Report of Foreign Issuer (6-k)



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K

     Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934

COMPAÑÍA CERVECERÍAS UNIDAS S.A.
(Exact name of Registrant as specified in its charter)
UNITED BREWERIES COMPANY, INC.
(Translation of Registrant’s name into English)

Republic of Chile
(Jurisdiction of incorporation or organization)
Vitacura 2670, 23 rd floor, Santiago, Chile
(Address of principal executive offices)
 _________________________________________

Securities registered or to be registered pursuant to section 12(b) of the Act.

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F X Form 40-F ___

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ___ No X


 

 

 

 

 



 

 

 

 


 

 

COMPAÑÍA CERVECERÍAS UNIDAS S.A. AND SUBSIDIARIES

 

  CONSOLIDATED FINANCIAL STATEMENTS

(Figures expressed in thousands of Chilean pesos)

 

As of and for the year ended December 31, 2017

 

 



 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



 

INDEX

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (ASSETS)

4

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (LIABILITIES AND EQUITY)

5

CONSOLIDATED STATEMENT OF INCOME

6

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

7

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

8

CONSOLIDATED STATEMENT OF CASH FLOW

9

Note 1 General Information

10

Note 2 Summary of significant accounting policies

21

2.1      Basis of preparation

21

2.2      Basis of consolidation

23

2.3      Financial information as per operating segments

24

2.4      Foreign currency and unidad de fomento (Adjustment unit)

24

2.5      Cash and cash equivalents

25

2.6      Other financial assets

25

2.7      Financial instruments

25

2.8      Financial asset impairment

27

2.9      Inventories

28

2.1      Current biological assets

28

2.11    Other non-financial assets

28

2.12    Property, plant and equipment

28

2.13    Leases

29

2.14    Investment property

29

2.15    Intangible assets other than goodwill

29

2.16    Goodwill

30

2.17    Impairment of non-financial assets other than goodwill

31

2.18    Non-current assets of disposal groups classified as held for sale

31

2.19    Income taxes

31

2.2      Employees benefits

32

2.21    Provisions

32

2.22    Revenue recognition

32

2.23    Commercial agreements with distributors and supermarket chains

33

2.24    Cost of sales of products

33

2.25    Other expenses by function

33

2.26    Distribution expenses

33

2.27    Administrative expenses

33

2.28    Environment liabilities

34

Note 3 Estimates and application of professional judgment

34

Note 4 Accounting changes

34

Note 5 Risk Administration

35

Note 6 Financial Information as per operating segments

41

Note 7 Financial Instruments

49

Note 8 Cash and cash equivalents

55

Note 9 Other non-financial assets

60

Note 10 Trade and other receivables

61

Note 11 Accounts and transactions with related parties

63

Note 12 Inventories

69

 


 

 

Note 13 Biological assets

70

Note 14 Non-current assets of disposal groups classified as held for sale

71

Note 15 Business Combinations

72

Note 16 Investments accounted for using equity method

73

Note 17 Intangible assets other than goodwill

76

Note 18 Goodwill

78

Note 19 Property, plant and equipment

80

Note 20 Investment Property

82

Note 21 Other financial liabilities

83

Note 22 Trade and other current payables

99

Note 23 Provisions

99

Note 24 Income taxes

100

Note 25 Employee Benefits

104

Note 26 Other non-financial liabilities

108

Note 27 Common Shareholders' Equity

108

Note 28 Non-controlling Interests

112

Note 29 Nature of cost and expense

114

Note 30 Other income by function

114

Note 31 Other Gains (Losses)

115

Note 32 Financial results

115

Note 33 Effects of changes in currency exchange rate

116

Note 34 Contingencies and Commitments

120

Note 35 Environment

123

Note 36 Subsequent Events

127

 


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Consolidated Statement of Financial Position

(Figures expressed in thousands of Chilean pesos)

 

 

  CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

ASSETS

Notes

As of December

31, 2017

As of December

31, 2016

ThCh$

ThCh$

Current assets

 

 

 

Cash and cash equivalents

8

170,044,602

134,033,183

Other financial assets

7

10,724,196

8,406,491

Other non-financial assets

9

15,834,225

15,861,294

Trade and other current receivables

10

286,213,598

280,788,133

Accounts receivable from related parties

11

5,810,764

3,536,135

Inventories

12

201,987,891

199,311,538

Biological assets

13

8,157,688

7,948,379

Current tax assets

24

29,201,159

29,423,479

Total current assets other than non-current assets of disposal groups classified as held for sale

 

727,974,123

679,308,632

Non-current assets of disposal groups classified as held for sale

14

2,305,711

2,377,887

Total Non-current assets of disposal groups classified as held for sale

 

2,305,711

2,377,887

Total current assets

 

730,279,834

681,686,519

 

   

 

Non-current assets

 

 

 

Other financial assets

7

1,918,191

203,784

Other non-financial assets

9

5,431,635

4,727,722

Trade and other non-current receivables

10

3,330,606

3,563,797

Accounts receivable from related parties

11

258,471

356,665

Investments accounted for using equity method

16

99,270,280

64,404,946

Intangible assets other than goodwill

17

77,032,480

77,934,155

Goodwill

18

94,617,474

96,926,551

Property, plant and equipment (net)

19

917,913,428

904,104,722

Investment property

20

5,825,359

6,253,827

Deferred tax assets

24

40,351,329

31,864,635

Total non-current assets

 

1,245,949,253

1,190,340,804

Total Assets

1,976,229,087

1,872,027,323


 

 

 

F-4

 

The accompanying notes 1 to 36 are an integral part of these consolidated financial statements.
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Consolidated Statement of Financial Position

(Figures expressed in thousands of Chilean pesos)

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

 

LIABILITIES AND EQUITY

Notes

As of December

31, 2017

As of December

31, 2016

LIABILITIES 

ThCh$

ThCh$

Current liabilities

 

 

 

Other financial liabilities

21

53,591,658

66,679,933

Trade and other current payables

22

281,681,553

259,739,479

Accounts payable to related parties

11

10,069,043

9,530,071

Other current provisions

23

349,775

409,164

Current tax liabilities

24

22,526,634

11,806,434

Provisions for employee benefits

25

26,232,493

22,838,228

Other non-financial liabilities

26

74,298,299

71,369,972

Total current liabilities

 

468,749,455

442,373,281

Non-current liabilities

 

 

 

Other financial liabilities

21

161,001,732

117,944,033

Trade and other non-current payables

22

541,783

1,082,898

Other non-current provisions

23

1,240,389

1,323,520

Deferred tax liabilities

24

94,350,111

86,815,458

Provisions for employee benefits

25

23,517,009

21,832,415

Total non-current liabilities

 

280,651,024

228,998,324

Total liabilities

 

749,400,479

671,371,605

 

   

 

EQUITY

Equity attributable to equity holders of the parent

27

 

 

Paid-in capital

 

562,693,346

562,693,346

Other reserves

 

(178,075,279)

(142,973,378)

Retained earnings

 

716,458,990

657,578,187

Total equity attributable to equity holders of the parent

 

1,101,077,057

1,077,298,155

Non-controlling interests

28

125,751,551

123,357,563

Total Shareholders' Equity

1,226,828,608

1,200,655,718

Total Liabilities and Shareholders' Equity

1,976,229,087

1,872,027,323

 

 


 

 

F-5

 

The accompanying notes 1 to 36 are an integral part of these consolidated financial statements.
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Consolidated Statement of Income

(Figures expressed in thousands of Chilean pesos)

 

 

 

CONSOLIDATED STATEMENT OF INCOME

 

 

CONSOLIDATED STATEMENT OF INCOME

Notes

For the years ended December 31.

2017

2016

2015

ThCh$

ThCh$

ThCh$

Net sales

 

1,698,360,794

1,558,897,708

1,498,371,715

Cost of sales

29

(798,738,655)

(741,819,916)

(685,075,251)

Gross margin

 

899,622,139

817,077,792

813,296,464

Other income by function

30

6,717,902

5,144,154

6,577,244

Distribution costs

29

(290,227,129)

(270,835,822)

(277,599,722)

Administrative expenses

29

(142,514,649)

(155,322,295)

(128,135,799)

Other expenses by function

29

(238,704,061)

(195,412,109)

(209,201,189)

Other gains (losses)

31

(7,716,791)

(8,345,907)

8,512,000

Income from operational activities

 

227,177,411

192,305,813

213,448,998

Finance income

32

5,050,952

5,680,068

7,845,743

Finance costs

32

(24,166,313)

(20,307,238)

(23,101,329)

Share of net loss of joint ventures and associates accounted for using the equity method

16

(8,914,097)

(5,560,522)

(5,228,135)

Foreign currency exchange differences

32

(2,563,019)

456,995

957,565

Result as per adjustment units

32

(110,539)

(2,246,846)

(3,282,736)

Income before taxes

 

196,474,395

170,328,270

190,640,106

Tax income (expense)

24

(48,365,976)

(30,246,383)

(50,114,516)

Net income of year

 

148,108,419

140,081,887

140,525,590

 

 

 

 

 

Net income attibutable to:

 

 

 

 

Equity holders of the parent

 

129,607,353

118,457,488

120,808,135

Non-controlling interests

28

18,501,066

21,624,399

19,717,455

Net income of year

 

148,108,419

140,081,887

140,525,590

Net income per share (Chilean pesos) from:

 

 

 

 

Continuing operations

 

350.76

320.59

326.95

Diluted earnings per share (Chilean pesos) from:

 

 

 

 

Continuing operations

 

350.76

320.59

326.95

 

 

 

 

 

 

 

 


 

 

F-6

 

The accompanying notes 1 to 36 are an integral part of these consolidated financial statements.

 

Compañía Cervecerías Unidas S.A. and subsidiaries

Consolidated Statement of Comprehensive Income

(Figures expressed in thousands of Chilean pesos)

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Notes

For the years ended December 31.

2017

2016

2015

ThCh$

ThCh$

ThCh$

Net income of year

 

148,108,419

140,081,887

140,525,590

Other income and expenses charged or credited againts equity

 

 

 

 

Cash flow hedges before tax (1)

27

(5,661)

84,962

80,693

Exchange differences on translation (1)

27

(34,786,480)

(27,280,176)

(29,678,944)

Gains (losses) from defined benefit plans before tax

27

19,669

(2,355,384)

(939,433)

Income tax relating to cash flow hedges (1)

27

728

(20,648)

(17,563)

Income tax relating to defined benefit plans

27

(47,228)

659,198

314,541

Total other comprehensive income and expense

 

(34,818,972)

(28,912,048)

(30,240,706)

Total Comprehensive income (expense)

 

       113,289,447

       111,169,839

       110,284,884

Comprehensive income (expense) attributable to:

 

 

 

 

Equity holders of the parent (2)

 

         96,580,893

         91,752,250

         92,606,720

Non-controlling interests

 

16,708,554

19,417,589

17,678,164

Total Comprehensive income (expense)

 

       113,289,447

       111,169,839

       110,284,884

 

(1)      These items will be reclassified to Consolidated Statement of Income once they are settled.

(2)      Corresponds to the income for the year if no income or expenses have been recorded directly against shareholder´s equity.

 

.


 

 

F-7

 

The accompanying notes 1 to 36 are an integral part of these consolidated financial statements.
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Consolidated Statement of Changes in Equity

(Figures expressed in thousands of Chilean pesos)

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

STATEMENT OF CHANGES IN EQUITY

Paid in capital

Other reserves

Retained earnings

Equity attributable to equity holders of the parent

Non-controlling interests

Total Shareholders' Equity

Common Stock

Reserve of exchange differences on translation

Reserve of cash flow hedges

Reserve of Actuarial gains and losses on defined benefit plans

Other reserves

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Balanced as of January 1, 2015

562,693,346

(67,782,858)

(43,370)

(1,712,687)

(5,511,629)

537,945,375

1,025,588,177

122,911,741

1,148,499,918

Changes

 

 

 

 

 

 

 

 

 

Interim dividends (1)

-

-

-

-

-

(24,387,190)

(24,387,190)

-

(24,387,190)

Interim dividends according to policy (2)

-

-

-

-

-

(36,016,878)

(36,016,878)

-

(36,016,878)

Other increase (decrease) in Equity (3)

-

-

-

-

25,543

-

25,543

(10,884,132)

(10,858,589)

Total Comprehensive income (expense)

-

(27,652,528)

40,844

(589,731)

-

120,808,135

92,606,720

17,678,164

110,284,884

Total changes in equity

-

(27,652,528)

40,844

(589,731)

25,543

60,404,067

32,228,195

6,794,032

39,022,227

AS OF DECEMBER 31, 2015

562,693,346

(95,435,386)

(2,526)

(2,302,418)

(5,486,086)

598,349,442

1,057,816,372

129,705,773

1,187,522,145

Balanced as of January 1, 2016

562,693,346

(95,435,386)

(2,526)

(2,302,418)

(5,486,086)

598,349,442

1,057,816,372

129,705,773

1,187,522,145

Changes

 

 

 

 

 

 

 

 

 

Interim dividends (1)

-

-

-

-

-

(24,387,190)

(24,387,190)

-

(24,387,190)

Interim dividends according to policy (2)

-

-

-

-

-

(34,841,553)

(34,841,553)

-

(34,841,553)

Other increase (decrease) in Equity (3)

-

-

-

-

-

-

-

(14,413,649)

(14,413,649)

Effects business combination (7)

-

-

-

-

-

-

-

363,139

363,139

Total Comprehensive income (expense)

-

(25,123,546)

41,607

(1,623,299)

-

118,457,488

91,752,250

19,417,589

111,169,839

Increase (decrease) through changes in ownership interests in subsidaries  (4)

-

-

-

-

(13,041,724)

-

(13,041,724)

(11,715,289)

(24,757,013)

Total changes in equity

-

(25,123,546)

41,607

(1,623,299)

(13,041,724)

59,228,745

19,481,783

(6,348,210)

13,133,573

AS OF DECEMBER 31, 2016

562,693,346

(120,558,932)

39,081

(3,925,717)

(18,527,810)

657,578,187

1,077,298,155

123,357,563

1,200,655,718

Balanced as of January 1, 2017

562,693,346

(120,558,932)

39,081

(3,925,717)

(18,527,810)

657,578,187

1,077,298,155

123,357,563

1,200,655,718

Changes

 

 

 

 

 

 

 

 

 

Final dividends  (6)

-

-

-

-

-

(5,922,874)

(5,922,874)

-

(5,922,874)

Interim dividends (1)

-

-

-

-

-

(25,865,201)

(25,865,201)

-

(25,865,201)

Interim dividends according to policy (2)

-

-

-

-

-

(38,938,475)

(38,938,475)

-

(38,938,475)

Other increase (decrease) in Equity (3)

-

-

-

-

-

-

-

(8,805,260)

(8,805,260)

Total Comprehensive income (expense)

-

(32,982,829)

(10,837)

(32,794)

-

129,607,353

96,580,893

16,708,554

113,289,447

Increase (decrease) through changes in ownership interests in subsidaries  (5)

-

-

-

-

(2,075,441)

-

(2,075,441)

(5,509,306)

(7,584,747)

Total changes in equity

-

(32,982,829)

(10,837)

(32,794)

(2,075,441)

58,880,803

23,778,902

2,393,988

26,172,890

AS OF DECEMBER 31, 2017

562,693,346

(153,541,761)

28,244

(3,958,511)

(20,603,251)

716,458,990

1,101,077,057

125,751,551

1,226,828,608

 

(1)        Related to dividends declared as of December 31 of each year and paid during January of the following year, as agreed by the Board of Directors.

(2)       Corresponds to the differences between CCU’s policy to distribute a minimum dividend of at least 50% of the income ( Note 27 ) and the interim dividends declared as of December 31 of each year.

(3)        Mainly related to dividends to Non-controlling interest.

(4)        In 2016, the Company, through its subsidiaries Aguas CCU-Nestlé Chile S.A. and Embotelladoras Chilenas Unidas S.A., acquired an additional interest of Manantial S.A. for an amount of ThCh$ 19,111,686, with a carrying amount to ThCh$ 3,816,220, gererating in a decrease in Other reserves of ThCh$ 7,801,153 (see Note 1 (1) ). Additionally, during 2016 the Company, through its subsidiary Compañía Industrial Cervecera S.A. acquired an additional interest in Los Huemules SRL. for an amount of ThCh$ 118,092, with a carrying amount of ThCh$ 312,103, resulting in an increase in Other reserves of ThCh$ 194,000 (see Note 1 (4) ). Finally during 2016, the joint venture Foods acquired an additional interest in Alimentos Nutrabien S.A. for an amount of ThCh$ 14,352,706, with a carrying amount of ThCh$ 3,497,385, resulting in a decrease of ThCh$ 5,426,209.

(5)        During 2017, through its subsidiary CCU Inversiones S.A., the Company acquired an additional interest of VSPT for an amount of ThCh$ 7,800,000 with a carrying amount of ThCh$ 5,724,003, generated, at CCu's consolidated level, a decrease in Other reserves of ThCh$ 2,075,441.

(6)        Corresponds to the differences between the final dividend and CCU’s policy of distributing a minimum dividend of at least 50% of income ( see Note 27 ).

(7)        Corresponds to the non-controlling interest from the business combination of paraguayan company Sajonia Brewing Company S.R.L. (see Note 1 (2) ).

 


 

F-8

 

The accompanying notes 1 to 36 are an integral part of these consolidated financial statements.

