granted to suppliers if its value is properly and fully provisioned. The Treasurer of each subsidiary must approve supplier warranties that the Company receives for prepayments before signing the respective service contract. In the case of domestic suppliers, a warranty ballot (or the instrument existing in the country) shall be required, in favor of Andina executable in the respective country, non-endorsable, payable on demand or upon presentation and its validity will depend on the term of the contract. In the case of foreign suppliers, a stand-by credit letter will be required which shall be issued by a first line bank; in the event that this document is not issued in the country where the transaction is done, a direct bank warranty will be required. Subsidiaries can define the best way of safeguarding the Company’s assets for prepayments under US$25,000.
iv. Guarantees
In the case of Chile, we have insurance with Compañía de Seguros de Crédito Continental S.A. (AA rating —according to Fitch Chile and Humphreys rating agencies) covering the credit risk regarding trade debtors in Chile for 91% both for the existing as well as the expired debt, total amount of the trade debtors in Chile reached ThCh$63,322,758. A provision of ThCh$1,343,691 has been made for the portion of past due outstanding debt portfolio not covered by the insurance.
The rest of the operations do not have credit insurance, instead mortgage guarantees are required for volume operations of wholesalers and distributors in the case of trade accounts receivables. In the case of other debtors, different types of guarantees are required according to the nature of the credit granted.
Historically, uncollectible trade accounts have been lower than 0.5% of the Company’s total sales.
b. Financial investments
The Company has a Policy that is applicable to all of the companies of the group in order to cover credit risks for financial investments, restricting both the types of instruments as well as the institutions and degree of concentration. The companies of the group can invest in:
a. Time deposits: only in banks or financial institutions that have a risk rating equal or higher than Level 1 (Fitch) or equivalent for deposits of less than 1 year and rated A (S&P) or equivalent for deposits of more than 1 year.
b. Mutual funds: investments with immediate liquidity and no risk of capital (funds composed of investments at a fixed-term, current account, fixed rate Tit BCRA, negotiable obligations, Over Night, etc.) in all those counter-parties that have a rating greater than or equal to AA-(S&P) or equivalent, Type 1 Pacts and Mutual Funds, with AA+ rating (S&P) or equivalent.
c. Other investment alternatives must be evaluated and authorized by the office of the Chief Financial Officer.
Exchange Rate Risk
The company is exposed to three types of risk caused by exchange rate volatility:
a) Exposure of foreign investment
This risk originates from the translation of net investment from the functional currency of each country (Brazilian Real, Paraguayan Guaraní, and Argentine Peso) to the Parent Company’s reporting currency (Chilean Peso). Appreciation or devaluation of the Chilean Peso with respect to each of the functional currencies of each country, originates decreases and increases in equity, respectively. The Company does not hedge this risk.
a.1 Investment in Argentina
As of December 31, 2018, the Company maintains a net investment of ThCh$141,415,980 in Argentina, composed by the recognition of assets amounting to ThCh$241,496,143 and liabilities amounting to Ch$100,080,163. These investments accounted for 24.6% of the Company’s consolidated sales revenues
As of December 31, 2018, the Argentine peso devalued by 44.1% with respect to the Chilean peso.
If the exchange rate of the Argentine Peso depreciated an additional 5% with respect to the Chilean Peso, the Company would have lower income from the operation in Argentina of ThCh$1, 008,205 and a decrease in equity of ThCh$4,547,092, originated by lower asset recognition of ThCh$8,049,598 and by lower liabilities recognition of ThCh$3,502,506.
a.2 Investment in Brazil
As of December 31, 2018, the Company maintains a net investment of ThCh$266,078,105 in Brazil, composed by the recognition of assets amounting to ThCh$814,443,115 and liabilities amounting to ThCh$548,365,009. These investments accounted for 32.3% of the Company’s consolidated sales revenues.
As of December 31, 2018, the Brazilian Real devalued by 3.5% with respect to the Chilean peso.
If the exchange rate of the Brazilian Real depreciated an additional 5% with respect to the Chilean Peso, the Company would have lower income from the operation in Brazil of ThCh$1,755,781 and a decrease in equity of ThCh$12,297,287, originated by lower asset recognition of ThCh$36,589,434 and by lower liabilities recognition of ThCh$ 24,292,147.
a.3 Investment in Paraguay
As of December 31, 2018, the Company maintains a net investment of ThCh$247,867,392 in Paraguay, composed by the recognition of assets amounting to ThCh$286,061,496 and liabilities amounting to ThCh$38,194,104. These investments accounted for 8.9% of the Company’s consolidated sales revenues.
As of December 31, 2018, the Paraguayan Guarani appreciated by 6.0% with respect to the Chilean peso.
If the exchange rate of the Paraguayan Guaraní devalued by 5% with respect to the Chilean Peso, the Company would have lower income from the operations in Paraguay of ThCh$1,220,490 and a decrease in equity of ThCh$11,738,373 originated by lower asset recognition of ThCh$13,360,934 and lower liabilities recognition of ThCh$1,622,561.
b) Net exposure of assets and liabilities in foreign currency
This risk stems mostly from carrying liabilities in US dollar, so the volatility of the US dollar with respect to the functional currency of each country generates a variation in the valuation of these obligations, with consequent effect on results.
As of December 31, 2018, the Company maintains a net liability position totaling ThCh$251, 124,893, basically composed of bonds payable and leasing contracts for ThCh$257, 041,934 partially offset by financial assets denominated in dollars for ThCh$5, 917,041.
All U.S. Dollar liabilities amounting to ThCh$257,041,934 correspond to dollar liabilities of the Chilean, Argentinean and Brazilian operations and are, therefore, exposed to the volatility of the Chilean peso against the U.S. Dollar.
In order to protect the Company from the effects on income resulting from the volatility of the Brazilian Real and the Chilean Peso against the U.S. dollar, the Company maintains derivative contracts (cross currency swaps) to cover almost 100% of US dollar-denominated financial liabilities.
By designating such contracts as hedging derivatives, the effects on income for variations in the Chilean Peso and the Brazilian Real against the US dollar, are mitigated annulling its exposure to exchange rates.
The Company’s net exposure as of December 31, 2018, to foreign currency over existing assets and liabilities, discounting the derivatives contracts, is an asset position of ThCh$2, 466,157.
c) Assets purchased or indexed to foreign currency exposure
This risk originates from purchases of raw materials and investments in Property, plant and equipment, whose values are expressed in a currency other than the functional currency of the subsidiary. Changes in the value of costs or investments can be generated through time, depending on the volatility of the exchange rate.
Annual purchases of raw materials denominated or indexed in U.S. dollars, amounts to 19% of our cost of sales or approximately US$340 million.
In order to minimize this risk, the Company maintains a currency hedging policy stipulating that it is necessary to enter into foreign currency derivatives contracts to lessen the effect of the exchange rate over cash expenditures expressed in US dollars, corresponding mainly to payment to suppliers of raw materials in each of the operations. This policy stipulates a 12-month forward horizon. As of December 31, 2018, US$56.8 million for future purchases have been hedged-for the following 12 months.
According to the percentage of purchases of raw materials which are carried out or indexed to U.S. dollars, a possible change in the value of the US dollar by 5% in the four countries where the Company operates, and excluding derivatives contracts taken to mitigate the effect of currency volatility, keeping everything constant, would lead to a lower accumulated result amounting to ThCh$5, 861,388 as of December 31, 2018. Currently, the Company has contracts to hedge this effect in Chile, Argentina, Paraguay and Brazil.
Commodities risk
The Company is subject to a risk of price fluctuations in the international markets mainly for sugar, aluminum and PET resin, which are inputs required to produce beverages and, as a whole, account for 35% to 40% of operating costs. Procurement and anticipated purchase contracts are made frequently to minimize and/or stabilize this risk. The possible effects in these Consolidated Financial Statements, in case of a 5% increase in prices of its main raw materials, would be a reduction of ThCh$7,762,189 in earnings for the period ended December 31, 2018. To minimize this risk or stabilize often supply contracts and anticipated purchases are made when market conditions warrant.