 

Compañía Cervecerías Unidas S.A. and subsidiaries

Consolidated Statement of Cash Flow

(Figures expressed in thousands of Chilean pesos)

 

 

CONSOLIDATED STATEMENT OF CASH FLOW

 

CONSOLIDATED STATEMENT OF CASH FLOW

Notes

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Cash flows from (used in) operating activities

 

 

 

 

Classes of cash receipts from operating activities:

       

Proceeds from goods sold and services rendered

 

2,027,615,713

1,862,763,071

1,770,338,769

Other proceeds from operating activities

 

27,287,853

23,086,788

20,467,143

Classes of cash payments from operating activities:

       

Payments of operating activities

 

(1,263,418,419)

(1,216,451,995)

(1,120,571,276)

Payments of salaries

 

(202,321,289)

(201,389,122)

(178,915,580)

Other payments for operating activities

 

(262,820,379)

(228,011,323)

(220,365,087)

Dividends received

 

264,079

34,380

45,492

Interest paid

 

(18,564,514)

(16,958,068)

(19,813,502)

Interest received

 

4,870,651

5,635,697

6,476,628

Income tax reimbursed (paid)

 

(40,656,061)

(47,055,951)

(44,584,176)

Other cash movements

31

(10,096,203)

8,360,871

6,432,461

Net cash flows from operating activities

 

262,161,431

190,014,348

219,510,872

         

Cash flows from (used in) investing activities

 

 

 

 

Cash flows used to obtain control of subsidaries or other businesses

8

-

(641,489)

-

Cash flows used to purchase non-controlling interests

8

(1,149,689)

(2,174,370)

(1,921,245)

Charges to related entities

 

-

-

6,709,845

Other charges on the sale of interests in joint ventures

 

1,058,984

512,596

-

Other payments to acquire interests in joint ventures

8

(49,312,890)

(27,043,481)

(42,163,032)

Proceeds from sales of property, plan and equipment

 

1,554,696

2,753,539

2,776,474

Purchase of property, plant and equipment

 

(123,526,778)

(125,691,740)

(129,668,910)

Purchases of intangibles assets

 

(2,238,702)

(3,191,685)

(2,062,012)

Other cash movements

 

-

469,240

518,711

Net cash flows used in investing activities

 

(173,614,379)

(155,007,390)

(165,810,169)

         

Cash flows from (used in) financing activities

 

 

 

 

Proceeds from changes in ownership interests in subsidiaries that do not result in loss of control

8

(7,800,000)

(19,111,686)

-

Proceeds from long-term loans

 

40,850,000

3,804,384

19,570,689

Proceeds from short-term loans

 

16,927,169

19,345,325

23,358,700

Total proceeds from loans

 

57,777,169

23,149,709

42,929,389

Loan payments

 

(23,085,760)

(25,295,124)

(54,797,023)

Payments of finance lease liabilities

 

(1,414,228)

(1,530,851)

(1,697,649)

Payments of loan from related parties

 

(717,900)

(750,000)

(601,494)

Dividends paid

 

(75,128,211)

(69,819,729)

(66,147,145)

Other cash movements

 

(2,632,268)

(1,702,224)

(2,525,569)

Net cash flows used in financing activities

 

(53,001,198)

(95,059,905)

(82,839,491)

         

Net decrease in cash equivalents, before the effect of changes in exchange rate

35,545,854

(60,052,947)

(29,138,788)

Effects of changes in exchange rates on Cash and cash equivalents

 

465,565

1,531,891

6,918,151

         

Cash and cash equivalents, beginning of the year

 

134,033,183

192,554,239

214,774,876

Cash and cash equivalents, final of the year

8

170,044,602

134,033,183

192,554,239


 

 

 

F-9

 

The accompanying notes 1 to 36 are an integral part of these consolidated financial statements.

 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

Note 1 General Information

Compañía Cervecerías Unidas S.A. (hereinafter also “CCU”, “the Company” or “the Parent Company”) was incorporated in Chile as an open stock company, and is registered in the Securities Registry of the Comisión para el Mercado Financiero (CMF) (ex Superintendencia de Valores y Seguros or Local Superintendence of Equity Securities, (SVS)) under Nº 0007, and consequently, the Company is overseen by the CMF. The Company’s shares are traded in Chile on the Santiago Stock Exchange, Electronic Stock Exchange and Valparaíso Stock Exchange. The Company is also registered with the United States of America Securities and Exchange Commission (SEC) and its American Depositary Shares (ADS)’s are traded in the New York Stock Exchange (NYSE). There was an a mendment to the Deposit Agreement dated December 3, 2012, between the Company, JP Morgan Chase Bank, NA and all holders of ADRs, whereby there was a change in the ADS ratio from 5 common shares for each ADS to 2 common shares for each ADS, effective as of December 20, 2012.

 

CCU is a diversified beverage company, with operations mainly in Chile, Argentina, Uruguay, Paraguay, Colombia and Bolivia. CCU is the largest Chilean brewery, the second largest brewery in Argentina, the second largest producer of soft drinks in Chile, the second-largest wine producer in Chile, the largest producer of bottled mineral water and nectar in Chile and one of the largest pisco producers in Chile. It also participates in the business of Home and Office Delivery (“HOD”), in a business involving home delivery of purified water in dispensers, and in the rum and candy industry in Chile. It participates in the industry of the ciders, spirits and wines in Argentina and also participates in the industry of mineral water and soft drinks and beer distribution in Uruguay, Paraguay, Colombia and Bolivia.

 

In Chile, its portfolio of brands in the beer category, consists of its own CCU brands, international licensing brands and distribution of Craft brands. CCU’s own brands which correspond to national products, produced, marketed and distributed by Cervecería CCU, which include the following brands, among others, Cristal, Cristal Cero 0°, Cristal Cero Radler, Escudo, Royal Guard, Morenita, Dorada, Andes and Stones in its Lemon, Maracuyá and Apple varieties. The international licensing brands, of which some are produced and other are imported, marketed and distributed by Cervecería CCU, include, among others, the Tecate, Coors, Heineken and Sol brands. The Craft distribution brands, which are beer that is created and produced in their original breweries and are marketed and distributed in partnership with Cervecera CCU, Austral, Kunstmann, Szot, Guayacán, D´olbek and Blue Moon beer.

 

In Argentina, CCU produces beer in its plants located in Salta, Santa Fé and Luján. Its main brands are Schneider, Imperial, Palermo, Bieckert, Santa Fé, Salta, Córdoba and it is the holder of exclusive license for the production and marketing of Budweiser, Miller, Heineken, Amstel and Sol. CCU also imports Kunstmann beer, and exports beer to different countries, mainly under the Schneider and Heineken brands. Until December 31, 2017 in Argentina, CCU was the exclusive distributor of the Red Bull energy drink. Besides, participates in the cider business, with control of Saenz Briones, marketing the leading market brands “Sidra Real”, “La Victoria” and “1888”. Also participates in the spirits business, which it market under the El Abuelo brand, in adittion of importing other liquors from Chile.

 

In Uruguay, the Company participates in the mineral water and soft drinks business with the Nativa and Nix brands, flavored waters with the Nativa brand, soft drinks with the Nix brand and nectars with Watt´s brand. In addition, it sells imported beer under the Heineken, Schneider and Kuntsmann brands.

 

In Paraguay, the Company participates in the non-alcoholic and alcoholic drink business. Its portfolio of non-alcoholic brands consists of Pulp, Watt's, Puro Sol, La Fuente, Zuma and the Full Power isotonic drink. These brands include its own, licensed and imported brands. The Company in the beer business is owner of Sajonia brand and imports Heineken, Coors Light, Coors 1873, Schneider, Paulaner and Kunstmann, brands.

 

Since November 2014, in Colombia, CCU participates in the beer business through its joint venture with Central Cervecera de Colombia S.A.S. (“CCC”). Its portfolio includes the imported Heineken, Amstel, Murphys and Buckler brands. Its has exclusive licensing contracts for importing, distributing and producing Heineken beer in Colombia. In October 2015 Coors and Coors Light brands were incorporated to CCC’s brand portfolio through licensing contract for the production and/or marketing of those brands. As of April and July of 2016, the Tecate and Sol brands were incorporated, respectively, with a licensing contract to produce and/or market them. During April 2017 the Miller and Miller Genuine Draft (MGD) brands were incorporated with a licensing contract to produce and market them.

 

In Bolivia, through its associate Bebidas Bolivianas BBO S.A. (BBO), the Company participates in the non-alcoholic and alcoholic beverage business since May 2014. Its portfolio of non-alcoholic brands, both owned and licensed, includes the Mendocina, Free Cola, Sinalco, Real and Natur-all brands. The alcoholic brands are Real, Capital and Cordillera. In addition BBO markets imported Heineken beer.

 

F-10


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

In the Chile operating segment, in the non-alcoholic beverages category, CCU has the Bilz, Pap, Kem, Kem Xtreme, Nobis, Cachantun, Más, Mas Woman and Porvenir brands. In the HOD category, CCU has the Manantial brand. The Company, directly or through its subsidiaries, has licensing agreements with Pepsi, 7up, Mirinda, Gatorade, Adrenaline Red, Life Water, Lipton Ice Tea, Ocean Spray, Crush, Canada Dry Limón Soda, Canada Dry Ginger Ale, Canada Dry Agua Tónica, Nestlé Pure Life, Watt’s and Frugo. In Chile, CCU is the exclusive distributor of the Red Bull energy drink and Perrier water. Through a joint venture it also has its own brands, Sprim and Fructus and a license for the Vivo and Caricia brands.

 

Aditionally, in the Chile operating segment, in the pisco category, CCU owns the Mistral, Campanario, Horcón Quemado, Control C, Tres Erres, Espíritu de los Andes, La Serena, Iceberg and Ruta Cocktail brands, together with the respective line extensions, as applicable. In the rum category, the Company owns the Sierra Morena (and their extensions) and Cabo Viejo brands. In the liquor category, the Company has the Fehrenberg brand and is the exclusive distributor in Chile of Pernod Ricard whisky, vodka and others liquors in the traditional channel.

 

In the Wine operating segment, through its subsidiary Viña San Pedro Tarapacá S.A. (“VSPT”), CCU produces wines and sparkling wines, which are sold in the domestic and overseas markets, exporting to more than 80 countries. The main brands of Viña San Pedro are Altaïr, Cabo de Hornos, Sideral, 1865, Castillo de Molina, Épica, 35 Sur, GatoNegro, Gato, Manquehuito and San Pedro Exportación. Viña Tarapacá’s brands include: Gran Reserva Etiqueta Azul, Gran Reserva Etiqueta Negra, Gran Reserva Etiqueta Blanca, Gran Tarapacá, León de Tarapacá and Tarapacá Varietal. Viña Santa Helena’s brands portfolio includes: Selección del Directorio, Siglo de Oro, Santa Helena Varietal, Alpaca, Gran Vino and Santa Helena. Viña San Pedro Tarapacá S.A. is also present in the domestic and international markets with the Misiones de Rengo, Viña Mar, Casa Rivas and Leyda vineyards in Chile and with the Finca La Celia and Tamari vineyards in Argentina.

 

At the end of 2015, the joint venture in Foods Compañía de Alimentos CCU S.A. ("Foods"), which participates in the business of snacks and food in Chile, sold the Calaf and Natur brands to Empresas Carozzi S.A. In addition Foods it is the main sharehorlder of Alimentos Nutrabien S.A. and owns the Nutra Bien brand.

 

F-11


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The described licenses are detailed as follows:

 

 

Main brands under license

Licenses

Validity Date

Amstel in Argentina (1)

July 2022

Austral in Chile (3)

July 2018

Blue Moon in Chile (4)

December 2021

Budweiser in Argentina (16)

December 2025

Coors in Paraguay

Negotiating the terms of a new contract

Coors in Chile (5)

December 2025

Coors in Argentina (6)

December 2019

Coors in Colombia (6)

December 2020

Crush, Canada Dry (Ginger Ale, Agua Tónica and Limón Soda) in Chile (7)

December 2018

Frugo in Chile

Indefinitely

Gatorade in Chile (8)

December 2018

Heineken in Bolivia (9)

December 2024

Heineken in Paraguay

Negotiating the terms of a new contract

Heineken in Chile, Argentina and Uruguay (10)

10 years renewables

Heineken in Colombia (11)

March 2028

Miller in Argentina (11)

December 2026

Miller and Miller Genuine Draft in Colombia (14)

December 2026

Nestlé Pure Life in Chile (7)

December 2022

Paulaner in Paraguay

April 2019

Pepsi, Seven Up and Mirinda in Chile

December 2043

Red Bull in Argentina (15)

December 2017

Red Bull in Chile (12)

Indefinitely

Schneider in Paraguay

Negotiating the terms of a new contract

Sol in Chile and Argentina (10)

10 years renewables

Sol in Colombia (2)

March 2028

Té Lipton in Chile

March 2020

Tecate in Colombia

March 2028

Watt's (nectars, fruit-based drinks and other) rigid packaging, except carton in Chile

Indefinitely

Watt's in Paraguay (13)

July 2019

Watt´s in Uruguay

99 years

 

 

 

(1)    After the initial termination date, license is automatically renewed under the same conditions (Rolling Contract), each year for a period of 10 years, unless notice of non-renewal is given. 

(2)    The contract will remain in effect as long as the Heineken license agreeemente for Colombia remains in force.            

(3)    Renewable for periods of two years, subject to the compliance of the contract conditions

(4)    If Renewal criteria have benn satisfied, renewable through December, 2025, thereafter shall automatically renew every year for a new term of 5 years  (Rolling Contract).

(5)    After the initial termination date, license is automatically renewed under the same conditions (Rolling Contract), each year for a period of 5 years, subject to the compliance of the contract conditions.

(6)    License renewable for one period of 5 years, subject to the compliance of the contract conditions.

(7)    License renewable for periods of 5 years, subject to the compliance of the contract conditions.

(8)    Renewable for an additional period equal to the duration of the Shareholders Agreement of Bebidas CCU-PepsiCo Spa, subject to the compliance of the contract conditions.

(9)    License for 10 years, automatically renewable for periods of 5 years, unless notice of non-renewal.

(10)   License for 10 years, automatically renewable on the same terms (Rolling Contract), each year for a period of 10 years, unless notice of non-renewal is given.

(11)   After the initial termination date, License is automatically renewable each year for a period of 5 years (Rolling Contract), unless notice of non-renewal is given

(12)   Indefinite contract, notice of termination 6 months in advance. The earliest possible effective date of termination is October 31, 2018. Indefinite contract, notice of termination must be given 6 months in advance. The earliest possible effective date of termination is October 31, 2018.

(13)   License subject to the terms and conditions of the "International Association Agreement" signed in February 2016 between CCU and Watt's SA.

(14)   Distribution will begin in April 2017 and the begin of local production is estimated by October 2019.                                     

(15) This license was not renew.

(16) On September 6, 2017 the Company communicated to the Comisón para el Mercado Financiero that CCU and Compañía Cervecerías Unidas Argentina S.A. (“CCU-A”), entity organized under the laws of the Republic of Argentina and subsidiary of CCU, have agreed with Anheuser-Busch InBev S.A./N.V. (“ABI” and together with CCU-A the “Parties”), an offer letter (“Term Sheet”) which, amongst other matters, contemplates an early termination of the license agreement in Argentina of the brand “ Budweiser ”, signed between CCU-A and Anheuser-Busch, Incorporated (today Anheuser-Busch LLC, a subsidiary of ABI), dated March 26, 2008, which is subject to the laws of the State of New York, United States of America (the “License Agreement”).

 

 

F-12


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

      The Transaction is subject to prior approval by the Comisión Nacional de Defensa de la Competencia (“CNDC”), the anti-trust authority in Argentina (the “Suspensive Condition”). Therefore, all steps that are described below will become effective upon fulfilment of the Suspensive Condition.

 

      The Parties have agreed that the Suspensive Condition will need to be fulfilled on or before March 31, 2018, automatically extended until June 30, 2018.

 

      The general aspects of the Transaction are as follows:

 

      a)    Description of the Transaction.

 

             Subject to the Suspensive Condition, the Parties shall early terminate the License Agreement (the “Early Termination”). Considering the Early Termination of the License Agreement, ABI directly or through any of its subsidiaries (hereinafter together referred to as the “ABI Group”), will pay to CCU-A an amount of US$ 306,000,000 (three hundred and six million US dollars).

 

             Also, and subject to the Suspensive Condition, ABI will transfer to CCU-A (a) the ownership of the brands Isenbeck and Diosa. This does not include the productive plant owned by Cervecería Argentina S.A. Isenbeck (“CASA Isenbeck”) located in Zárate, province of Buenos Aires, Argentina (which will continue to operate under the ownership of the ABI Group), nor the contracts with its employees and/or distributors, nor the transfer of any liability of CASA Isenbeck; (b) the ownership of the following registered brands in Argentina: Norte, Iguana and Báltica; and (c) the obligation of ABI to make its reasonable best efforts to cause that certain international premium beer brands are licensed to CCU-A (together with the brands identified in letter (b) above and with the brand Diosa referred to as the “Group of Brands”) in the Argentinean territory.

 

             In order to establish a smooth transition of the brands that are transferred by virtue of the Transaction, the Parties will enter into the following contracts (all together with the Early Termination referred to as the “Transaction”):

 

             (i)    Contract by virtue of which CCU-A will produce for the ABI Group part or all of the volume of the beer Budweiser, for a period of up to one year;

             (ii)   Contract by virtue of which the ABI Group will produce for CCU-A part or all of the volume of the beer Isenbeck, for a period of up to one year;

             (iii)  Contract by virtue of which the ABI Group will produce and distribute the Group of Brands, on behalf of CCU-A, for a period of maximum three years; and

             (iv)  Other agreements, documents and/or contracts that the Parties deem necessary for the Transaction (the “Transaction Documents”).

 

      b)    Status of the Transaction.

 

         The Parties have signed the Term Sheet which is binding. The execution of the Transaction Documents is pending. At the same time, and as previously indicated, the effects of the Transaction are subject to the fulfillment of the Suspensive Condition. At the date of issuance of these consolidated financial statements this condition is maintained. 

 

 

      c)    Estimated time for the Execution of the Transaction.

 

             The Parties will present to the CNDC, as soon as possible, the information in order to obtain the respective authorization. Any relevant news regarding this process will be communicated in due course.

 

      d)    Effects of the Transaction.

 

             This agreement with AB InBev consists in an exchange of brands, where subject to approval by the competent authority, it will be finished by an early termination of the license agreement of the Budweiser brand in exchange for a portfolio of brands that represent similar volumes and different payments for an amount  up to  400 million of US Dollars before taxes, in a period of three years.

 

 

The Company’s address and main office is located in Santiago, Chile, at Avenida Vitacura Nº 2670, Las Condes district and its tax identification number (Rut) is 90,413,000-1.

 

 

 

 

F-13


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2017 the Company had a total 8,270 employees detailed as follows:

 

 

Number of employes

 

Parent company

Consolidated

Senior Executives

10

16

Managers and Deputy Managers

74

396

Other workers

279

7,858

Total

363

8,270

 

These Consolidated Financial Statements include: Statement of Financial Position, Statement of Income, Statement of Comprehensive Income, Statement of Changes in Equity, Statement of Cash Flows (direct method), and the Accompanying Notes with disclosures.