Liquidity risk
The products we sell are mainly paid for in cash and short-term credit; therefore, the Company´s main source of financing comes from the cash flow of our operations. This cash flow has historically been sufficient to cover the investments necessary for the normal course of our business, as well as the distribution of dividends approved by the General Shareholders’ Meeting. Should additional funding be required for future geographic expansion or other needs, the main sources of financing to consider are: (i) debt offerings in the Chilean and foreign capital markets (ii) borrowings from commercial banks, both internationally and in the local markets where the Company operates; and (iii) public equity offerings
The following table presents an analysis of the Company’s committed maturities for liability payments throughout the coming years:
|
| Maturity |
| ||||||||
Item |
| 1 year |
| More than 1 |
| More than 2 |
| More than |
| More than 4 |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Bank debt |
| 21,579,550 |
| 1,597,027 |
| 787,777 |
| 772,051 |
| 81,286 |
|
Bond payable |
| 42,991,809 |
| 42,909,590 |
| 39,560,554 |
| 39,411,666 |
| 844,765,446 |
|
Operating lease obligations |
| 7,305,508 |
| 9,516,692 |
| 9,072,970 |
| 9,032,343 |
| 22,059,516 |
|
Purchase obligations |
| 64,406,811 |
| 9,126,536 |
| 9,338,111 |
| 233,004 |
| 240,600 |
|
Total |
| 136,283,678 |
| 63,149,845 |
| 58,759,412 |
| 49,449,064 |
| 867,146,848 |
|
NOTE 23 — EXPENSES BY NATURE
Other expenses by nature are:
|
| 01.01.2018 |
| 01.01.2017 |
|
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Direct production costs |
| 759,229,954 |
| 815,455,280 |
|
Payroll and employee benefits |
| 266,966,841 |
| 287,458,526 |
|
Transportation and distribution |
| 137,428,173 |
| 163,361,088 |
|
Marketing |
| 17,345,951 |
| 29,209,904 |
|
Depreciation and amortization |
| 99,594,447 |
| 99,163,891 |
|
Repairs and maintenance |
| 28,120,097 |
| 34,253,824 |
|
Other expenses |
| 138,860,648 |
| 181,249,647 |
|
Total |
| 1,447,546,111 |
| 1,610,152,160 |
|
(1) Corresponds to the addition of cost of sales, administration expenses and distribution cost.
NOTE 24 — OTHER INCOME
Other income by function is detailed as follows:
|
| 01.01.2018 |
| 01.01.2017 |
|
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Gain on disposal of Property, plant and equipment |
| 1,984,547 |
| 312,470 |
|
Recovery AFIP claim |
| 232,617 |
| — |
|
Others |
| 392,004 |
| 238,364 |
|
Total |
| 2,609,168 |
| 550,834 |
|
NOTE 25 — OTHER EXPENSES
Other expenses are detailed as follows:
|
| 01.01.2018 |
| 01.01.2017 |
|
Detail |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Contingencies and Non-operating fees |
| 10,192,495 |
| 12,146,574 |
|
Tax on bank debits |
| 4,653,929 |
| 7,669,234 |
|
Disposal and write-off of Property, plant and equipment |
| 262,366 |
| 3,025,497 |
|
Disposal Purchase Price Allocation (PPA) in RP-Brazil |
| — |
| (6,769,384 | ) |
Others |
| 948,973 |
| 629,550 |
|
Total |
| 16,057,763 |
| 16,701,471 |
|
NOTE 26 — FINANCIAL INCOME AND EXPENSES
Financial income and expenses are detailed as follows:
a) Finance income
|
| 01.01.2018 |
| 01.01.2017 |
|
Detail |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Interest income |
| 1,046,580 |
| 8,370,338 |
|
Other interest income |
| 2,893,664 |
| 2,824,037 |
|
Total |
| 3,940,244 |
| 11,194,375 |
|
b) Finance expenses
|
| 01.01.2018 |
| 01.01.2017 |
|
Detail |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Bond interest |
| 38,547,682 |
| 42,178,816 |
|
Bank loan interest |
| 1,828,588 |
| 5,553,485 |
|
Other interest costs |
| 14,638,390 |
| 7,488,068 |
|
Total |
| 55,014,660 |
| 55,220,369 |
|
NOTE 27 — OTHER (LOSSES) AND GAIN
Other (losses) and gains are detailed as follows:
|
| 01.01.2018 |
| 01.01.2017 |
|
Details |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
(Losses) gains on ineffective portion of hedge derivatives |
| (2,707,802 | ) | (2,536,079 | ) |
Other income and (expenses) |
| (57 | ) | (1,190 | ) |
Total |
| (2,707,859 | ) | (2,537,269 | ) |
NOTE 28 — LOCAL AND FOREIGN CURRENCY
Local and foreign currency balances as of December 31, 2018 and December 31, 2017, are the following:
CURRENT ASSETS |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Cash and cash equivalents |
| 137,538,613 |
| 136,242,116 |
|
US Dollars |
| 5,917,041 |
| 6,973,298 |
|
Euros |
| 51,401 |
| 17,245 |
|
Chilean pesos |
| 86,121,695 |
| 80,985,719 |
|
Brazilian Real |
| 28,040,970 |
| 21,779,408 |
|
Argentine Pesos |
| 6,726,906 |
| 19,681,449 |
|
Paraguayan Guarani |
| 10,680,600 |
| 6,804,997 |
|
|
|
|
|
|
|
Other financial assets |
| 683,567 |
| 14,138,161 |
|
U.S. Dollars |
| — |
| — |
|
Chilean pesos |
| — |
| — |
|
Unidad de Fomento |
| 355,126 |
| 13,647,997 |
|
Brazilian Real |
| 14,040 |
| 366,595 |
|
Argentine Pesos |
| 300,359 |
| 123,569 |
|
Paraguayan Guarani |
| 14,042 |
| — |
|
|
|
|
|
|
|
Other non-financial assets |
| 5,948,923 |
| 5,611,861 |
|
US Dollars |
| 45,053 |
| 70,975 |
|
Unidad de Fomento |
| 78,623 |
| 9,790 |
|
Chilean pesos |
| 3,589,253 |
| 3,049,402 |
|
Brazilian Real |
| 1,275,073 |
| 1,447,790 |
|
Argentine Pesos |
| 460,125 |
| 632,428 |
|
Paraguayan Guarani |
| 500,796 |
| 401,476 |
|
|
|
|
|
|
|
Trade and other accounts receivable, net |
| 174,113,323 |
| 191,284,680 |
|
US Dollars |
| 863,794 |
| 541,579 |
|
Euros |
| 52,332 |
| 112,763 |
|
Unidad de Fomento |
| 1,414,800 |
| 1,673,147 |
|
Chilean pesos |
| 73,028,244 |
| 75,797,942 |
|
Brazilian Real |
| 66,585,089 |
| 75,387,122 |
|
Argentine Pesos |
| 25,000,141 |
| 30,870,192 |
|
Paraguayan Guarani |
| 7,168,923 |
| 6,901,935 |
|
|
|
|
|
|
|
Accounts receivable from related companies |
| 9,450,263 |
| 5,370,232 |
|
US Dollars |
| 26,557 |
| 16,674 |
|
Chilean pesos |
| 6,911,814 |
| 5,172,144 |
|
Brazilian Real |
|
|
| — |
|
Argentine Pesos |
| 2,511,892 |
| 181,414 |
|
|
|
|
|
|
|
Inventory |
| 151,319,709 |
| 131,363,000 |
|
US Dollars |
| 2,197,382 |
| 3,046,600 |
|
Euros |
| 12,522 |
| 262,204 |
|
Chilean pesos |
| 50,130,341 |
| 39,750,597 |
|
Brazilian Real |
| 36,797,523 |
| 33,834,631 |
|
Argentine Pesos |
| 46,394,230 |
| 43,857,361 |
|
Paraguayan Guarani |
| 15,787,711 |
| 10,611,607 |
|
|
|
|
|
|
|
Current tax assets |
| 2,532,056 |
| — |
|
Chilean pesos |
| — |
| — |
|
Brazilian Real |
| 2,532,056 |
| — |
|
|
|
|
|
|
|
Total Current Assets |
| 481,586,454 |
| 484,010,050 |
|
US Dollars |
| 9,049,827 |
| 10,649,126 |
|
Euros |
| 116,255 |
| 392,212 |
|
Unidad de Fomento |
| 1,493,423 |
| 15,330,934 |
|
Chilean pesos |
| 220,136,473 |