 

The Company’s functional currency and presentation currency is the Chilean peso, except for subsidiaries in Chile, Argentine, Uruguay and Paraguay that use the US Dollar, Argentine peso, Uruguayan Peso and Paraguayan guaraní respectively. The functional currency of joint operations an associates in Colombia and Bolivia, are the Colombian peso and the Boliviano respectively. However they use the Chilean peso as the presentation currency for consolidation purposes.

 

Subsidiaries whose functional currency is not the Chilean peso, have converted their financial statement from their functional currency to the Group’s presentation currency, which is the Chilean peso. The following exchange rates have been used: for the Consolidated Statement of Financial Position and the Consolidated Statement of Changes in Equity, net at the year-end exchange rate, and for the Consolidated Statements of Income, Consolidated Statements of Comprehensive Income and the Consolidated Statement of Cash Flows at the transaction date exchange rate or at the average monthly exchange rate, as appropriate.

 

These consolidated financial statements are presented in thousands of Chilean pesos (ThCh$) and have been prepared from the accounting records of Compañía Cervecerías Unidas S.A. and its subsidiaries. All amounts have been rounded to thousand Chilean pesos, except when otherwise indicated.

 

In the accompanying Statement of Financial Position, assets and liabilities that are classified as current, are those with maturities equal to or less than twelve months, and those classified as non-current, are those with maturities greater than twelve months. In turn, in the Consolidated Statement of Income, expenses are classified by function, and the nature of depreciation and personnel expenses is identified in footnotes. The Consolidated Statement of Cash Flows is presented using the direct method.

 

The figures in the Consolidated Statement of Financial Position and their explanatory notes are presented compared to the previous year (2016) and the Consolidated Statement of Income, Consolidated Statement of Comprehensive Income, Consolidated Statement of Changes in Equity, Consolidated Statement of Cash Flows and their explanatory notes are presented compared with 2016 and 2015.

 

Compañía Cervecerías Unidas S.A. is under the control of Inversiones y Rentas S.A. (IRSA), which is the direct and indirect owner of 60% of the Company’s shares. IRSA is currently a joint venture between Quiñenco S.A. and Heineken Chile Limitada, a company controlled by Heineken Americas B.V., each with a 50% equity participation.

 

F-14


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

The consolidated financial statements include the following direct and indirect significant subsidiaries where the percentage of participation represents the economic interest at a consolidated level:

 

Subsidiary

Tax ID

Country of origin

Functional currency

Share percentage direct and indirect

As of December 31, 2017

As of December 31, 2016

Direct %

Indirect %

Total %

Total %

Aguas CCU-Nestlé Chile S.A. (1)

76,007,212-5

Chile

Chilean Pesos

-

50.0917

50.0917

50.0917

CRECCU S.A.

76,041,227-9

Chile

Chilean Pesos

99.9602

0.0398

100.0000

100.0000

Cervecería Belga de la Patagonia S.A.

76,077,848-6

Chile

Chilean Pesos

-

25.5034

25.5034

25.5034

Inversiones Invex CCU Dos Ltda.

76,126,311-0

Chile

Chilean Pesos

99.8516

0.1484

100.0000

100.0000

Inversiones Invex CCU Tres Ltda. (5)

76,248,389-0

Chile

Chilean Pesos

99.9999

0.0001

100.0000

99.9997

Bebidas CCU-PepsiCo SpA.

76,337,371-1

Chile

Chilean Pesos

-

49.9866

49.9866

49.9866

CCU Inversiones II Ltda. (2)

76,349,531-0

Chile

US Dollar

99.5065

0.4934

99.9999

99.9996

Bebidas Carozzi CCU SpA.

76,497,609-6

Chile

Chilean Pesos

-

49.9917

49.9917

49.9917

Bebidas Ecusa SpA.

76,517,798-7

Chile

Chilean Pesos

-

99.9834

99.9834

99.9834

Promarca Internacional SpA.

76,574,762-7

Chile

US Dollar

-

49.9917

49.9917

49.9917

CCU Inversiones S.A. (6)

76,593,550-4

Chile

Chilean Pesos

98.8398

1.1335

99.9733

99.9733

Inversiones Internacionales SpA.

76,688,727-9

Chile

US Dollar

-

80.0000

80.0000

-

New Ecusa S.A.

76,718,230-9

Chile

Chilean Pesos

-

99.9834

99.9834

99.9834

Promarca S.A.

76,736,010-K

Chile

Chilean Pesos

-

49.9917

49.9917

49.9917

Vending y Servicios CCU Ltda.

77,736,670-K

Chile

Chilean Pesos

-

99.9738

99.9738

99.9738

Inversiones Invex CCU Ltda.

78,418,890-6

Chile

US Dollar

6.7979

93.1926

99.9905

99.9905

Transportes CCU Ltda.

79,862,750-3

Chile

Chilean Pesos

98.0000

2.0000

100.0000

100.0000

Fábrica de Envases Plásticos S.A.

86,150,200-7

Chile

Chilean Pesos

90.9100

9.0866

99.9966

99.9966

Millahue S.A.

91,022,000-4

Chile

Chilean Pesos

99.9621

-

99.9621

99.9621

Viña San Pedro Tarapacá S.A. (*) (6)

91,041,000-8

Chile

Chilean Pesos

-

67.1992

67.1992

64.6980

Manantial S.A. (1)

96,711,590-8

Chile

Chilean Pesos

-

50.5507

50.5507

50.5507

Viña Altaïr SpA. (7)

96,969,180-9

Chile

Chilean Pesos

-

67.1992

67.1992

64.6980

Cervecería Kunstmann S.A.

96,981,310-6

Chile

Chilean Pesos

50.0007

-

50.0007

50.0007

Cervecera CCU Chile Ltda.

96,989,120-4

Chile

Chilean Pesos

99.7500

0.2499

99.9999

99.9999

Viña del Mar de Casablanca S.A. (7)

96,993,110-9

Chile

Chilean Pesos

-

-

-

64.6980

Embotelladora Chilenas Unidas S.A. (1)

99,501,760-1

Chile

Chilean Pesos

99.0670

0.9164

99.9834

99.9834

Viña Valles de Chile S.A.

99,531,920-9

Chile

Chilean Pesos

-

67.1992

67.1992

64.7080

Comercial CCU S.A.

99,554,560-8

Chile

Chilean Pesos

50.0000

49.9866

99.9866

99.9866

Viña Orgánica SPT S.A.

99,568,350-4

Chile

Chilean Pesos

-

67.1992

67.1992

64.6980

Compañía Pisquera de Chile S.A.

99,586,280-8

Chile

Chilean Pesos

46.0000

34.0000

80.0000

80.0000

Andina de Desarrollo S.A.

0-E

Argentina

Argentine Pesos

-

59.1970

59.1970

59.1970

Cía. Cervecerías Unidas Argentina S.A. (3)

0-E

Argentina

Argentine Pesos

-

99.9924

99.9924

99.9924

Compañía Industrial Cervecera S.A.

0-E

Argentina

Argentine Pesos

-

99.9949

99.9949

99.9949

Finca Eugenio Bustos S.A.

0-E

Argentina

Argentine Pesos

-

67.1992

67.1992

64.6980

Finca La Celia S.A.

0-E

Argentina

Argentine Pesos

-

67.1992

67.1992

64.6980

Los Huemules S.R.L.

0-E

Argentina

Argentine Pesos

-

74.9979

74.9979

75.4931

Sáenz Briones y Cía. S.A.I.C.

0-E

Argentina

Argentine Pesos

-

89.9150

89.9150

89.9149

International Spirits Investments USA LLCC

0-E

United States

US Dollar

-

80.0000

80.0000

-

CCU Investments Limited (5)

0-E

Cayman Islands

US Dollar

-

-

-

100.0000

Southern Breweries Limited (4)

0-E

Cayman Islands

US Dollar

38.7841

61.2101

99.9942

99.9942

Bebidas del Paraguay S.A. (2)

0-E

Paraguay

Paraguayan Guaranies

-

50.0049

50.0049

50.0049

Distribuidora del Paraguay S.A. (2)

0-E

Paraguay

Paraguayan Guaranies

-

49.9589

49.9589

49.9589

Sajonia Brewing Company S.R.L. (2)

0-E

Paraguay

Paraguayan Guaranies

-

25.5025

25.5025

25.5025

Andrimar S.A.

0-E

Uruguay

Uruguayan Pesos

-

99.9999

99.9999

99.9999

Coralina S.A.

0-E

Uruguay

Uruguayan Pesos

-

99.9999

99.9999

99.9999

Marzurel S.A.

0-E

Uruguay

Uruguayan Pesos

-

99.9999

99.9999

99.9999

Milotur S.A.

0-E

Uruguay

Uruguayan Pesos

-

99.9999

99.9999

99.9999

 

 

 

 

 

 

 

 

  (*) Public company in Chile.

 

In addition to what is shown in the preceding table, the following are the percentages of participation with voting rights, in each of the subsidiaries as of December 31, 2017 and December 31, 2016, respectively. Each shareholder has one vote per share owned or represented. The percentage of participation with voting rights represents the sum of the direct participation and indirect participation through a subsidiary.

 

 

F-15


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Subsidiary

Tax ID

Country of origin

Functional currency

Share percentage with voting rights

As of December 31, 2017

As of December 31, 2016

%

%

Aguas CCU-Nestlé Chile S.A. (1)

76,007,212-5

Chile

Chilean Pesos

50.0917

50.0917

CRECCU S.A.

76,041,227-9

Chile

Chilean Pesos

100.0000

100.0000

Cervecería Belga de la Patagonia S.A.

76,077,848-6

Chile

Chilean Pesos

25.5034

25.5034

Inversiones Invex CCU Dos Ltda.

76,126,311-0

Chile

Chilean Pesos

100.0000

100.0000

Inversiones Invex CCU Tres Ltda. (5)

76,248,389-0

Chile

Chilean Pesos

100.0000

99.9997

Bebidas CCU-PepsiCo SpA.

76,337,371-1

Chile

Chilean Pesos

49.9866

49.9866

CCU Inversiones II Ltda. (2)

76,349,531-0

Chile

US Dollar

100.0000

100.0000

Bebidas Carozzi CCU SpA.

76,497,609-6

Chile

Chilean Pesos

49.9917

49.9917

Bebidas Ecusa SpA.

76,517,798-7

Chile

Chilean Pesos

99.9834

99.9834

Promarca Internacional SpA.

76,574,762-7

Chile

US Dollar

49.9917

49.9917

CCU Inversiones S.A. (6)

76,593,550-4

Chile

Chilean Pesos

99.9733

99.9733

Inversiones Internacionales SpA.

76,688,727-9

Chile

US Dollar

80.0000

-

New Ecusa S.A.

76,718,230-9

Chile

Chilean Pesos

99.9834

99.9834

Promarca S.A.

76,736,010-K

Chile

Chilean Pesos

49.9917

49.9917

Vending y Servicios CCU Ltda.

77,736,670-K

Chile

Chilean Pesos

99.9738

99.9738

Inversiones Invex CCU Ltda.

78,418,890-6

Chile

US Dollar

99.9905

99.9905

Transportes CCU Ltda.

79,862,750-3

Chile

Chilean Pesos

100.0000

100.0000

Fábrica de Envases Plásticos S.A.

86,150,200-7

Chile

Chilean Pesos

100.0000

100.0000

Millahue S.A.

91,022,000-4

Chile

Chilean Pesos

99.9621

99.9621

Viña San Pedro Tarapacá S.A. (*) (6)

91,041,000-8

Chile

Chilean Pesos

67.1992

64.6980

Manantial S.A. (1)

96,711,590-8

Chile

Chilean Pesos

50.5507

50.5507

Viña Altaïr SpA. (7)

96,969,180-9

Chile

Chilean Pesos

67.1992

64.6980

Cervecería Kunstmann S.A.

96,981,310-6

Chile

Chilean Pesos

50.0007

50.0007

Cervecera CCU Chile Ltda.

96,989,120-4

Chile

Chilean Pesos

100.0000

100.0000

Viña del Mar de Casablanca S.A. (7)

96,993,110-9

Chile

Chilean Pesos

-

64.6980

Embotelladora Chilenas Unidas S.A. (1)

99,501,760-1

Chile

Chilean Pesos

99.9834

99.9834

Viña Valles de Chile S.A.

99,531,920-9

Chile

Chilean Pesos

67.1992

64.7080

Comercial CCU S.A.

99,554,560-8

Chile

Chilean Pesos

100.0000

100.0000

Viña Orgánica SPT S.A.

99,568,350-4

Chile

Chilean Pesos

67.1992

64.6980

Compañía Pisquera de Chile S.A.

99,586,280-8

Chile

Chilean Pesos

80.0000

80.0000

Andina de Desarrollo S.A.

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Cía. Cervecerías Unidas Argentina S.A. (3)

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Compañía Industrial Cervecera S.A.

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Finca Eugenio Bustos S.A.

0-E

Argentina

Argentine Pesos

67.1992

64.6980

Finca La Celia S.A.

0-E

Argentina

Argentine Pesos

67.1992

64.6980

Los Huemules S.R.L.

0-E

Argentina

Argentine Pesos

74.9979

75.4931

Sáenz Briones y Cía. S.A.I.C.

0-E

Argentina

Argentine Pesos

100.0000

100.0000

International Spirits Investments USA LLCC

0-E

United States

US Dollar

80.0000

-

CCU Investments Limited (5)

0-E

Cayman Islands

US Dollar

-

100.0000

Southern Breweries Limited (4)

0-E

Cayman Islands

US Dollar

100.0000

100.0000

Bebidas del Paraguay S.A. (2)

0-E

Paraguay

Paraguayan Guaraníes

50.0049

50.0049

Distribuidora del Paraguay S.A. (2)

0-E

Paraguay

Paraguayan Guaraníes

49.9589

49.9589

Sajonia Brewing Company S.R.L. (2)

0-E

Paraguay

Paraguayan Guaranies

25.5025

25.5025

Andrimar S.A.

0-E

Uruguay

Uruguayan Pesos

99.9999

99.9999

Coralina S.A.

0-E

Uruguay

Uruguayan Pesos

99.9999

99.9999

Marzurel S.A.

0-E

Uruguay

Uruguayan Pesos

99.9999

99.9999

Milotur S.A.

0-E

Uruguay

Uruguayan Pesos

99.9999

99.9999

 

 

 

 

 

 

  (*) Public company in Chile.

 

The main movements in the ownership of the subsidiaries included in these consolidated financial statements are the following:

 

F-16


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

(1) Aguas CCU-Nestlé Chile S.A.

 

On January 29, 2016, subsidiaries Aguas CCU-Nestlé Chile S.A. (“Aguas”) and Embotelladoras Chilenas Unidas S.A. (“ECUSA”) acquired 48.07% and 0.92% of the shares of Manantial S.A. (“Manantial”) respectively, exercising the call option granted in the Shareholders’ Agreement of Manantial. As a consequence, Compañía Cervecerías Unidas S.A. is currently the indirect owner of 100% of the shares of Manantial, becoming the only direct shareholders of Manantial: (i) Aguas with 99.08% of the capital stock, and (ii) ECUSA with 0.92% of the capital stock. The total amount of this transaction was   ThCh$ 19,111,686.

 

(2) CCU Inversiones II Limitada

 

On December 23, 2013, the Company acquired 50.005% and 49.959% of the stock of Bebidas del Paraguay S.A. and Distribuidora del Paraguay S.A., respectively. This transaction allows the Company to participate in beer distribution and in the production and marketing of non-alcoholic drinks, water and nectars. The total amount of this transaction was ThCh$ 11,254,656. Subsequently, on June 9, 2015 and December 29, 2016, the Company paid committed capital of ThCh$ 7,414,290 and ThCh$ 2,226,656, respectively, and these transactions do not change the percentage of participation.

 

Bebidas del Paraguay S.A. (BdP) and Distribuidora del Paraguay S.A. (DdP) are considered to be one economic group that shares and operating and financial strategy. BdP produces different brands owned by it. DdP is its sole and exclusive customer, which is responsible for the distribution and marketing of its products, reason why BdP consolidated it, and cosequently is presented in the consolidated financial statements of CCU.

 

As explained in Note 15 , on March 31, 2016, through its subsidiary Bebidas del Paraguay S.A., acquired 51% of the stock rights of paraguayan company Sajonia Brewing Company S.R.L. (formerly Artisan SRL). The amount of this transaction was ThCh$ 641,489 (equivalents to US$ 1,000,000). During 2017, the Company has determined the fair values of assets and liabilities for this business combination as follows:

 

Assets and Liabilities

Fair Value

ThCh$

Cash and cash equivalents

   

462,873

Trade and other current receivables

   

9,813

Inventories

 

 

19,552

Total current assets

 

 

492,238

Intangible assets other than goodwill

   

259,712

Property, plant and equipment (net)

   

79,126

Total non-current assets

 

 

338,838

Total Assets

 

 

831,076

Trade and other current payables

   

7,063

Total current liabilities

 

 

7,063

Deferred tax liabilities

   

25,948

Total non-current liabilities

 

 

25,948

Total liabilities

 

 

33,011

Total Shareholders' Equity

 

 

798,065

Non-controlling interests

   

391,052

Net identifiable assets acquired

 

 

407,013

Goodwill

   

234,476

Amount paid

 

 

641,489

 

As of December 31, 2016, the Company was in the process of assessing of the fair values of acquisitions above mentioned, so it was recorded under Other non-financial non-current assets for an amount of ThCh$ 641,489, however f or comparison purposes of this Consolidated Financial Statements, the Company have been reclassified from Other non-financial non-current assets to Current Assets and Non-Current Assets as is shown below:

 

 

F-17


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Current assets

Balances presented at 12.31.2016

Reclassification

Balances 12.31.2016

ThCh$

ThCh$

ThCh$

Cash and cash equivalents

133,789,950

243,233

134,033,183

Trade and other current receivables

280,766,784

21,349

280,788,133

Accounts receivable from related parties

3,523,825

12,310

3,536,135

Inventories

199,290,678

20,860

199,311,538

Other non-financial assets

15,859,137

2,157

15,861,294

 

 

 

 

 

Non-current assets

Balances presented at 12.31.2016

Reclassification

Balances 12.31.2016

ThCh$

ThCh$

ThCh$

Intangible assets other than goodwill

77,678,850

255,305

77,934,155

Goodwill

96,663,023

263,528

96,926,551

Property, plant and equipment (net)

903,831,702

273,020

904,104,722

Other non-financial assets

5,369,211

(641,489)

4,727,722

 

 

 

 

 

Current liabilities

Balances presented at 12.31.2016

Reclassification

Balances 12.31.2016

ThCh$

ThCh$

ThCh$

Trade and other current payables

259,677,852

61,627

259,739,479

 

 

 

 

 

 

 

 

Non-current liabilities

Balances presented at 12.31.2016

Reclassification

Balances 12.31.2016

ThCh$

ThCh$

ThCh$

Deferred tax liabilities

86,789,951

25,507

86,815,458

 

 

 

 

 

 

 

 

Equity

Balances presented at 12.31.2016

Reclassification

Balances 12.31.2016

ThCh$

ThCh$

ThCh$

Non-controlling interests

122,994,424

363,139

123,357,563

 

 

 

 

 

Additionally, as explained in Note 16 , the Company participates in 50% of the shares of Central Cervecera de Colombia S.A.S. and Zona Franca Central Cervecera S.A.S.