| 204,755,804 |
|
Brazilian Real |
| 135,244,751 |
| 132,815,546 |
|
Argentine Pesos |
| 81,393,653 |
| 95,346,413 |
|
Paraguayan Guarani |
| 34,152,072 |
| 24,720,015 |
|
NON-CURRENT ASSETS |
| 12.31.2018 |
| 12.31.2017 |
|
|
| ThCh$ |
| ThCh$ |
|
Other financial assets |
| 97,362,295 |
| 74,259,085 |
|
Chilean pesos |
| — |
| 2,212,688 |
|
Brazilian Real |
| 87,446,661 |
| 63,531,839 |
|
Argentine Pesos |
| 9,915,634 |
| 8,514,558 |
|
|
|
|
|
|
|
Other non-financial assets |
| 34,977,264 |
| 47,394,345 |
|
US Dollars |
| 22,917 |
| — |
|
Unidad de Fomento |
| 314,283 |
| — |
|
Chilean pesos |
| 47,532 |
| 395,857 |
|
Brazilian Real |
| 32,070,120 |
| 45,334,405 |
|
Argentine Pesos |
| 2,315,682 |
| 1,626,255 |
|
Paraguayan Guarani |
| 206,730 |
| 37,828 |
|
|
|
|
|
|
|
Trade and other receivables |
| 1,270,697 |
| 2,395,851 |
|
Unidad de Fomento |
| 1,204,097 |
| 2,335,322 |
|
Argentine Pesos |
| — |
| 2,193 |
|
Paraguayan Guarani |
| 90 |
| 58,336 |
|
|
| 66,510 |
|
|
|
Accounts receivable from related parties |
|
|
| 156,492 |
|
Chilean pesos |
| 74,340 |
| 156,492 |
|
|
| 74,340 |
|
|
|
Investments accounted for under the equity method |
|
|
| 86,809,069 |
|
Chilean pesos |
| 102,410,945 |
| 33,789,538 |
|
Brazilian Real |
| 50,136,221 |
| 53,019,531 |
|
|
| 52,274,724 |
|
|
|
Intangible assets other than goodwill |
| — |
|
|
|
US Dollars |
|
|
| 663,272,878 |
|
Chilean pesos |
| 668,822,553 |
| 3,959,421 |
|
Brazilian Real |
| 4,960,399 |
| 307,165,028 |
|
Argentine Pesos |
| 306,508,710 |
| 188,401,129 |
|
Paraguayan Guarani |
| 182,657,545 |
| 922,226 |
|
|
| 2,101,571 |
| 162,825,074 |
|
Goodwill |
| 172,594,328 |
|
|
|
Chilean pesos |
|
|
| 93,598,217 |
|
Brazilian Real |
| 117,229,173 |
| 9,523,767 |
|
Argentine Pesos |
| 9,523,767 |
| 72,488,336 |
|
Paraguayan Guarani |
| 72,059,356 |
| 4,672,971 |
|
|
| 28,318,129 |
| 6,913,143 |
|
Property, plant and equipment |
| 7,327,921 |
|
|
|
US Dollars |
|
|
| 659,750,499 |
|
Euros |
| 710,770,968 |
| 190,365 |
|
Chilean pesos |
| — |
| 5,362,096 |
|
Brazilian Real |
| 381,732 |
| 271,391,436 |
|
Argentine Pesos |
| 271,625,978 |
| 240,781,729 |
|
Paraguayan Guarani |
| 252,674,783 |
| 77,580,966 |
|
|
| 117,532,176 |
| 64,443,907 |
|
Deferred income tax assets |
| 68,556,299 |
|
|
|
Argentine Pesos |
|
|
| 3,212,981 |
|
|
| — |
| 3,212,981 |
|
|
| — |
|
|
|
Total Non-Current Assets |
| 1,732,918,235 |
| 1,630,849,417 |
|
US Dollars |
| 4,983,316 |
| 4,149,786 |
|
Euros |
| 381,732 |
| 5,362,096 |
|
Unidad de Fomento |
| 1,518,380 |
| 2,335,322 |
|
Chilean pesos |
| 637,916,548 |
| 624,634,806 |
|
Brazilian Real |
| 679,183,189 |
| 663,556,969 |
|
Argentine Pesos |
| 160,183,282 |
| 96,532,150 |
|
Paraguayan Guarani |
| 248.751.788 |
| 234,278,288 |
|
|
| 12.31.2018 |
| 12.31.2017 |
| ||||||||
CURRENT LIABILITIES |
| Up to 90 days |
| 90 days up to 1 year |
| Total |
| Up to 90 days |
| 90 days up to 1 year |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Other financial liabilities, current |
| 9,377,421 |
| 46,737,556 |
| 56,114,977 |
| 13,536,530 |
| 54,444,875 |
| 67,981,405 |
|
U.S. Dollars |
| 130,829 |
| 3,304,011 |
| 3,434,840 |
| 25,540 |
| 4,563,131 |
| 4,588,671 |
|
Unidad de Fomento |
| 7,831,899 |
| 10,536,509 |
| 18,368,408 |
| 6,735,155 |
| 9,892,144 |
| 16,627,299 |
|
Chilean pesos |
| — |
| 9,681,676 |
| 9,681,676 |
| — |
| 10,342,404 |
| 10,342,404 |
|
Brazilian Real |
| 1,413,622 |
| 20,833,877 |
| 22,247,499 |
| 5,084,725 |
| 15,589,691 |
| 20,674,416 |
|
Argentinean pesos |
| 1,071 |
| 1,357,285 |
| 1,358,356 |
| 1,691,110 |
| 13,185,694 |
| 14,876,804 |
|
Paraguayan Guaraní |
| — |
| 1,024,198 |
| 1,024,198 |
| — |
| 871,811 |
| 871,811 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other accounts payable, current |
| 234,715,484 |
| 3,394,363 |
| 238,109,847 |
| 251,551,666 |
| 5,967,811 |
| 257,519,477 |
|
U.S. Dollars |
| 14,514,082 |
| — |
| 14,514,082 |
| 11,716,262 |
| 29,728 |
| 11,745,990 |
|
Euros |
| 4,311,724 |
| 59,951 |
| 4,371,675 |
| 2,202,581 |
| 80,070 |
| 2,282,651 |
|
Unidad de Fomento |
| 192,055 |
| — |
| 192,055 |
| 2,198,131 |
| — |
| 2,198,131 |
|
Chilean pesos |
| 81,099,246 |
| 3,334,412 |
| 84,433,658 |
| 82,576,800 |
| 5,823,291 |
| 88,400,091 |
|
Brazilian Real |
| 68,940,973 |
| — |
| 68,940,973 |
| 74,524,169 |
| — |
| 74,524,169 |
|
Argentinean pesos |
| 54,846,437 |
| — |
| 54,846,437 |
| 69,859,508 |
| 52,403 |
| 69,911,911 |
|
Paraguayan Guaraní |
| 10,805,605 |
| — |
| 10,805,605 |
| 8,472,550 |
| (17,681 | ) | 8,454,869 |
|
Other currencies |
| 5,362 |
| — |
| 5,362 |
| 1,665 |
| — |
| 1,665 |
|
|
| — |
| — |
| — |
|
|
|
|
|
|
|
Accounts payable to related companies, current |
| 45,687,476 |
| 140,383 |
| 45,827,859 |
| 33,728,629 |
| 232,808 |
| 33,961,437 |
|
U.S. Dollars |
| — |
| — |
| — |
| — |
| — |
| — |
|
Unidad de Fomento |
| — |
| — |
| — |
| — |
| — |
| — |
|
Chilean pesos |
| 27,729,583 |
| 140,383 |
| 27,869,966 |
| 15,297,780 |
| 232,808 |
| 15,530,588 |
|
Brazilian Real |
| 12,478,179 |
| — |
| 12,478,179 |
| 18,430,849 |
| — |
| 18,430,849 |
|
Argentinean pesos |
| 5,479,714 |
| — |
| 5,479,714 |
| — |
| — |
| — |
|
Paraguayan Guaraní |
| — |
| — |
| — |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other provisions, current |
| 1,789,275 |
| 1,696,338 |
| 3,485,613 |
| 2,616,340 |
| 60,078 |
| 2,676,418 |
|
Chilean pesos |
| 1,789,275 |
| 1,681,178 |
| 3,470,453 |
| 2,616,340 |
| — |
| 2,616,340 |
|
Paraguayan Guaraní |
| — |
| 15,160 |
| 15,160 |
| — |
| 60,078 |
| 60,078 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax liabilities, current |
| 4,302,370 |
| 5,036,242 |
| 9,338,612 |
| 543,874 |
| 2,641,091 |
| 3,184,965 |
|
Chilean pesos |
| 4,302,370 |
| 1,184,842 |
| 5,487,212 |
| 184,406 |
| — |
| 184,406 |
|
Brazilian Real |
| — |
| — |
| — |
| 359,468 |
| 359,468 |
| 718,936 |
|
Argentinean pesos |
| — |
| 2,980,634 |
| 2,980,634 |
| — |
| 2,155,680 |
| 2,155,680 |
|
Paraguayan Guaraní |
| — |
| 870,766 |
| 870,766 |
| — |
| 125,943 |
| 125,943 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee benefits current provisions |
| 10,189,264 |
| 23,021,715 |
| 33,210,979 |
| — |
| 35,955,643 |
| 35,955,643 |
|
Chilean pesos |
| 1,177,114 |
| 4,854,163 |
| 6,031,277 |
| — |
| 6,365,543 |
| 6,365,543 |
|
Brazilian Real |
| — |
| 17,180,455 |
| 17,180,455 |
| — |
| 16,412,363 |
| 16,412,363 |
|
Argentinean pesos |
| 9,012,150 |
| — |
| 9,012,150 |
| — |
| 12,371,827 |
| 12,371,827 |
|
Paraguayan Guaraní |
| — |
| 987,097 |
| 987,097 |
| — |
| 805,910 |
| 805,910 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other non-financial liabilities, current |