 

(3) Compañía Cervecerías Unidas Argentina S.A.

 

On January 7, 2016, subsidiary Compañía Industrial Cervecera S.A. (CICSA), acquired 50.99% of the stock rights of Los Huemules S.R.L (LH). As a consequence of the above mentioned the shareholders of Los Huemules S.R.L. are Cervecería Kunstmann S.A. (CCK) and CICSA with 49.01% and 50.99%, respectively. The final amount of this transaction was ThCh$ 118,092. Subsequently, on March 16, 2017, the stock rights of Los Huemules S.R.L. were transferred from CICSA to CCK, leaving final interest at CICSA with 50.0001% and CCK with 49.9999%.

 

F-18


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

(4)  Southern Breweries Limited

 

On August 26, 2016, subsidiaries Saint Joseph Investments Limited and South Investments Limited merged with CCU Cayman Limited, which became the legal continuer.

 

On the other hand, in October 2016, Southern Breweries Establishment, a subsidiary of CCU in Liechtenstein, became a stock company under the name "Southern Breweries Aktiengesellschaft" and on October 18, 2016 it was re-domiciled to the Cayman Islands. Subsequently, in November 2016, the bylaws of that company were modified and its name was changed to "Southern Breweries Limited". Finally, the aforementioned subsidiary CCU Cayman Limited merged with Southern Breweries Limited, which became the legal continuer. The transactions mentioned above had no effects on the results of the Company.

 

(5) CCU Investment Limited and Inversiones Invex CCU Tres Ltda.

 

On October 30, 2017, subsidiary CCU Investments Limited merged with Inversiones Invex CCU Tres Ltda., which became the legal continuer. The transactions mentioned above had no effects on the results of the Company.

 

(6) CCU Inversiones S.A. and Viña San Pedro Tarapacá S.A. (VSPT).

 

On December 12, 2017, CCU, through its subsidiary CCU Inversiones S.A., acquired the 2.5% of the shares of VSPT for a total amount of ThCh$ 7,800,000, equivalent to 1,000,000,000 shares. As a result of the above, the indirect participation of CCU, through CCU Inversiones S.A., exceeded two-thirds of VSPT´s shares, therefore, the provisions of article 199 bis of Law N° 18,045, the Chilean Securities Market Law (LMV) apply, which imposes the obligation to initiate, within 30 days from the date of such acquisition, a tender offer for the remaining shares (Offer) under the terms of said regulations. The price to be offered for the shares subject to the Offer was set at $ 7.8 per share. In compliance with the above, on December 27, 2017 the tender offer initiation notice was published, which period runs from December 28, 2017 until January 26, 2018, inclusive, under the terms and conditions set forth in the aforementioned regulations.

(7) Viña Altaïr SpA. y Viña del Mar de Casablanca S.A.

 

On May 31, 2017, subsidiary Viña del Mar Casablanca S.A. merged with Viña Altaïr SpA., which became the legal continuer. The transactions mentioned above had no significant effects on the results of the Company.

 

 

 

Below we briefly describe the companies that qualify as joint operations:

 

(a) Promarca S.A.

 

Promarca S.A. is a closed stock company whose main activity is the acquisition, development and administration of trademarks and their corresponding licensing to their operators.

 

On December 31, 2017, Promarca S.A. recorded a profit of ThCh$ 4,524,117 (ThCh$ 4,812,696 in 2016 and ThCh$ 4,708,318 in 2015), which in accordance with the Company’s policies is 100% distributable.

 

At the Extraordinary Shareholders’ Meetings of Promarca S.A. held on June 2016, the shareholders agreed to increase paid-in capital (jointly the "Capital Increase"). The Capital Increase was subscribed in equal parts by subsidiary New Ecusa S.A. and Watt’s Dos S.A., the only shareholders, who maintained their current 50% interest, through a contribution of ThCh$ 8,199,240 and 100% of the shares of Promarca Internacional SpA (whose line of business is the exploitation and development of the Watt’s brands in Argentina, Paraguay, Uruguay and Bolivia). As of June 2016, Promarca Internacional SpA became a wholly owned subsidiary of Promarca S.A. During June 30, 2016, the fair values of the assets and liabilities of Promarca Internacional SpA. were determined, as follows:

 

F-19


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Assets and Liabilities

Fair Value

ThCh$

Intangible assets other than goodwill

   

11,229,149

Total non-current assets

11,229,149

Total Assets

11,229,149

 

   

 

Deferred tax liabilities

   

3,029,909

Total current liabilities

3,029,909

 

   

 

Net identifiable assets acquired

8,199,240

Amount paid

8,199,240

 

As a result of the previously mentioned fair values and in accordance with rights of Promarca S.A. in the joint venture, intangibles have been generated in the amount of ThCh$ 5,614,575, which are described in Note 17 .

 

(b) Compañía Pisquera Bauzá S.A.

 

On December 2, 2011, subsidiary Compañía Pisquera de Chile S.A. (CPCh) signed a license agreement for the marketing and distribution of the Pisco Bauzá brand in Chile. In addition, this transaction included the acquisition by CPCh of 49% of Compañía Pisquera Bauzá S.A. (CPB), owner of the Bauzá brand in Chile. The Bauzá family maintains 51% ownership of that company and all of its productive assets, which will continue to be associated to the production of Pisco Bauzá.

 

On December 31, 2015, CPB recorded a profit of ThCh$ 82,663, which in accordance with the Company’s policies was 100% distributable.

 

On January 7, 2016, CPCh sold its 49% interest to Agroproductos Bauzá S.A. (“Agroproductos Bauzá”). See Note 14.

 

(c) Bebidas CCU-Pepsico SpA.

 

On October 23, 2013, Bebidas CCU-PepsiCo SpA (BCP) was created, where the subsidiary CCU inversions S.A. owns a 50%. The line of business of this company is manufacture, produce, process, transform, transport, import, export, purchase, sell and in general market all types of concentrates. Its operations commenced on January 1, 2014.

 

On December 31, 2017, BCP recorded a profit of ThCh$ 1,078,916 (ThCh$  1,066,005  in 2016 and ThCh$  802,418 in 2015), which in accordance with the Company’s policies is 100% distributable.

 

(d) Bebidas Carozzi CCU SpA .

 

On November 26, 2015, CCU, directly through its subsidiary ECCUSA, entered into a joint arrangement that qualifies as a joint venture, through Bebidas Carozzi CCU SpA. (BCCCU), a joint-stock company established in Chile in which CCU and Empresas Carozzi S.A. participate as only shareholders in equal parts. The purpose of this company is the production, marketing and distribution of instant powder drinks in the national territory. The total disbursement by ECCUSA in this transaction was ThCh$ 21,846,500. Its operations commenced on December 1, 2015.

 

On December 31, 2017, BCCCU recorded a profit of ThCh$  2,278,345 (ThCh$ 797,268 and ThCh$ 402,228 in 2015), which in accordance with the Company’s policies is 100% distributable.

 

 

The companies mentioned above (letter a) to d)) meet the conditions stipulated in IFRS 11 to be considered "joint operations", since the primary assets in both entities are trademarks, the contractual arrangements establishes that the parties to the joint arrangement share all interests in the assets relating to the arrangement in a specified proportion and their income is 100% from royalties charged to the joint operators for the sale of products using these trademarks.

F-20


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 2 Summary of significant accounting policies

  Significant accounting policies adopted for the preparation of these consolidated financial statements are described below:

2.1          Basis of preparation

 

The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS), issued by the International Accounting Standard Board (IASB), which have been applied consistently in the years presented.

 

The consolidated financial statements have been prepared on a historical basis, as modified by the subsequent valuation of financial assets and financial liabilities (including derivative instruments) at fair value.

 

The preparation of the Consolidated Financial Statements in accordance with IFRS requires the use of certain critical accounting estimates. It also requires that management uses its professional judgment in the process of applying the Company’s accounting policies. See Note 3 for disclosure of significant accounting estimates and judgments.

 

All IFRS standards, amendments and enhancements whose adoption was required by January 1, 2017, have been adopted by the Company, without significant impacts on the financial statements as of December 31, 2017.

 

At the date of issuance of these consolidated financial statements the following Standards, Amendments, Improvements and Interpretations to existing IFRS standards have been published to existing standards that have not taken effect and that the Company has not adopted in advance or when applied corresponds.

 

These standards are required to be applied by the following dates:

 

New Standards, Improvements, Amendments and Interpretations

Mandatory for years beginning in:

Amendments to IFRS 2

Classification and Measurement of Share-based Payment Transactions.

January, 1, 2018

IFRIC Interpretation 22

Foreign Currency Transactions and Advance Consideration.

January, 1, 2018

Amendments to IAS 40

Transfers of Investment Property.

January, 1, 2018

Improvement to IAS 28

Investment in Associates and Joint Ventures: Measuring an associate or joint venture at fair value.

January, 1, 2018

IFRS 9

Financial Instruments.

January, 1, 2018

IFRS 15

Revenue fro Contracts with Customers.

January, 1, 2018

Amendments to IFRS 15

Clarifications to IFRS 15 Revenue fro Contracts with Customers.

January, 1, 2018

IFRS 16

Leases.

January, 1, 2019

IFRC 23

Uncertainty over Income Tax Treatments.

January, 1, 2019

Amendments to IFRS 9

Financial Instruments.

January, 1, 2019

Amendments to IAS 28

Investment in Associates and Joint Ventures

January, 1, 2019

Amendments to IFRS 3

Business combination.

January, 1, 2019

Amendments to IFRS 11

Joint arrangements.

January, 1, 2019

Amendments to IAS 12

Income taxes.

January, 1, 2019

Amendments to IAS 23

Borrowing costs.

January, 1, 2019

 

 

 

 

 

The Company estimates the adoption of these new Standards, Improvements, Amendments and Interpretations mentioned in the table above will not have a material impact on the Consolidated Financial Statements upon initial application, except by the application of IFRS 9, IFRS 15 and IFRS 16 which is described as follows how this affect to the Company:

 

-              In relation with IFRS 9, the Company has made an evaluation of its impacts which included the determination of gaps between criteria of classification and measurement of financial instruments with respect to the criteria currently used and the determination of the impact of moving to a model of expected losses to determine the impairment of its financial assets.

 

F-21


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Based on the evaluation performed it has been determined there are no significant changes that affect the classification and measurement of its financial assets after applying IFRS 9. Nor have impacts on accounting policies been identified for financial liabilities, since the new requirements only affect accounting for liabilities that are designated at fair value through profit or loss, over which the Company, as of December 31, 2017 does not have, nor have there been any debt renegotiations that could be affected by the new clarifications regarding the accounting treatment regarding modification of liabilities.

In relation to the new impairment model, the standard requires the recognition of impairment losses based on expected credit losses (PCE) instead of only credit losses incurred as indicated in IAS 39. Based on the evaluations performed on Trade and other accounts receivable as of December 31, 2017, the Company has estimated that there is no significant impact on the determination of the provision for impairment losses, but the accounting policy will be modified.

 

The date of adoption of this new standard is mandatory as of January 1, 2018. The Company will apply this standard prospectively, using the practical resources allowed by the standard and given that the effects are not significant, the comparative balances for the year 2017 will not be restated.

 

-              In relation with IFRS 15, the basic principle of IFRS 15 is an entity recognizes income from ordinary activities, in a way that represents the transfer of goods or services committed to customers, in exchange for an amount that reflects the compensation, in which the entity, expects to have entitled in change these goods or services. An entity shall recognize revenue from ordinary activities in accordance with that basic principle by applying the following 5 steps which are:

 

                                Step 1 – Identify the contract (or contracts) with the customer.

                                Step 2 - Identify performance obligations in the contract.

                                Step 3 - Determine the price of the transaction.

                                Step 4 - Assign the price of the transaction between performance obligations.

Step 5 - Recognize income from ordinary activities when (or as) the entity satisfies a performance obligation.

               

The Company has carried out an evaluation of the 5 steps indicated above and no new performance obligations have been identified or different from those already presented in the Consolidated Financial Statements and additionally has determined there are no significant changes in the recognition of income, since these are recorded to the extent that it is likely the economic benefits flow to the Company and can be measured reliably, with determined prices that are measured at the fair value of the economic benefits received or to be received, once the performance obligation is satisfied and income is presented net of valued added tax, specific taxes, returns, discounts and rappel.

 

The date of adoption of this new standard is mandatory as of January 1, 2018. The Company will apply this standard prospectively, using the practical resources allowed by the standard and given that the effects are not significant, the comparative balances for the year 2017 will not be restated.

 

-              IFRS 16 about leases requires that the lease contracts currently classified as operational, with maturities greater than 12 months, have an accounting treatment similar to financial leases. In general terms, this means that an asset must be recognized for the right to use the assets subject to operational lease contracts and a liability, equivalent to the present value of the payments associated with the contract. As for the effects on the result, the monthly lease payments will be replaced by the depreciation of the asset and the recognition of a financial expense.

 

At the date of issuance of these Consolidated Financial Statements, the Company is evaluating the impact of the adoption of this leasing standard, including the effects it may have on covenants and other financial indicators.

 

F-22


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

2.2         Basis of nconsolidation

 

Subsidiaries

 

Subsidiaries are entities over which the Company has power to direct their financial and operating policies, which generally is the result of ownership of more than half of the voting rights. Subsidiaries are consolidated from the date on which control was obtained by the Company, and are excluded from consolidation as of the date the Company loses such control.

 

The acquisition method is used for the accounting of acquisition of subsidiaries. The acquisition cost is the fair value of the assets delivered, of the equity instruments issued and of the liabilities incurred or assumed as of the exchange date. The identifiable assets acquired, as well as the identifiable liabilities and contingencies assumed in a business combination are initially valued at their fair value on the acquisition date, regardless the scope of minority interests. 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 this consideration is lower than the fair value of the net assets of the subsidiary acquired, the difference is recognized as income.

 

Joint operations

 

As explained in Note 1 , for the joint arrangements that qualify as joint operations, the Company recognizes its share of the assets, liabilities and income in respect to its interest in the joint operations in accordance with IFRS 11.

 

Intercompany transaction

 

Intercompany transactions, balances and unrealized gains from transactions between the Company’s entities are eliminated in consolidation. Unrealized losses are also eliminated, unless the transaction provides evidence of an impairment of the asset transferred. Whenever necessary, the accounting policies of subsidiaries are amended to ensure uniformity with the policies adopted by the Company.

 

Non-controlling Interest

 

Non-controlling interest is presented in the Equity section of the Consolidated Stament of Financial Position. The net income attributable to equity holder of the parent and non-controlling interest are each disclosed separately in the Consolidated Statement of Income after net income.

 

Investments accounted for using the equity method

 

Joint ventures and associates

 

The Company maintains investments in joint arrangements that qualify as joint ventures, which correspond to a contractual agreement by which two or more parties carry out an economic activity that is subject to joint control, and normally involves the establishment of a separate entity in which each party has a share based on a shareholders’ agreement. In addition, the Company maintains investments in associates which are defined as entities in which the investor does not have significant influence and are not a subsidiary or a joint venture.

 

The Company accounts for its participation in joint arrangements that qualify as joint ventures and in associates using the equity method. The financial statements of the joint venture are prepared for the same year, under accounting policies consistent with those of the Company. Adjustments are made to agree any difference in accounting policies that may exist with the Company’s accounting policies.

 

Whenever the Company contributes or sells assets to companies under joint control or associates, any income or loss arising from the transaction is recognized based on how the asset is realized. When the Company purchases assets from those companies, it does not recognize its share in the income or loss of the joint venture in respect to such transaction until the asset is sold or realized.

 

F-23


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

2.3 Financial information as per operating segments

 

The Company has defined three operating segments which are essentially defined with respect to its revenues in the geographic areas of commercial activity: 1.- Chile, 2.- International business and 3.- Wine.               

 

These operating segments mentioned are consistent with the way the Company is managed and how results will be reported by CCU. These segments reflect separate operating results which are regularly reviewed by chief operating decision maker in order to make decisions about the resources to be allocated to the segment and assess its performance ( See Note 6 ) .

 

The segments performance is measured according to several indicators, of which OR (Adjust Operating Result), OR before Exceptional Items (EI), ORBDA (Adjust Operating Result Before Depreciation and Amortization), ORBDA before EI, ORBDA margin (ORBDA’s % of total revenues for the operating segment), the volumes and Net sales. Sales between segments are conducted using terms and conditions at current market rates.

 

The Company defined the Adjusted Operating Result as the Net incomes (losses) before Other gains (losses), Net financial cost, Equity and income from joint ventures and associates, Foreign currency exchange differences, Results as per adjustment units and Income tax, and the ORBDA, for the Company purposes, is defined as Adjusted Operating Result before Depreciation and Amortization.

 

MSD&A, included Marketing, Selling, Distribution and Administrative expenses.

 

Corporate revenues and expenses are presented separately within the other.