| 1,346,839 |
| 32,427,375 |
| 33,774,214 |
| 648,171 |
| 26,359,806 |
| 27,007,977 |
|
Unidad de Fomento |
| — |
| — |
| — |
| — |
| — |
| — |
|
Chilean pesos |
| 869,964 |
| 32,276,377 |
| 33,146,341 |
| 190,529 |
| 26,111,396 |
| 26,301,925 |
|
Brazilian Real |
| — |
| — |
| — |
| — |
| — |
| — |
|
Argentinean pesos |
| 476,875 |
| — |
| 476,875 |
| 457,642 |
| — |
| 457,642 |
|
Paraguayan Guaraní |
| — |
| 150,998 |
| 150,998 |
| — |
| 248,410 |
| 248,410 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
| 307,408,129 |
| 112,453,972 |
| 419,862,101 |
| 302,625,210 |
| 125,662,112 |
| 428,287,322 |
|
U.S. Dollars |
| 14,644,911 |
| 3,304,011 |
| 17,948,922 |
| 11,741,802 |
| 4,592,859 |
| 16,334,661 |
|
Euros |
| 4,311,724 |
| 59,951 |
| 4,371,675 |
| 2,202,581 |
| 80,070 |
| 2,282,651 |
|
Unidad de Fomento |
| 8,023,954 |
| 10,536,509 |
| 18,560,463 |
| 8,933,286 |
| 9,892,144 |
| 18,825,430 |
|
Chilean pesos |
| 116,967,552 |
| 53,153,031 |
| 170,120,583 |
| 100,865,855 |
| 48,875,442 |
| 149,741,297 |
|
Brazilian Real |
| 82,832,774 |
| 38,014,332 |
| 120,847,106 |
| 98,399,211 |
| 32,361,522 |
| 130,760,733 |
|
Argentinean pesos |
| 69,816,247 |
| 4,337,919 |
| 74,154,166 |
| 72,008,260 |
| 27,765,604 |
| 99,773,864 |
|
Paraguayan guaraní |
| 10,805,605 |
| 3,048,219 |
| 13,853,824 |
| 8,472,550 |
| 2,094,471 |
| 10,567,021 |
|
Other currencies |
| 5,362 |
| — |
| 5,362 |
| 1,665 |
| — |
| 1,665 |
|
|
| 12.31.2018 |
| 12.31.2017 |
| ||||||||||||
NON CURRENT LIABILITIES |
| More than 1 up to |
| More than 3 |
| More than 5 years |
| Total |
| More |
| More |
| More |
| Total |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Other non-current financial liabilities |
| 28,642,101 |
| 276,409,074 |
| 411,512,603 |
| 716,563,778 |
| 8,185,760 |
| 8,153,247 |
| 659,428,194 |
| 675,767,201 |
|
U.S. Dollars |
| — |
| 250,976,154 |
| — |
| 250,976,154 |
| 513,788 |
| — |
| 350,016,750 |
| 350,530,538 |
|
Unidad de Fomento |
| 25,634,958 |
| 23,105,123 |
| 402,045,609 |
| 450,785,690 |
| — |
| 2,092,245 |
| 298,725,592 |
| 300,817,837 |
|
Chilean pesos |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Brazilian Real |
| 3,007,143 |
| 2,327,797 |
| 9,466,994 |
| 14,801,934 |
| 7,671,972 |
| 6,061,002 |
| 10,685,852 |
| 24,418,826 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current accounts payable |
| 735,665 |
| — |
| — |
| 735,665 |
| 1,132,926 |
| — |
| — |
| 1,132,926 |
|
U.S. Dollars |
| 585,289 |
| — |
| — |
| 585,289 |
| 748,565 |
| — |
| — |
| 748,565 |
|
Chilean pesos |
| 148,680 |
| — |
| — |
| 148,680 |
| 356,221 |
| — |
| — |
| 356,221 |
|
Argentinean pesos |
| 1,696 |
| — |
| — |
| 1,696 |
| 28,140 |
| — |
| — |
| 28,140 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other provisions, non-current |
| 3,448,042 |
| 55,518,871 |
| — |
| 58,966,913 |
| 62,947,748 |
| — |
| — |
| 62,947,748 |
|
Chilean pesos |
| 2,500,000 |
| — |
| — |
| 2,500,000 |
| 5,000,000 |
|
|
|
|
| 5,000,000 |
|
Brazilian Real |
| — |
| 55,518,871 |
| — |
| 55,518,871 |
| 56,607,720 |
| — |
| — |
| 56,607,720 |
|
Argentinean pesos |
| 948,042 |
| — |
| — |
| 948,042 |
| 1,340,028 |
| — |
| — |
| 1,340,028 |
|
Paraguayan Guaraní |
| — |
| — |
| — |
| — |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax liabilities |
| 16,607,605 |
| 101,512,040 |
| 27,126,303 |
| 145,245,948 |
| 19,317,808 |
| 91,769 |
| 105,794,989 |
| 125,204,566 |
|
Chilean pesos |
| 497,175 |
| 81,630,530 |
| 11,899,975 |
| 94,027,680 |
| 252,448 |
| 91,769 |
| 92,319,662 |
| 92,663,879 |
|
Brazilian Real |
| — |
| 19,881,510 |
| — |
| 19,881,510 |
| 19,065,360 |
| — |
| — |
| 19,065,360 |
|
Argentinean pesos |
| 16,110,430 |
| — |
| — |
| 16,110,430 |
|
|
|
|
|
|
|
|
|
Paraguayan Guaraní |
| — |
| — |
| 15,226,328 |
| 15,226,328 |
| — |
| — |
| 13,475,327 |
| 13,475,327 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee benefits non-current provisions |
| 742.297 |
| 240,148 |
| 8,433,096 |
| 9,415,541 |
| 359,760 |
| 62,742 |
| 7,863,853 |
| 8,286,355 |
|
Chilean pesos |
| 230.528 |
| 240,148 |
| 8,433,096 |
| 8,903,772 |
| 163,756 |
| 62,742 |
| 7,863,853 |
| 8,090,351 |
|
Paraguayan Guaraní |
| 511.769 |
| — |
| — |
| 511,769 |
| 196,004 |
| — |
| — |
| 196,004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other non-financial liabilities, non-current |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Brazilian Real |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Argentinean pesos |
| — |
| — |
| — |
| — |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current liabilities |
| 50,175,710 |
| 433,680,133 |
| 447,072,002 |
| 930,927,845 |
| 91,944,002 |
| 8,307,758 |
| 773,087,036 |
| 873,338,796 |
|
U.S. Dollars |
| 585,289 |
| 250976154 |
| — |
| 251,561,443 |
| 1,262,353 |
| — |
| 350,016,750 |
| 351,279,103 |
|
Unidad de Fomento |
| 25,634,958 |
| 23,105,123 |
| 402,045,609 |
| 450,785,690 |
| — |
| 2,092,245 |
| 298,725,592 |
| 300,817,837 |
|
Chilean pesos |
| 3,376,383 |
| 81,870,678 |
| 20,333,071 |
| 105,580,132 |
| 5,772,425 |
| 154,511 |
| 100,183,515 |
| 106,110,451 |
|
Brazilian Real |
| 3,007,143 |
| 77,728,178 |
| 9,466,994 |
| 90,202,315 |
| 83,345,052 |
| 6,061,002 |
| 10,685,852 |
| 100,091,906 |
|
Argentinean pesos |
| 17,060,168 |
| — |
| — |
| 17,060,168 |
| 1,368,168 |
| — |
| — |
| 1,368,168 |
|
Paraguayan Guaraní |
| 511,769 |
| — |
| 15,226,328 |
| 15,738,097 |
| 196,004 |
| — |
| 13,475,327 |
| 13,671,331 |
|
NOTE 29 — THE ENVIRONMENT
The Company has made disbursements totaling ThCh$1,386,987 for improvements in industrial processes, equipment to measure industrial waste flows, laboratory analysis, consulting on environmental impacts and others,
These disbursements by country are detailed as follows:
|
| 2018 Period |
| Future commitments |
| ||||
Country |
| Recorded as expenses |
| Capitalized to |
| To be recorded |
| To be capitalized to |
|
|
| ThCh$ |
| ThCh$ |
| ThCh$ |
| ThCh$ |
|
Chile |
| 416,116 |
| — |
| — |
| — |
|
Argentina |
| 209,203 |
| — |
| 53,563 |
| — |
|
Brazil |
| 544,026 |
| 7,216 |
| — |
| — |
|
Paraguay |
| 65,784 |
| 144,642 |
| — |
| — |
|
Total |
| 1,235,129 |
| 151,858 |
| 53,563 |
| — |
|
NOTE 30 — SUBSEQUENT EVENTS
There are no subsequent events as of December 31, 2018, that may significantly affect the Company’s financial position.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Santiago, Chile.
| EMBOTELLADORA ANDINA S.A. | |
| By: | /s/ Andrés Wainer |
| Name: | Andrés Wainer |
| Title: | Chief Financial Officer |
|
|
|
|
|
|
Santiago, March 27, 2019 |
|
|