2.4          Foreign currency and unidad de fomento (Adjustment unit)

 

Presentation and functional currency

 

The Company uses the Chilean peso (Ch$ or CLP) as its functional currency and for the presentation of its financial statements. The functional currency has been determined considering the economic environment in which the Company carries out its operations and the currency in which the main cash flows are generated. The functional currency of the Argentinian, Uruguayan and Paraguayan subsidiaries is the Argentine peso, Uruguayan Peso and Paraguayan guarani, respectively. The functional currency of the joint venture and associates in Colombia and Bolivia are the Colombian peso and Bolivian peso, respectively.

 

Transactions and balances

 

Transactions in foreign currencies and adjustment units (“Unidad de Fomento” or “UF”) are initially recorded at the exchange rate of the corresponding currency or adjustment unit as of the date on which the transaction occurs. The Unidad de Fomento (UF) is a Chilean inflation-indexed peso-denominated monetary unit. The UF rate is set daily in advance based on changes in the previous month’s inflation rate. At the close of each Consolidated Statement of Financial Position, the monetary assets and liabilities denominated in foreign currencies and adjustment units are translated into Chilean pesos at the exchange rate of the corresponding currency or adjustment unit. The exchange difference arising, both from the liquidation of foreign currency transactions, as well as from the valuation of foreign currency monetary assets and liabilities, is included in statement of income, in Foreign currency exchange differences, while the difference arising from the changes in adjustment units are recorded in the statement of income as Result as per adjustment units.

 

For consolidation purposes, the assets and liabilities of the subsidiaries whose functional currency is different from the Chilean peso are translated into Chilean pesos by using the exchange rates valid as of the date of the consolidated financial statements, and the exchange differences originated by the translation of the assets and liabilities are recorded in Equity Reserve, under the Currency Translation Reserves item. The income and expense are translated at the monthly average exchange rate for the corresponding terms as differences since there have not been significant fluctuations in the exchange rates during each month.

 

 

F-24


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 
The exchange rates of the primary foreign currencies and adjustment units used in the preparation of the consolidated financial statements as of
December 31, 2017, 2016 and 2015 are detailed as follows:

Chilan Pesos as pero unit of foreign currency or adjustable unit

As of December 31, 2017

As of December 31, 2016

As of December 31, 2015

Ch$

Ch$

Ch$

Foreign currencies

 

 

 

 

 

US Dollar

USD

 

614.75

669.47

710.16

Euros

EUR

 

739.15

705.60

774.61

Argentine Peso

ARS

 

32.96

42.13

54.46

Uruguayan Peso

UYU

 

21.34

22.82

23.71

Canadian Dollar

CAD

 

491.05

498.38

511.50

Sterling Pound

GBP

 

832.09

826.10

1,053.02

Paraguayan Guarani

PYG

 

0.11

0.12

0.12

Bolivians

BS

 

89.61

97.59

103.67

Colombian Peso

COP

 

0.21

0.22

0.22

Adjustment Units

 

 

 

 

 

Unidad de fomento (*)

UF

 

26,798.14

26,347.98

25,629.09

 

 

 

 

 

 

 

(*) The Unidad de Fomento (UF) is a Chilean inflation-indexed, peso-denominated monetary unit. The UF rate is set daily in advance based on changes in the previous month´s inflation rate.

2.5          Cash and cash equivalents

 

Cash and cash equivalents includes available cash, bank balances, time deposits at financial entities, investments in mutual funds and financial instruments acquired under resale agreements, as well as highly liquid short-term investments, all at a fixed interest rate, normally with original maturity of up to three months.

2.6          Other financial assets

 

Other financial assets include money market securities, derivative contracts and time deposits at financial entities maturing in more than 90 days.

2.7          Financial instruments

 

Financial assets

 

The Company recognizes a financial asset in its Consolidated Statement of Financial Position as follows:

 

As of the date of initial recognition, management classifies its financial assets: (i) at fair value through profit and loss (ii) Trade and other current receivables and (iii) hedging derivatives. The classification depends on the purpose for which the financial assets were acquired. For instruments not classified at fair value through Income, any cost attributable to the transaction is recognized as part of the asset’s value.

 

The fair value of instruments that are actively traded in formal markets is determined by the traded price on the financial statement closing date. For investments without an active market, fair value is determined using valuation techniques including (i) the use of recent market transactions, (ii) references to the current market value of another financial instrument of similar characteristics, (iii) discounted cash flows and (iv) other valuation models.

 

After initial recognition, the Company values the financial assets as described below:

 

 

F-25


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

Trade and other current receivables

 

Trade receivable credits or accounts are recognized according to their invoice value.

 

The Company purchases credit insurance covering approximately 90% and 99% of individually significant accounts receivable balances for the domestic market and the international market, of total trade receivable, respectively, net of a 10% deductible.

 

An impairment of accounts receivable balances is recorded when there is an objective evidence that the Company not will be capable to collect amounts according to the original terms. Some indicators that an account receivable has impairment are the financial problems, initiation of a bankruptcy, financial restructuring and age of the balances of our customers.

 

Estimated losses from bad debts are determined by applying different percentages, taking into account maturity factors, until reaching 100% of the balance in most of the debts older than 180 days, with the exception of those cases that in accordance with current policies, losses are estimated due to partial deterioration based on a case by case analysis. Impairment losses are recorded in the Consolidated Statemet of Income in the period incurred.

 

Current trade receivable credits and accounts are initially recognized at their nominal value and are not discounted because they do not differ significantly from their fair value. The Company has determined that the calculation of the amortized cost is not materially different from the invoiced amount because the transactions do not have significant associated costs.

 

Financial liabilities

 

The Company recognizes a financial liability in its Consolidated Statement of Financial Position as follows:

 

Interest-bearing loans and financial obligations

 

Interest-bearing loans and financial obligations are initially recognized at the fair value of the resources obtained, less incurred costs that are directly attributable to the transaction. After initial recognition, interest-bearing loans and obligations are measured at amortized cost. The difference between the net amount received and the value to be paid is recognized in the Consolidated Statement of Income over the term of the loan, using the effective interest rate method.

 

Interest paid and accrued related to loans and obligations used to finance its operations are presented under finance costs.

 

Interest-bearing loans and obligations maturing within twelve months are classified as current liabilities, unless the Company has the unconditional right to defer payment of the obligation for at least a twelve months after the closing date of the Consolidated Financial Statement.

 

Trade and other payables

 

Trade and other payables are initially recognized at nominal value because they do not differ significantly from their fair value. The Company has determined that no significant differences exist between the carrying value and amortized cost using the effective interest rate method.

 

Derivative Instruments

 

All derivative financial instruments are initially recognized at fair value as of the date of the derivative contract and subsequently re-measured at their fair value. Gains and losses resulting from fair value measurement are recorded in the Consolidated Statement of Income as gains or losses due to fair value of financial instruments, unless the derivative instrument is designated as a hedging instrument.

 

Financial Instruments at fair value through profit and loss include financial assets classified as held for trading and financial assets which have been designated as such by the Company. Financial assets are classified as held for trading when acquired for the purpose of selling them in the short term. The fair value of derivative financial instruments that do not qualify for hedge accounting is immediately recognized in the consolidated statement of income under Other gains (losses).  The fair value of these derivatives is recorded under Other financial assets  and Other financial liabilities.

 

Derivative instruments are classified as held for trading unless they are classified as hedge instruments.

 

Derivative instruments classified as hedges are accounted for as cash flow hedges.

 

F-26


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

In order to classify a derivative as a hedging instrument for accounting purposes, the Company documents (i) as of the transaction date or at designation time, the relationship or correlation between the hedging instrument and the hedged item, as well as the risk management purposes and strategies, (ii) the assessment, both at designation date as well as on a continuing basis, whether the derivative instrument used in the hedging is highly transaction effective to offset changes in inception cash flows of the hedged item. A hedge is considered effective when changes in the cash flows of the underlying directly attributable to the risk hedged are offset with the changes in fair value, or in the cash flows of the hedging instrument with effectiveness between 80% to 125%.

 

The total fair value of a hedging derivative is classified as assets or financial liabilities in Other non-current if the maturity of the hedged item is more than 12 months and as other assets or current liabilities if the remaining maturity of the hedged item is less than 12 months. The ineffective portion of these instruments can be viewed in Other gains (losses) of the Consolidated Statements of Income. The effective portion of the change in the fair value of derivative instruments that are designated and qualified as cash flow hedges are initially recognized in Cash Flow Hedge Reserve in a separate component of Equity. The income or loss related to the ineffective portion is immediately recognized in the Consolidated Statement of Income. The amounts accumulated in Equity are reclassified in Income during the same period in which the corresponding hedged item is reflected in the Consolidated Statement of Income. When a cash flow hedge ceases to comply with the hedge accounting criteria, any accumulated income or loss existing in Equity remains in Equity and is recognized when the expected transaction is finally recognized in the Consolidated Statement of Income. When it is estimated that an expected transaction will not occur, the accumulated gain or loss recorded in Equity is immediately recognized in the Consolidated Statement of Income.

 

Deposits for returns of bottles and containers

 

Deposits for returns of bottles and containers corresponds to the liabilities registered by the guarantees of money received from customers for bottles and containers placed at their disposal and represents the value that will be returned to the customer when it returns the bottles to the Company in good condition along with the original invoice. This value is determined by the estimation of the bottles and containers in circulation that are expected to be returned to the Company in the course of time based on the historic experience, physical counts held by clients and independent studies over the quantities that are in the hands of end consumers, valued at the average weighted guarantees for each type of bottles and containers.

 

The Company does not intend to make significant repayment of these deposits within the next 12 months. Such amounts are classified within current liabilities, under the line Other financial liabilities, since the Company does not have the legal ability to defer this payment for a period exceeding 12 months. This liability is not discounted, since it is considered a payable on demand, with the original invoice and the return of the respective bottles and containers and it does not have adjustability or interest clauses of any kind in its origin.

 

2.8           Financial asset impairment
 

As of each financial statement date the Company assesses whether a financial asset or group of financial assets is impaired.

 

The Company assesses impairment of accounts receivable collectively by grouping the financial assets according to similar risk characteristics, which indicate the debtor’s capacity to comply with their obligations under the agreed upon conditions. When there is objective evidence that a loss due to impairment has been incurred in the accounts receivable, the loss amount is recognized in the Consolidated Statement of Income, as Administrative expenses.

 

If the impairment loss amount decreases during subsequent periods and such decrease can be objectively related to an event occurred after recognition of the impairment, the previously recognized impairment loss is reversed.

 

Any subsequent impairment reversal is recognized in Income provided that the carrying amount of the asset does not exceed its value as of the date the impairment was recognized.

 

F-27


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

2.9 Inventories

Inventories are stated at the lower of cost acquisition or production cost and net realizable value. The production cost of finished products and of products under processing includes raw material, direct labor, indirect manufacturing expenses based on a normal operational capacity and other costs incurred to place the products at the locations and in the conditions necessary for sale, net of discounts attributable to inventories.

 

The net realizable value is the estimated sale price in the normal course of business, less marketing and distribution expenses. When market conditions cause the production cost to be higher than its net realizable value, an allowance for assets deterioration is registered for the difference in value. This allowance for inventory deterioration also includes amounts related to obsolete items due to low turnover, technical obsolescence and products withdrawn from the market.

 

The inventories and cost of products sold, is determined using the Weighted Average Cost (WAC). The Company estimates that most of the inventories have a high turnover.

 

The materials and raw materials purchased from third parties are valued at their acquisition cost; once used, they are incorporated in finished products using the WAC methodology.

2.10        Current biological assets

 

Under current Biological assets, the Company includes the costs associated with agricultural activities (grapes), which are capitalized up to the harvesting date, when they become part of the inventory cost for subsequent processes. The Company considers that the costs associated with agricultural activities represent a reasonable approximation to their fair value.

2.11        Other non-financial assets

 

Other non-financial assets mainly includes prepayments associated with advertising related to contracts regarding the making of commercials which are work in progress and have not yet been shown (current and non-current), payments to insurances and advances to suppliers in relation with certain purchases of property, plant and equipment. Additionally it includes disbursements related to tax payments to be recovered from subsidiaries in Argentina, paid guarantees related with leases and materials to be consumed related to industrial safety implements.

2.12        Property, plant and equipment

 

Property, plant and equipment items are recorded at their historic cost, less accumulated depreciation and impairment losses. The cost includes both disbursements directly attributable to the asset acquisition or construction, as well as the financing interest directly related to certain qualified assets, which are capitalized during the construction or acquisition period, as long as these assets qualify for these purposes considering the period necessary to complete and prepare the assets to be operative. Disbursements after the purchase or acquisition are only capitalized when it is likely that the future economic benefits associated to the investment will flow to the Company, and costs may be reasonably measured. Subsequent disbursements related to repairs and maintenance are recorded as expenses when incurred.

 

Depreciation of property, plant and equipment items, including assets under financial lease, is calculated on a straight line basis over the estimated useful lives of property, plant and equipment items, taking into account their estimated residual value. When an asset is formed by significant components with different useful lives, each part is separately depreciated. Property, plant and equipment useful lives and residual values estimates are reviewed and adjusted at each financial statement closing date, if necessary.

 

F-28


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The estimated useful lives of property, plant and equipment are detailed as follows:

 

Type of Assets

Number of years

Land

Indefinite

Buildings and Constructions

20 to 60

Machinery and equipment

10 to 25

Fumiture and accesories

5 to 10

Other equipment (coolers and mayolicas)

5 to 8

Glass containers, and plastic containers

3 to 12

Vines in production

30

 

 

 

Gains and losses resulting from the sale of properties, plants and equipment are calculated comparing their book values against the related sales proceeds and are included in the Consolidated Statement of Income.

 

Biological assets held by Viña San Pedro Tarapacá S.A. (VSPT) and its subsidiaries consist of vines in formation and in production. Harvested grapes are used for subsequent wine production.

 

Vines under production are valued at the historic cost, less depreciation and any impairment loss.

 

 

Depreciation of vines in production is recorded using the straight-line method over the 30-year estimated average production life, which is periodically assessed. Vines in formation are not depreciated until they start producing.

 

Costs incurred in acquiring and planting new vines are capitalized.

 

When the carrying amount of a property, plant and equipment item exceeds its recoverable value, it is immediately written down to its recoverable amount (See Note 2, 2.17) .

 

2.13        Leases

 

Lease agreements are classified as finance leases when the agreement transfers to the Company substantially all the risks and rewards inherent to ownership of the asset, in accordance with IAS 17 “Leases”. For agreements that qualify as finance leases, and an asset and a liability are recognized as of the inception date for a value equivalent to the fair value of the leased asset or the present value of future lease payments, whichever is lower. Subsequently, lease payments are allocated between the finance cost and reduction of the obligation, in order to obtain a constant interest rate on the balance of the obligation.

 

Lease agreements that do not qualify as finance leases are classified as operating leases. Operating lease payments are charged to income using the straight-line method over the term of the lease.

2.14         Investment property

 

Investment property consist of land and buildings held by the Company for the purpose of generating appreciation and not to be used in the normal course of business, and are recorded at historical cost less any impairment loss. Depreciation of investment property, excluding land, is calculated using the straight-line method over the estimated useful life of the asset, taking into account their estimated residual value.

2.15        Intangible assets other than goodwill

 

Commercial trademarks

 

The Company’s commercial trademarks are intangible assets with indefinite useful lives that are presented at historical cost, less any impairment loss. The Company believes that through investing in marketing, trademarks maintain their value, consequently they are considered as having indefinite useful lives and they are not amortizable. These assets are tested for impairment on a yearly basis, or when existing factors indicate a likely loss of value ( Note, 2.17 ).

F-29


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Software program

 

Software program licenses are capitalized at the value of the costs incurred in their acquisition and in preparing the software for use. Such costs are amortized over their estimated useful lives (4 to 7 years). The maintenance costs of software programs are recognized as an expense in the year in which they are incurred.

 

Water rights

 

Water rights acquired by the Company correspond to the right to use existing water from natural sources, and are recorded at their attributed cost as of the date of transition to IFRS. Since such rights are perpetual they are not amortizable, however they are tested for impairment annually, or when factors exist that indicate a likely loss of value ( See Note 2.17 ).

 

Distribution rights

 

Corresponds to rights acquired to distribute different products. These rights are amortized over their estimated useful lives.

 

Research and development

 

Research and development expenses are recognized in the period incurred.

2.16        Goodwill

 

Goodwill represents the excess of the consideration transferred the amount of any non-controlling interes in the acquiree and the acquisition date fair vale of any previous equity interest in the acquiree over the fair value of the net idetificable assets acquiree, and is accounted for at its cost value less accumulated impairment losses. Goodwill related to joint venture acquisitions is included in the investment accounting value.

 

For the purposes of impairment tests, goodwill is assigned Cash Generating Units (CGU) that is expected to benefit from the synergies of a business combination. Each unit or group of units (CGU - See Note 18 ) represents the lowest level inside the Company at which goodwill is monitored for internal administration purposes, which is not larger than a business segment. The cash generating units to which the goodwill is assigned are tested for impairment annually or with a higher frequency, when there are signs indicating that a cash generating unit could experience impairment or some of the significant market conditions have changed.

 

Goodwill in the acquisition of joint ventures is assessed for impairment as part of the investment, provided that there are indications that the investment may be impaired.

 

An impairment loss is recognized for the amount by which the carrying amount of the cash generating unit exceeds its recoverable value, which is the fair value of the cash generating unit, less selling costs or its value in use, whichever is higher.

 

An impairment loss is first allocated to goodwill to reduce its carrying amount, and then to other assets in the cash generating unit. Once recognized, impairment losses are not reversed in following years.

 

 

 

F-30


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

2.17        Impairment of non-financial assets other than goodwill

 

The Company annually assesses the existence of non-financial asset impairment indicators. When indicators exist, the Company estimates the recoverable amount of the impaired asset. If it cannot estimate the recoverable amount of the impaired asset at an individual level, the Company estimates the recoverable amount of the cash generating unit to which the asset belongs.

 

For intangible assets with indefinite useful lives which are not amortized, the Company performs all required testing to ensure that the carrying amount does not exceed the recoverable value.

 

The recoverable value is defined as the fair value, less selling cost or value in use, whichever is higher. Value in use is determined by estimating future cash flows associated to the asset or to the cash generating unit, discounted from its current value by using interest rates before taxes, which reflect the time value of money and the specific risks of the asset. If the carrying amount of the asset exceeds its recoverable amount, the Company records an impairment loss in the Statement of Income.

 

For the rest of non-financial assets other than goodwill and intangibles with indefinite useful lives, the Company assesses the existence of impairment indicators when an event or change in business circumstances indicates that the carrying amount of the asset may not be recoverable and impairment is recognized when the carrying amount is higher than the recoverable value.

 

The Company annually assesses whether the impairment indicators of non-financial assets for which impairment losses were recorded during prior years have disappeared or decreased. In the event of such situation, the recoverable amount of the specific asset is recalculated and its carrying amount is increased, if necessary. Such increase is recognized in the Statement of Income as reversal of impairment losses. The increase in the value of the previously impaired asset is recognized only when it is originated by changes in the assumptions used to calculate the recoverable amount. The increase in the asset due to reversal of the impairment loss is limited to the amount that would have been recorded had the impairment not occurred.

2.18        Non-current assets of disposal groups classified as held for sale

 

The Company register as non-current assets of disposal groups classified as held for sale as Property, plant and equipment expected to be sale, for which active sale negotiations have begun.

 

These assets are measured at the lower of their carrying amount and the estimated fair value, less selling costs. From the moment in which the assets are classified as non-current assets of disposal group classified held for sale they are no longer depreciated.

2.19        Income taxes

 

The income tax account is composed of current income tax associated to legal income tax obligations and deferred taxes recognized in accordance with IAS 12. Income tax is recognized in the Consolidated Statement of Income by Function, except when it is related to items recorded directly in Equity, in which case the tax effect is also recognized in Equity.

 

Income Tax Obligation

 

Income tax obligations are recognized in the financial statements on the basis of the best estimates of taxable profits as of the financial statement closing date, and the income tax rate valid as of that date in the countries where the Company operates.

 

Deferred Tax

 

Deferred taxes are those the Company expects to pay or to recover in the future, due to temporary differences between the carrying amount of assets and liabilities (carrying amount for financial reporting purposes) and the corresponding tax basis of such assets and liabilities used to determine the profits subject to taxes. Deferred tax assets and liabilities are generally recognized for all temporary differences, and they are calculated at the rates that will be valid on the date the liabilities are paid or the assets realized.

 

 

F-31


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Deferred tax is recognized on temporary differences arising from investments in subsidiaries and associates, except in cases where the Company is able to control the date on which temporary differences will be reversed, and it is likely that they will not be reverted in the foreseeable future. Deferred tax assets, including those arising from tax losses are recognized provided it is likely that in the future there will be taxable profits against which deductible temporary differences can be offset.

 

Deferred tax assets and liabilities are offset when there is a legal right to offset tax assets against tax liabilities, and the deferred tax is related to the same taxable entity and the same tax authority.

2.20        Employees benefits

 

Employees Vacation

 

The Company accrues the expense associated with staff vacation when the employee earns the benefit.

 

Employees Bonuses

 

The Company recognizes a liability and an expense for bonuses when it’s contractually obligated, it is estimated that, depending on the income requirement at a given date, bonuses will be paid out at the end of the year.

 

Severance Indemnity

 

The Company recognizes a liability for the payment of irrevocable severance indemnities, originated from the collective and individual agreements entered into with employees. Such obligation is determined based on the actuarial value of the accrued cost of the benefit, a method which considers several factors in the calculation, such as estimates of future continuance, mortality rates, future salary increases and discount rates. The determined value is shown at its present value by using the accrued benefits for years of service method. The discount rates are determined by reference to market interest rates curves. The current losses and gains are directly recorded in Income.

 

According to the amendment of IAS 19, the actuarial gains and losses are recognized directly in Other Comprehensive Income, under Equity and, according to the accounting policies of the Company, financial costs related to the severance indemnity are directly recorded under Financial cost in the Consolidated Statement of Income.

2.21        Provisions

 

Provisions are recognized when: (i) the Company has a current legal or implicit obligation, as a result of past events, (ii) it is probable that monetary resources will be required to settle the obligation and (iii) the amounts can be reasonably established. The amounts recognized as provisions as of the financial statement closing date, are Management’s best estimates, and consider the necessary disbursements to liquidate the obligation.

 

The concepts used by the Company to establish provisions charged against income correspond mainly to civil, labor and taxation proceedings that could affect the Company ( See Note 23 ).

2.22        Revenue recognition

 

Revenue is recognized when it is likely that economic benefits will flow to the Company and these can be reliably measured. Income is measured at the fair value of the economic benefits received or to be received, and is presented net of valued added tax, specific taxes, returns, discounts and rebates.

 

Goods sold are recognized after the Company has transferred to the buyer all the risks and benefits inherent to ownership of the goods, and it do not have the right to dispose of them. In general, this means that sales are recorded when the risks and benefits of ownership are transferred to the customer, pursuant to the terms agreed in the commercial agreements.

 

Sale of products in the domestic market

 

The Company obtains its revenues, both in Chile and Argentina, mainly from the sales of beers, soft drinks, mineral waters, purified water, nectars, wines, cider and spirits, products that are distributed through retail establishments, wholesale distributors and supermarket chains, and none of which act as commercial agents of the Company. Such revenues in the domestic markets, net of the value added tax, specific taxes, returns, discounts and rebates to clients, are recognized when products are delivered, together with the transfer of all risks and benefits related to them.

 

 

F-32


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Exports

 

In general, the Company’s sales delivery conditions are the basis for revenue recognition related to exports.

 

The structure of revenue recognition is based on the grouping of Incoterms, mainly in the following groups:

 

•              "FOB (Free on Board) shipping point", by which the buyer organizes and pays for transportation, consequently the sales occurs and revenue is recognized upon delivery of the merchandise to the transporter hired by the buyer.

 

•              “CIF (Cost, Insurance & Freight) and similar", by which the Company organizes and pays for external transportation and some other expenses, although CCU ceases being responsible for the merchandise after delivering it to the marine or air shipping company in accordance with the relevant terms. The sale occurs and revenue is recognized upon the delivery of merchandise at the port of destination.

 

In case of discrepancies between the commercial agreements and Incoterms, the former shall prevail.

2.23        Commercial agreements with distributors and supermarket chains

 

The Company enters into commercial agreements with its clients, distributors and supermarkets through which they establish: (i) volume discounts and other client variables, (ii) promotional discounts that correspond to an additional rebate on the price of the products sold due to commercial initiatives development (temporary promotions), (iii) payment  for services and rendering of counter-services (advertising and promotional agreements, use of preferential spaces and others) and (iv) shared advertising, which corresponds to the Company’s participation in advertising campaigns, promotional magazines and opening of new sales locations.

 

Volume discounts and promotional discounts are recognized as a reduction in the selling price of the products sold. Shared advertising contributions are recognized when the advertising activities agreed upon with the distributor have been carried out, and they are recorded as marketing expenses incurred, under Other expenses by function.

 

Commitments with distributors or importers in the exports area are recognized on the basis of existing trade agreements.

2.24        Cost of sales of products

 

Cost of sales includes the production cost of the products sold and other costs incurred to place inventories at the locations and under the conditions necessary for the sale. Such costs mainly include raw materials costs, packing costs, production staff labor costs, production-related asset depreciation, returnable bottles depreciation, license payments, operating costs and plant and equipment maintenance costs.

2.25        Other expenses by function

 

Other expenses by function mainly include advertising and promotion expenses, depreciation of assets sold, selling expenses, marketing costs (sets, signs, neon signs at customer facilities) and marketing and sales staff remuneration and compensation.

2.26         Distribution expenses

 

Distribution costs include all the necessary costs to deliver products to customers.

2.27        Administrative expenses

 

Administrative expenses include support unit staff remuneration and compensation, depreciation of offices, equipment, facilities and furniture used for these functions, non-current asset amortization and other general and administrative expenses.

 

 

F-33


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

2.28        Environment liabilities

 

Environmental liabilities are recorded based on the current interpretation of environmental laws and regulations, or when an obligation is likely to occur and the amount of such liability can be reliably calculated.

 

Disbursements related to environmental protection are charged to the Consolidated Statements of Income by Function as incurred, except for investments in infrastructure designed to comply with environmental requirements, which are accounted for following the accounting policies for property, plant and equipment.

 

 

Note 3 Estimates and application of professional judgment

 

The preparation of Financial Statement requires estimates and assumptions from Management affecting the amounts included in the Consolidated Financial Statements and their related notes. The estimates made and the assumptions used by the Company are based on historical experience, changes in the industry and the information supplied by external qualified sources. Nevertheless, final results could differ from the estimates under certain conditions.

 

Significant estimates and accounting policies are defined as those that are important to correctly reflect the Company’s financial position and income, and/or those that require a high level of judgment by Management.

 

The primary estimates and professional judgments relate to the following concepts:

 

•              The valuation of goodwill acquired to determine the existence of losses due to potential impairment (Note 2, 2.16 and Note 18) .

•              The valuation of commercial trademarks to determine the existence of potential losses due to potential impairment (Note 2, 2.17 and Note 17) .

•              The assumptions used in the current calculation of liabilities and obligations to employees (Note 2, 2.20 and Note 25) .

•              Useful lives of property, plant and equipment (Note 2,12 and Note 19) and intangibles (Note 2, 2.15 and Note 17) .

•              The assumptions used for calculating the fair of value financial instruments (Note 2, 2.7 and Note 7) .

•              The likelihood of occurrence and amounts estimated in an uncertain or contingent manner (Note 2, 2.21 and Note 23) .

•              The valuation of current Biological assets (Note 2, 2.10 and Note 13) .

 

Such estimates are based on the best available information of the events analyzed to date in these consolidated financial statements.

 

However, it is possible that events that may occur in the future may result in adjustments to such estimates, which would be recorded prospectively.

 

Note 4 Accounting changes

 

During the year ended on December 31, 2017, there have been no significant changes in the use of accounting principles or relevant changes in any accounting estimates with regard to previous years that have affected these consolidated financial statements.

 

 

 

F-34


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 5      Risk Administration

 

Risk administration

 

In companies where CCU has a controlling interest, the Company’s Administration and Finance Management provides a centralized service for the group’s companies to obtain financing and administration of exchange rates, interest rates, liquidity, inflation, raw materials and credit risks. Such activity operates in accordance with a framework of policies and procedures, which is regularly reviewed to ensure it fulfills the purpose of managing the risks originated by business needs.

 

In companies with a non-controlling interest (VSPT, CPCh, Aguas CCU-Nestlé, Bebidas del Paraguay S.A. and Cervecería Kunstmann) the responsibility for this service lies with the respective Board of Directors and respective Administration and Finance Management Area. When applicable, the Board of Directors and Directors Committee has the final responsibility for establishing and reviewing the risk administration structure, as well as for the reviewing significant changes made to risk management policies.

 

In accordance with financial risk policies, the Company uses derivative instruments only for the purpose of hedging exposure to interest rate and exchange rate risks arising from the Company’s operations and its sources of financing. The Company does not acquire derivative instruments for speculative or investment purposes. Nevertheless, some derivatives are not treated as hedges for accounting purposes because they do not qualify as such. Transactions with derivative instruments are exclusively carried out by Administration and Finance staff and Internal Audit Management regularly reviews the control environment of this function. Relationships with credit rating agencies and monitoring of financial restrictions (covenants) are also managed by Administration and Finance.

 

The Company’s main risk exposure is related to exchange rates, interest rates, inflation and raw materials prices (commodities), taxes, trade accounts receivable and liquidity. Several types of financial instruments are used to manage the risk originated by these exposures.

 

For each of the following points, where applicable, the sensitivity analyses developed are merely for illustration purposes, since in practice the sensitized variables rarely change without affecting each other and without affecting other factors that were considered as constant and which also affect the Company’s financial position and results.

 

Exchange rate risk

 

The Company is exposed to exchange rate risks originated by: a) its net exposure to foreign currency assets and liabilities, b) exports sales, c) the purchase of raw materials, products and capital investments in foreign currencies, or indexed in such currencies, and d) the net investment of subsidiaries in foreign countries. The Company’s greatest exchange rate exposure is to the variation in the Chilean peso as compared to the US Dollar, Euro, Argentinean Peso, Uruguayan Peso, Paraguayan Guarani, Bolivian Peso and Colombian Peso.

 

As of December 31, 2017, the Company maintained foreign currency obligations amounting to ThCh$ 67,918,376 (ThCh$ 49,694,209 in 2016), mostly denominated in US Dollars. Foreign currency obligations (ThCh$ 10,945,398 in 2017 and ThCh$ 6,352,391 in 2016) represent 6% (4% in 2016) of total other financial liabilities. The remaining 94% (96% in 2016) is mainly denominated in Unidades de Fomento (inflation-indexed Chilean monetary unit - see inflation risk section). In addition, the Company has assets in foreign currency in the amount of ThCh$ 140,762,339 (ThCh$ 102,106,624 in 2016) that mainly correspond to net investments of subsidiaries in foreign countries and export accounts receivable.

 

Regarding the operations of foreign subsidiaries, the net liability exposure in US Dollars and other currencies amounts to ThCh$ 7,984,180 (net asset exposure of ThCh$ 3,806,104 in 2016).

 

To protect the value of the net foreign currency assets and liabilities position of its Chilean operations, the Company enters into derivative contracts (currency forwards) to ease any variation in the Chilean peso as compared to other currencies.

 

As of December 31, 2017, the net exposure of the Company in Chile in foreign currencies, after the use of derivative instruments, is assets in the amount of ThCh$ 1,026,554 (assets in the amount of ThCh$ 3,808,526 as of December 31, 2016).

 

As of December 31, 2017, of the Company’s total sales, both in Chile and abroad, 7% (8% in 2016) corresponds to export sales in foreign currencies, mainly US Dollars and Euros and approximately 62% (63% in 2016 and 54% in 2015) of total costs correspond to raw materials and products purchased in foreign currencies, or indexed to such currencies. The Company does not hedge the possible variations in the expected cash flows from such transactions.

 

F-35


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The Company is also exposed to fluctuations in exchange rates relating to the conversion from Argentine Peso, Uruguayan Peso, Paraguayan Guarani, Bolivian Peso and Colombian Peso to Chilean Pesos with respect to assets, liabilities, income and expenses of its subsidiaries in Argentina, Uruguay and Paraguay, associates in Bolivia and joint venture in Colombia. The Company does not hedge the risks associated to the conversion of its subsidiaries, whose effects are recorded in equity.

 

As of December 31, 2017, the net investment in foreign subsidiaries, associates and joint ventures amounts to ThCh$ 133,134,842, ThCh$ 7,406,020 and ThCh$ 71,070,399 respectively (ThCh$ 135,001,540, ThCh$ 8,249,048 and ThCh$ 35,449,038 in 2016).

 

Exchange rate sensitivity analysis

 

The effect of foreign currency translation differences recognized in the Consolidated Statement of Income for the year ended as of December 31, 2017, related to assets and liabilities denominated in foreign currency, was a loss of ThCh$ 2,563,019 (income of ThCh$ 456,995 in 2016 and ThCh$ 957,565 in 2015). Considering exposure as of December 31, 2017, and assuming a 10% increase (or decrease) in the exchange rate, and keeping constant all other variables such as interest rates constant, it is estimated that the effect on the Company’s income would be a loss after taxes of ThCh$ 76,478 (income of ThCh$ 289,448 in 2016 and a loss of ThCh$ 58,687 in 2015).

 

Considering that approximately 7% of the Company’s sales revenue comes from export sales carried out in Chile (8% in 2016 and 8% in 2015), in currencies other than the Chilean Peso, and that approximately 62% (63% in 2016 and 54% in 2015) of the Company’s direct costs are in or indexed to the US Dollar and assuming that the functional currencies will appreciate or (depreciate) by 10% in respect to the US Dollar, and keeping all other variables constant, the hypothetical effect on the Company’s income would be a loss after taxes of ThCh$ 18,772,323 (ThCh$ 13,908,457 in 2016 and ThCh$ 10,380,193 in 2015).

 

The Company can also be affected by changes in the exchange rate of the countries where its foreign subsidiaries operate, since income is converted to Chilean Pesos at the average exchange rate of each month. The operating income of foreign subsidiaries as of December 2017 was net income of ThCh$ 46,395,488 (ThCh$ 32,507,630 in 2016 and ThCh$ 32,141,475 in 2015). Therefore, a depreciation (or appreciation) of 10% in the exchange rate of the Argentine Peso, the Uruguayan Peso and the Paraguayan Guarani against the Chilean Peso, would result in a loss (income) before taxes of ThCh$ 4,639,549 (ThCh$ 3,250,763 in 2016 and ThCh$ 3,214,147 in 2015).

 

The net investment in foreign subsidiaries, associates and joint ventures amounted to ThCh$ 133,134,842, ThCh$ 7,406,020 and ThCh$ 71,070,399, respectively (ThCh$ 135,001,540, ThCh$ 8,249,048 and ThCh$ 35,449,038 in 2016). Assuming a 10% increase or decrease in the Argentine Peso, Uruguayan Peso, Paraguayan Guarani, Bolivian Peso and Colombian Peso against the Chilean Peso, and maintaining all other variables constant, the increase (decrease) would hypothetically result in net income (loss) of ThCh$ 21,161,126 (ThCh$ 17,869,963 in 2016 and ThCh$ 16,655,069 in 2015) recorded as a credit (charge) to equity.

 

The company does not hedge risks associated to currency conversion of the financial statements of its subsidiaries that have a different functional currency, whose effects are recorded in equity.

 

Interest rates risk

 

Interest rate risk mainly originates from the Company’s financing sources. The main exposure is related to variable interest rate obligations indexed to the London Inter Bank Offer Rate (“LIBOR”) and the Buenos Aires Deposits of Large Amounts Rate (“BADLAR”).

 

As of December 31, 2017, the Company had a total ThCh$ 6,560,842 in variable interest debt (ThCh$ 8,695,713 in 2016). Consequently, as of December 31, 2017, the company’s financing structure is made up (without considering the effects of cross currency swaps) of approximately 3% (5% in 2016) debt with variable interest rate, and 97% (95% in 2016) in debt with fixed interest rates.

 

To manage interest rate risk, the Company has a policy intended to reduce the volatility of its finance cost, and maintain an ideal percentage of its debt in fixed rate instruments. The financial position is mainly set by the use of short-term and long-term debt, as well as derivative instruments such as cross currency interest rate swaps and cross interest rate swaps.

 

 

 

F-36


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2017, after considering the effect of interest rates and currency swaps, approximately 99% (97% in 2016) of the Company’s debt is at fixed interest rates.

 

The terms and conditions of the Company’s obligations as of December 31, 2017, including exchange rates, interest rates, maturities and effective interest rates, are detailed in Note 21.

 

Interest rates sensitivity analysis


The total financial cost recognized in the Consolidated Statement of Income for the twelve months ended as of December 31, 2017, related to short and long-term debt amounted to ThCh$ 24,166,313 (ThCh$ 20,307,238 in 2016 and ThCh$ 23,101,329 in 2015). Assuming a reasonably possible increase of 100 bps in variable interest rates and maintaining all other variables constant, the increase would hypothetically result in a loss before taxes of ThCh$ 17,176 (ThCh$ 48,700 in 2016 and ThCh$ 42,664 in 2015).

 

Inflation risk

 

The Company maintains a series of agreements indexed to Unidades de Fomento* (UF) with third parties, as well as UF indexed financial debt, which means that the Company is exposed to fluctuations in the UF, generating an increase in the value of those agreements and liabilities if the UF increases due to inflation. This risk is partially mitigated by the Company’s policy of keeping net sales per unit in UF constant as long as the market conditions allow it, and taking cross currency swaps if the market conditions are favorable to the Company.

 

* The Unidad de Fomento (UF) is a Chilean inflation-indexed, peso-denominated monetary unit. The UF rate is set daily based on changes in the previous month´s inflation rate.

 

Inflation sensitivity analysis

 

Income from indexation units recognized in the Consolidated Statement of Income for the twelve-months ended as of December 31, 2017, related to UF indexed short and long-term debt, is a loss of ThCh$ 110,539 (ThCh$ 2,246,846 in 2016 and ThCh$ 3,282,736 in 2015). Assuming a reasonably possible 3% increase (decrease) in the Unidad de Fomento and keeping all other variables such as interest rates constant, the aforementioned increase (decrease) would hypothetically result in a loss (income) of ThCh$ 1,419,965 (ThCh$ 3,065,645 in 2016 and ThCh$ 3,065,747 in 2015) in the Consolidated Statement of Income.

 

Raw material price risk

 

The main exposure to raw materials price variation is related to barley, malt, and cans used in the production of beer, concentrates, sugar and plastic containers used in the production of soft drinks and bulk wine and grapes for the manufacturing of wine and spirits.

 

Barley, malt and cans

 

In Chile, the Company obtains its barley (until 2016) and malt supply both from local producers and the international market. Long-term supply agreements are entered into with local producers where the barley price is set annually according to market prices, which are used to determine the price of malt according to the agreements. The purchase commitments made expose the Company to a raw materials price fluctuation risk. During 2017, the Company in Chile did not adquire barley (13.914 tons in 2016) and 68.000 tons of malt (61.753 tons en 2016).  CCU Argentina acquires malt mainly from local producers. Such raw materials represent approximately 6% (7% in 2016 and 9% in 2015) of the direct cost of the Chile operating segment.

 

Of the costs of the Chile operating segment, the cost of cans represents approximately 12% of direct costs (15% in 2016 and 12% in 2015), whereas in the International Business operating segment, the cost of cans represent approximately 33% of direct raw materials costs in 2017 (34% in 2016 and 30% in 2015).

 

F-37


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Concentrates, Sugar and plastic containers

 

The main raw materials used in the production of non-alcoholic beverages are concentrates, which are mainly acquired from licensees, sugar and plastic resin for the manufacturing of plastic bottles and containers. The Company is exposed to price fluctuation risks involving these raw materials, which jointly represent approximately 29% (30% in 2016 and 29% in 2015) of the direct cost of the Chile Operating segment. The company does not engage in hedging raw materials purchases.

 

Grapes and wine

 

The main exposure to changes in raw material prices is related to the supply of bulk wine and grapes for making wine.

 

The main raw materials used by subsidiary VSPT for wine production are grapes harvested from its own production and grapes and wine acquired from third parties through long-term and spot contracts. For the last 12 months, approximately 22% (26% in 2016) of VSPT’s total wine supply comes from its own vineyards. When analyzing only the export market, given our focus on this market, approximately 34% (40% in 2016) of the total wine supply comes from our own vineyards.

 

The remaining 78% (74% in 2016) supply is purchased from third parties through long-term and spot contracts. For the last 12 months, subsidiary VSPT acquired 69% (64% in 2016) of the necessary grapes and wine from third parties through spot contracts. It also acquired 9% (11% in 2016) of its grape needs through long-term agreements.

 

We must consider that as of December 31, 2017, wine represents 61% (56% in 2016) of the total direct cost of the Wine operating segment, meaning that the supplies purchased from third parties represents 42% (36% in 2016) of direct costs.

 

 

Raw material price sensitivity Analysis

 

Total direct costs in the Consolidated Statement of Income for the twelve months ended as of December 31, 2017, amount to ThCh$ 586,223,676 (ThCh$ 540,692,964 in 2016 and ThCh$ 485,391,583 in 2015). Assuming a reasonably possible 8% increase (decrease) in the direct cost of each operating segment and keeping all other variables such as exchange rates constant, the aforesaid increase (decrease) would hypothetically result into a loss (income) before taxes of  ThCh$ 28,604,884 (ThCh$ 28,076,333 in 2016 and ThCh$ 24,078,370 in 2015) for the Chile operating segment, ThCh$ 10,404,929 (ThCh$ 8,089,082 in 2016 and ThCh$ 8,444,331 in 2015) for the International Business operating segment and ThCh$ 8,215,317 (ThCh$ 7,722,786 in 2016 and ThCh$ 6,736,734 in 2015) for the Wine operating segment.

 

Credit risk

 

The credit risk which the Company is exposed to originates from: a) trade accounts receivable from retail customers, wholesale distributors and supermarket chains in the domestic market; b) accounts receivable from exports; and c) financial facilities maintained with Banks and financial institutions, such as demand deposits, mutual fund investments, instruments acquired under resale commitments and derivatives.

 

Domestic market

 

The credit risk related to trade accounts receivable from domestic markets is managed by Credit and Collections Management, and is monitored by the Credit Committee of each business unit. The domestic market mainly refers to accounts receivable in Chile and represents 59% of total trade accounts receivable (55% in 2016). The Company has a wide base of customers that are subject to the policies, procedures and controls established by the Company. Credit limits are established for all customers on the basis of an internal rating and their payment behavior. Outstanding trade accounts receivable are regularly monitored. In addition, the Company purchases credit insurance that covers 90% of individually significant accounts receivable balances, coverage that as of December 31, 2017, is equivalent to 88% (88% in 2016) of total accounts receivable.

 

Overdue but not impaired trade accounts receivable are customers that are less than 30 days overdue (33 days in 2016).

 

As of December 31, 2017, the Company has approximately 1,205 customers (1,078 customers in 2016) with more than Ch$ 10 million in debt each, which altogether represent approximately 85% (84% in 2016) of total trade accounts receivable. There are 240 customers (224 customers in 2016) with balances in excess of Ch$ 50 million each, representing approximately 74% (74% in 2016) of the total accounts receivable. 94% (91% in 2016) of those accounts receivable are covered by credit insurance.

 

F-38


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The Company sells its products through retail customers, wholesale distributors and supermarket chains, with a credit worthiness of 99% (99% in 2016).

 

As of December 31, 2017, the Company has no significant guarantees from its customers.

 

The Company believes that no additional credit risk provisions other than the individual and collective provisions determined as of December 31, 2017, that amount to ThCh$ 4,154,752 (ThCh$ 3,837,914 in 2016) are needed since a large percentage of these are covered by insurance.

 

Exports market

 

The credit risk related to accounts receivable from exports is managed by the Head of Credit and Collections at VSPT and is monitored by VSPT Administration and Finance Management. VSPT's export trade accounts receivable represent 14% of total trade accounts receivable (11% in 2016). The Company has a wide base of customers, in more than eighty countries, which are subject to the policies, procedures and controls established by the Company. In addition, the Company acquires credit insurance to cover 99.7% (99% in 2016) of individually significant accounts receivable; and as of December 2017 more than 90% (91% in 2016) of total accounts receivable are covered. Pending payments of trade accounts receivable are regularly monitored. Apart from the credit insurance, having diversified sales in different countries decreases the credit risk.

 

As of December 31, 2017, there were 63 customers (76 customers in 2016) with more than ThCh$ 65,000 of debt each, which represent 91% (91% in 2016) of VSPT’s total export market accounts receivable.

 

Overdue, but not impaired, trade accounts receivable are customers that are less than 20 days overdue (32 days in 2016).

 

The Company believes that no credit risk provisions are necessary other than the individual and collective provisions determined as of December 31, 2017. See analysis of accounts receivable aging and losses due to impairment of accounts receivables ( Note 10 ).

 

Financial investments and derivatives

 

Financial investments correspond to time deposits, financial instruments acquired with repurchase agreements at a fixed interest rate, maturing in less than 3 months placed in financial institutions in Chile, so they are not exposed to significant market risks. Derivatives are measured at fair value and traded only in the Chilean market

 

Tax Risk

 

Our businesses are taxed with different duties, particularly with excise taxes on the consumption of alcoholic and non-alcoholic beverages. An increase in the rate of these or any other tax could negatively affect our sales and profitability.

 

Liquidity risk

 

The Company manages liquidity risk at a consolidated level. Cash flows from operating activities are the main source of liquidity. Additionally, the Company has the ability to issue debt and equity instruments in the capitals market based on our needs.

 

In order to manage short-term liquidity, the Company considers projected cash flows for a twelve-month moving period and maintains cash and cash equivalents available to meet its obligations.

 

Based on current operating performance and its liquidity position, the Company estimates that cash flows from operating activities and available cash will be sufficient to finance working capital, capital investments, interest payments, dividend payments and debt payment requirements for the next 12-month period and in the foreseeable future.

 

 

F-39


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The Company’s financial liabilities expiring as of December 31, 2017 and 2016, based on non-discounted contractual cash flows are summarized as follows:

 

As of December 31, 2017

Book value (*)

Contractual flows maturities

0 to 3 months

3 months to 1 year

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities no derivative

 

 

 

 

 

 

 

Bank borrowings

   98,510,577

    5,159,746

   22,871,796

   23,799,505

   60,322,863

               -  

 112,153,910

Bond payable

   72,782,747

    1,127,076

    4,523,346

   18,137,303

   19,380,469

   48,315,616

   91,483,810

Financial leases obligations

   17,814,875

       354,543

    1,034,396

    2,552,580

    2,551,761

   27,644,377

   34,137,657

Deposits for return of bottles and containers

   13,228,328

               -  

   13,228,328

               -  

               -  

               -  

   13,228,328

Sub-Total

 202,336,527

    6,641,365

   41,657,866

   44,489,388

   82,255,093

   75,959,993

 251,003,705

Hedgin derivative

 

 

 

 

 

 

 

Derivative hedge liabilities

   10,416,675

   10,416,675

               -  

               -  

               -  

               -  

   10,416,675

Liability coverage

     1,840,188

       698,685

    1,142,524

               -   

               -  

               -  

     1,841,209

Sub-Total

   12,256,863

   11,115,360

    1,142,524

               -  

               -  

               -  

   12,257,884

Total

 214,593,390

   17,756,725

   42,800,390

   44,489,388

   82,255,093

   75,959,993

 263,261,589

 

 

As of December 31, 2016

Book value (*)

Contractual flows maturities

0 to 3 months

3 months to 1 year

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities no derivative

 

 

 

 

 

 

 

Bank borrowings

   68,685,959

    8,567,124

   34,661,755

   31,604,772

       626,411

               -  

   75,460,062

Bond payable

   74,086,739

    1,108,143

    4,551,720

   13,401,920

   19,666,590

   56,878,538

   95,606,911

Financial leases obligations

   17,716,869

       368,052

    1,050,810

    2,603,315

    2,305,704

   28,638,952

   34,966,833

Deposits for return of bottles and containers

   13,015,723

               -  

   13,015,723

               -  

               -  

               -  

   13,015,723

Sub-Total

 173,505,290

   10,043,319

   53,280,008

   47,610,007

   22,598,705

   85,517,490

 219,049,529

Hedgin derivative

 

 

 

 

 

 

 

Derivative hedge liabilities

   11,118,676

   11,118,676

               -  

               -  

               -  

               -  

   11,118,676

Sub-Total

   11,118,676

   11,118,676

               -  

               -  

               -  

               -  

   11,118,676

Total

 184,623,966

   21,161,995

   53,280,008

   47,610,007

   22,598,705

   85,517,490

 230,168,205

(*) View current and non-current book value in Note 7 .

 

 

 

F-40


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 6 Financial Information as per operating segments

 

The Company has defined three Operating segments, essentially defined with respect to its revenues in the geographic areas of commercial activity: 1. Chile, 2. International business and 3. Wine.

These Operating segments mentioned are consistent with the way the Company is managed and how results are reported by CCU. These segments reflect separate operating results which are regularly reviewed by the chief operating decision maker in order to make decisions about the resources to be allocated to the segment and assess its performance.

Operating segment


Products and services

Chile

Beers, non-alcoholic beverages, spirits  and SSU.

International Business

Beers, cider, non-alcoholic beverages and spirits in Argentina, Uruguay and Paraguay.

Wines

Wines, mainly in export markets to more 80 countries.

 

 

Corporate revenues and expenses are presented separately within the Other, in addition in the other presents the elimination of transactions between segments.

The Company does not have any customers representing more than 10% of consolidated revenues.

The detail of the segments is presented in the following tables:

 

F-41


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

a)      Information as per operating segments for the years ended  December 31, 2017 and 2016 :

 

 

Chile

International Business

Wines

Others

Total

 

2017

2016

2017

2016

2017

2016

2017

2016

2017

2016

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Sales revenue external customers

1,020,763,055

973,220,715

457,178,413

366,778,056

200,455,713

195,322,270

-

-

1,678,397,181

1,535,321,041

Other income

14,667,777

15,630,481

2,740,533

2,783,615

3,105,064

5,851,015

(549,761)

(688,444)

19,963,613

23,576,667

Sales revenue between segments

11,688,658

8,524,493

398,100

546,972

893,005

228,767

(12,979,763)

(9,300,232)

-

-

Net sales

1,047,119,490

997,375,689

460,317,046

370,108,643

204,453,782

201,402,052

(13,529,524)

(9,988,676)

1,698,360,794

1,558,897,708

  Change %

5.0

-

24.4

-

1.5

-

-

-

8.9

-

Cost of sales

(483,604,499)

(471,151,686)

(190,387,412)

(157,485,547)

(126,244,373)

(112,938,261)

1,497,629

(244,422)

(798,738,655)

(741,819,916)

  % of Net sales

46.2

47.2

41.4

42.6

61.7

56.1

-

-

47.0

47.6

Gross margin

563,514,991

526,224,003

269,929,634

212,623,096

78,209,409

88,463,791

(12,031,895)

(10,233,098)

899,622,139

817,077,792

  % of Net sales

53.8

52.8

58.6

57.4

38.3

43.9

-

-

53.0

52.4

MSD&A (1)

(383,169,121)

(373,407,847)

(225,341,789)

(191,413,501)

(53,941,735)

(52,007,092)

(6,330,835)

(2,714,311)

(668,783,480)

(619,542,751)

  % of Net sales

36.6

37.4

49.0

51.7

26.4

25.8

-

-

39.4

39.7

Other operating income (expenses)

2,438,416

1,734,871

678,153

(394,820)

251,765

732,689

687,209

1,043,939

4,055,543

3,116,679

Adjusted operating result  (2)

182,784,286

154,551,027

45,265,998

20,814,775

24,519,439

37,189,388

(17,675,521)

(11,903,470)

234,894,202

200,651,720

  Change %

18.3

-

117.5

-

(34.1)

-

-

-

17.1

-

  % of Net sales

17.5

15.5

9.8

5.6

12.0

18.5

-

-

13.8

12.9

Net financial expense

-

-

-

-

-

-

-

-

(19,115,361)

(14,627,170)

Equity and income of associates and joint ventures

-

-

-

-

-

-

-

-

(8,914,097)

(5,560,522)

Foreign currency exchange differences

-

-

-

-

-

-

-

-

(2,563,019)

456,995

Results as per adjustment units

-

-

-

-

-

-

-

-

(110,539)

(2,246,846)

Other gains (losses)

-

-

-

-

-

-

-

-

(7,716,791)

(8,345,907)

Income before taxes

 

 

 

 

 

 

 

 

196,474,395

170,328,270

Tax income (expense)

               

(48,365,976)

(30,246,383)

Net income for year

 

 

 

 

 

 

 

 

148,108,419

140,081,887

Non-controlling interests

               

18,501,066

21,624,399

Net income attributable to equity holders of the parent

 

 

 

 

 

 

 

 

129,607,353

118,457,488

Depreciation and amortization

64,807,818

61,736,849

15,568,301

11,928,705

7,505,440

7,078,872

4,317,945

2,783,619

92,199,504

83,528,045

ORBDA (3)

247,592,104

216,287,876

60,834,299

32,743,480

32,024,879

44,268,260

(13,357,576)

(9,119,851)

327,093,706

284,179,765

  Change %

14.5

-

85.8

-

(27.7)

-

-

-

15.1

-

  % of Net sales

23.6

21.7

13.2

8.8

15.7

22.0

-

-

19.3

18.2

 

 

 

 

 

 

 

 

 

 

 

 

(1)    MSD&A, included Marketing, Selling, Distribution and Administrative expenses.

(2)    Adjusted operating result (for management purposes we have defined as Net income before other gains (losses), net financial expense, equity and income of joint venture, foreign currency exchange differences, result as per adjustment units and income taxes).

(3)    ORBDA (for management purpose we have defined as Adjusted Operating Result before Depreciation and Amortization).

 

F-42


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

b)      Information as per operating segments for the years ended December 31, 2016 and 2015 :

 

 

Chile

International Business

Wines

Others

Total

 

2016

2015

2016

2015

2016

2015

2016

2015

2016

2015

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Sales revenue external customers

973,220,715

885,769,609

366,778,056

400,051,022

195,322,270

184,169,165

-

-

1,535,321,041

1,469,989,796

Other income

15,630,481

16,757,566

2,783,615

4,708,728

5,851,015

5,214,674

(688,444)

1,700,951

23,576,667

28,381,919

Sales revenue between segments

8,524,493

6,932,905

546,972

953,967

228,767

131,209

(9,300,232)

(8,018,081)

-

-

Net sales

997,375,689

909,460,080

370,108,643

405,713,717

201,402,052

189,515,048

(9,988,676)

(6,317,130)

1,558,897,708

1,498,371,715

  Change %

9.7

-

(8.8)

-

6.3

-

-

-

4.0

-

Cost of sales

(471,151,686)

(411,375,380)

(157,485,547)

(162,665,341)

(112,938,261)

(105,956,281)

(244,422)

(5,078,249)

(741,819,916)

(685,075,251)

  % of Net sales

47.2

45.2

42.6

40.1

56.1

55.9

-

-

47.6

45.7

Gross margin

526,224,003

498,084,700

212,623,096

243,048,376

88,463,791

83,558,767

(10,233,098)

(11,395,379)

817,077,792

813,296,464

  % of Net sales

52.8

54.8

57.4

59.9

43.9

44.1

-

-

52.4

54.3

MSD&A (1)

(373,407,847)

(343,380,553)

(191,413,501)

(216,098,525)

(52,007,092)

(51,070,291)

(2,714,311)

(2,015,407)

(619,542,751)

(612,564,776)

  % of Net sales

37.4

37.8

51.7

53.3

25.8

26.9

-

-

39.7

40.9

Other operating income (expenses)

1,734,871

626,889

(394,820)

3,315,892

732,689

44,823

1,043,939

217,706

3,116,679

4,205,310

Adjusted operating result  (2)

154,551,027

155,331,036

20,814,775

30,265,743

37,189,388

32,533,299

(11,903,470)

(13,193,080)

200,651,720

204,936,998

  Change %

(0.5)

-

(31.2)

-

14.3

-

-

-

(2.1)

-

  % of Net sales

15.5

17.1

5.6

7.5

18.5

17.2

-

-

12.9

13.7

Net financial expense

-

-

-

-

-

-

-

-

(14,627,170)

(15,255,586)

Equity and income of associates and joint ventures

-

-

-

-

-

-

-

-

(5,560,522)

(5,228,135)

Foreign currency exchange differences

-

-

-

-

-

-

-

-

456,995

957,565

Results as per adjustment units

-

-

-

-

-

-

-

-

(2,246,846)

(3,282,736)

Other gains (losses)

-

-

-

-

-

-

-

-

(8,345,907)

8,512,000

Income before taxes

 

 

 

 

 

 

 

 

170,328,270

190,640,106

Tax income (expense)

               

(30,246,383)

(50,114,516)

Net income for year

 

 

 

 

 

 

 

 

140,081,887

140,525,590

Non-controlling interests

               

21,624,399

19,717,455

Net income attributable to equity holders of the parent

 

 

 

 

 

 

 

 

118,457,488

120,808,135

Depreciation and amortization

61,736,849

56,698,871

11,928,705

14,334,415

7,078,872

7,568,991

2,783,619

2,964,525

83,528,045

81,566,802

ORBDA (3)

216,287,876

212,029,907

32,743,480

44,600,158

44,268,260

40,102,290

(9,119,851)

(10,228,555)

284,179,765

286,503,800

  Change %

2.0

-

(26.6)

-

10.4

-

-

-

(0.8)

-

  % of Net sales

21.7

23.3

8.8

11.0

22.0

21.2

-

-

18.2

19.1

 

 

 

 

 

 

 

 

 

 

 

  (1)      MSD&A, included Marketing, Selling, Distribution and Administrative expenses.

(2)      Adjusted operating result (for management purposes we have defined as Net income before other gains (losses), net financial expense, equity and income of joint venture, foreign currency exchange differences, result as per adjustment units and income taxes).

(3)      ORBDA (for management purpose we have defined as Adjusted Operating Result before Depreciation and Amortization).

F-43


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Sales information by geographic location

 

Net sales per geographical location

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Chile (1)

     1,226,668,091

     1,176,972,109

     1,081,835,420

Argentina (2)

       413,466,737

       329,585,488

       366,886,701

Uruguay

         16,402,136

         15,204,331

         14,432,950

Paraguay

         41,823,830

         37,135,780

         35,216,644

Total

1,698,360,794

1,558,897,708

1,498,371,715

 

(1)    Includes net sales correspond to Corporate Support Unit and eliminations between geographical locations. Additionally, includes net sales made in Chile of the Wines Operating segment.

(2)    Includes net sales made by the subisiaries Finca La Celia S.A. and Los Huemules SRL., registered under the Wines Operating segment and Chile Operating segment, respectively.

 

Sales information by customer

 

 

For the years ended as of December 31,

Net Sales

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Domestic sales

1,572,617,473

1,429,152,068

1,374,282,584

Exports sales

125,743,321

129,745,640

124,089,131

Total

1,698,360,794

1,558,897,708

1,498,371,715

 

Sales information by product category

 

Sales information by product category

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Alcoholic business

     1,158,451,078

     1,041,923,724

     1,040,145,164

Non-alcoholic business

       519,946,103

       493,397,317

       429,844,632

Others (1)

         19,963,613

         23,576,667

         28,381,919

Total

1,698,360,794

1,558,897,708

1,498,371,715

 

(1)    Others consist mainly of sales of by-products and packaging including bottles, pallets, and glasses.

 

  Depreciation and amortization as per operating segments

 

Depreciation and amortization

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Chile operating segment

         64,807,818

         61,736,849

         56,698,871

International Business operating segment

         15,568,301

         11,928,705

         14,334,415

Wines operating segment

           7,505,438

           7,078,872

           7,568,991

Others (1)

           4,317,947

           2,783,619

           2,964,525

Total

92,199,504

83,528,045

81,566,802

 

(1)    I ncludes depreciation and amortization corresponding to the Corporate Support Units.

 

F-44


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Cash flows Operating Segments

 

Cash flows Operating Segments

 

For the years ended as of December 31,

 

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Cash flows from (used in ) Operating activities

 

       262,161,431

       190,014,348

       219,510,872

Chile operating segment

 

       161,413,504

       152,862,350

        49,531,088

International business operating segment

 

        58,773,027

        13,065,093

        31,975,494

Wines operating segment

 

        16,167,068

        32,949,789

        30,926,463

Others (1)

 

        25,807,832

         (8,862,884)

       107,077,827

 

 

 

 

 

Cash flows from (used in ) Investing Activities

 

      (173,614,379)

      (155,007,390)

      (165,810,169)

Chile operating segment

 

       (78,746,298)

       (57,119,431)

       (59,046,239)

International business operating segment

 

       (32,312,751)

       (40,032,866)

       (26,457,885)

Wines operating segment

 

       (10,870,574)

       (13,499,538)

         (9,807,177)

Others (1) (*)

 

       (51,864,756)

       (44,355,555)

       (70,498,868)

 

 

 

 

 

Cash flows from (used in ) Financing Activities

 

       (53,001,198)

       (95,059,905)

       (82,839,491)

Chile operating segment

 

       (65,996,567)

       (90,636,820)

        21,923,989

International business operating segment

 

         (8,217,846)

        18,820,789

          3,431,139

Wines operating segment

 

       (15,171,642)

       (18,841,106)

       (19,061,949)

Others (1)

 

        36,384,857

         (4,402,768)

       (89,132,670)

 

 

 

 

 

 

(1)    Others includes Corporate Support Units, due to cash flows are managed by CCU.

(*)     Includes contribution to joint ventures. See Note 8 - Cash and cash equivalents .

 

Capital expenditures as per operating segments

 

Capital expenditures (property, plant and equipment and software additions)

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Chile operating segment

 

        80,866,369

        53,809,780

        43,771,262

International Business operating segment

 

        32,312,751

        39,592,739

        27,871,662

Wines operating segment

 

        10,948,212

        14,767,858

        10,052,863

Others (1)

 

          1,638,148

        20,713,048

        50,035,135

Total

 

125,765,480

128,883,425

131,730,922

 

(1)    Others includes the capital investments corresponding to the Corporate Support Units.

 

Assets as per operating segments

 

Assets as per Operating segment

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Chile operating segment

     1,045,791,551

     1,016,261,059

International Business operating segment

       274,766,962

       257,802,272

Wines operating segment

       315,298,950

       316,965,318

Others (1)

       340,371,624

       280,998,674

Total

     1,976,229,087

     1,872,027,323

(1)      I ncludes assets corresponding to the Corporate Support Units.

 

 

 

F-45


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

 

Assets per geographic location

Assets per geographical location

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Chile (1)

     1,689,394,491

     1,600,077,453

Argentina (2)

       213,714,384

       197,986,123

Uruguay

         25,015,615

         27,327,545

Paraguay

         48,104,597

         46,636,202

Total

1,976,229,087

     1,872,027,323

(1)    Includes the assets corresponding to the Corporate Support Units and eliminations between geographic location. Additionally, includes part of Wines Operating segment and excludes its argentine subsidiary Finca La Celia S.A.

(2)    Includes the assets of the subisiaries Finca La Celia S.A. and Los Huemules SRL., registered under the Wines Operating segment and Chile Operating segment, respectively.

 

 

Liabilites as per operating segments

 

Liabilities as per Operating segment

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Chile operating segment

       388,121,093

       407,091,622

International Business operating segment

       119,351,344

         99,700,218

Wines operating segment

         95,094,080

       104,147,109

Others (1)

       146,833,962

         60,432,656

Total

       749,400,479

       671,371,605

 

(1)    O thers includes liabilites corresponding to the Corporate Support Units.

F-46


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Operating Segment’s additional information

 

The Consolidated Statement of Income classified according to the Company’s operations management is as follows:

 

CONSOLIDATED STATEMENT OF INCOME

Notes

For the years ended December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Sales revenue external customers

 

1,678,397,181

1,535,321,041

1,469,989,796

Other income

 

19,963,613

23,576,667

28,381,919

Net sales

 

1,698,360,794

1,558,897,708

1,498,371,715

  Change %

 

8.9

4.0

-

Cost of sales

 

(798,738,655)

(741,819,916)

(685,075,251)

  % of Net sales

 

47.0

47.6

45.7

Gross margin

 

899,622,139

817,077,792

813,296,464

  % of Net sales

 

53.0

52.4

54.3

MSD&A (1)

 

(668,783,480)

(619,542,751)

(612,564,776)

  % of Net sales

 

39.4

39.7

40.9

Other operating income (expenses)

 

4,055,543

3,116,679

4,205,310

Adjusted operating result  (2)

 

234,894,202

200,651,720

204,936,998

  Change %

 

17.1

(2.1)

-

  % of Net sales

 

13.8

12.9

13.7

Net financial expense

32

(19,115,361)

(14,627,170)

(15,255,586)

Equity and income of associates and joint ventures

16

(8,914,097)

(5,560,522)

(5,228,135)

Foreign currency exchange differences

32

(2,563,019)

456,995

957,565

Results as per adjustment units

32

(110,539)

(2,246,846)

(3,282,736)

Other gains (losses)

31

(7,716,791)

(8,345,907)

8,512,000

Income before taxes

 

196,474,395

170,328,270

190,640,106

Tax income (expense)

24

(48,365,976)

(30,246,383)

(50,114,516)

Net income for year

 

148,108,419

140,081,887

140,525,590

Non-controlling interests

28

(18,501,066)

(21,624,399)

(19,717,455)

Net income attributable to equity holders of the parent

 

129,607,353

118,457,488

120,808,135

Depreciation and amortization

29

92,199,504

83,528,045

81,566,802

ORBDA (3)

 

327,093,706

284,179,765

286,503,800

  Change %

 

15.1

(0.8)

-

  % of Net sales

 

19.3

18.2

19.1

 

 

 

 

 

 

See definition of (1), (2) and (3) in information as per Operating segment under this Note.

 

 

F-47


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The following is a reconciliation of our Net income, the main comparable IFRS measure to Adjusted Operating Result for the years ended December 31, 2017, 2016 and 2015:

 

 

For the years ended December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Income from contining activities

148,108,419

140,081,887

140,525,590

Add (Subtract):

 

 

 

Other gains (losses)

7,716,791

8,345,907

(8,512,000)

Finance income

(5,050,952)

(5,680,068)

(7,845,743)

Finance costs

24,166,313

20,307,238

23,101,329

Share of net loss of joint ventures and associates accounted for using the equity method

8,914,097

5,560,522

5,228,135

Foreign currency exchange differences

2,563,019

(456,995)

(957,565)

Result as per adjustment units

110,539

2,246,846

3,282,736

Tax income (expense)

48,365,976

30,246,383

50,114,516

Adjusted operating result

234,894,202

200,651,720

204,936,998

Depreciation and amortization

92,199,504

83,528,045

81,566,802

ORBDA

327,093,706

284,179,765

286,503,800

 

The following is a reconciliation of the consolidated amounts presented for MSD&A with the comparable amounts presented on the face of our consolidated statement of income:

 

 

For the years ended December 31.

2017

2016

2015

ThCh$

ThCh$

ThCh$

Consolidated statement of income

 

 

 

Distribution costs

(290,227,129)

(270,835,822)

(277,599,722)

Administrative expenses

(142,514,649)

(155,322,295)

(128,135,799)

Other expenses by function

(238,704,061)

(195,412,109)

(209,201,189)

Other expenses included in ´Other expenses by function´

2,662,359

2,027,475

2,371,934

Total MSD&A

(668,783,480)

(619,542,751)

(612,564,776)

 

Segment information by joint ventures and associates

 

The Administration of the Company review the financial situation and result of the all of their joint ventures and associated that is described in Note 16 .

 

 

 

 

F-48


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

Note 7 Financial Instruments

 

Financial instruments categories

 

The carrying amounts of each financial instrument category as of each year-end are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

3,158,391

-

479,492

-

Market securities and investments in other companies

7,565,805

-

7,821,546

-

Derivative hedge assets

-

1,918,191

105,453

203,784

Total other financial assets

10,724,196

1,918,191

8,406,491

203,784

Cash and cash equivalents

170,044,602

-

134,033,183

-

Accounts receivable - trade and other receivable (net)

286,213,598

3,330,606

280,788,133

3,563,797

Acoounts receivable from related companies

5,810,764

258,471

3,536,135

356,665

Total financial assets

472,793,160

5,507,268

426,763,942

4,124,246

Bank borrowings

24,623,746

73,886,831

39,079,561

29,606,398

Bonds payable

3,306,135

69,476,612

3,250,023

70,836,716

Financial leases obligations

176,586

17,638,289

215,950

17,500,919

Derivative hedge liabilities

10,416,675

-

11,118,676

-

Liability coverage

1,840,188

-

-

-

Deposits for return of bottles and containers

13,228,328

-

13,015,723

-

Total other non-financial liabililities (*)

53,591,658

161,001,732

66,679,933

117,944,033

Account payable- trade and other payable

281,681,553

541,783

259,739,479

1,082,898

Accounts payable to related entities

10,069,043

-

9,530,071

-

Total financial liabilities

345,342,254

161,543,515

335,949,483

119,026,931

 

 

 

 

 

 

(*) See Note 21 - Other financial liabilities .

 

 

F-49


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

Fair va l ue of Financial instruments

 

a)      Financial assets and liabilities are detailed as follows:

 

The following tables show fair values, based on financial instrument categories, compared to the carrying amount included in the Consolidated Statements of Financial Position:

 

 

 

As of December 31, 2017

As of December 31, 2016

 

Book Value

Fair Value

Book Value

Fair Value

 

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

3,158,391

3,158,391

479,492

479,492

Market securities and investments in other companies

7,565,805

7,565,805

7,821,546

7,821,546

Derivative hedge assets

1,918,191

1,918,191

309,237

309,237

Total other financial assets

12,642,387

12,642,387

8,610,275

8,610,275

Cash and cash equivalents

170,044,602

170,044,602

134,033,183

134,033,183

Accounts receivable - trade and other receivable (net)

289,544,204

289,544,204

284,351,930

284,351,930

Acoounts receivable from related companies

6,069,235

6,069,235

3,892,800

3,892,800

Total financial assets

478,300,428

478,300,428

430,888,188

430,888,188

Bank borrowings

98,510,577

102,062,465

68,685,959

69,668,649

Bonds payable

72,782,747

79,559,896

74,086,739

81,769,096

Financial leases obligations

17,814,875

29,314,234

17,716,869

30,154,204

Derivative hedge liabilities

10,416,675

10,416,675

11,118,676

11,118,676

Liability coverage

1,840,188

1,840,188

-

-

Deposits for return of bottles and containers

13,228,328

13,228,328

13,015,723

13,015,723

Total other non-financial liabililities (*)

214,593,390

236,421,786

184,623,966

205,726,348

Account payable- trade and other payable

282,223,336

282,223,336

260,822,377

260,822,377

Accounts payable to related entities

10,069,043

10,069,043

9,530,071

9,530,071

Total financial liabilities

506,885,769

528,714,165

454,976,414

476,078,796

 

 

 

 

 

 

 (*) See Note 21 - Other financial liabilities .

 

The carrying amount of current accounts receivable, cash and cash equivalents and other financial assets and liabilities approximate their fair value due to their short-term nature, and in the case of accounts receivable, due to the fact that any collection loss is already reflected in the impairment loss provision.

 

The fair value of non-derivative financial assets and liabilities that are not quoted in active markets are estimated through the use of discounted cash flows calculated on market variables observed as of the date of the financial statements. The fair value of derivative instruments is estimated through the discount of future cash flows, determined according to information observed in the market     or to variables and prices obtained from third parties.

 

The fair value of bank borrowings and Bonds payable has hierarchy level 2 of fair value.

 

F-50


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

b)    Financial instruments by category:

 

As of December 31, 2017

Fair value with changes in income

Cash and cash equivaletns and loans and accounts receivables

Hedge derivatives

Total

ThCh$

ThCh$

ThCh$

ThCh$

Financial assets

 

 

 

 

Derivative financial instruments

3,158,391

-

-

3,158,391

Marketable securities and investments in other companies

7,565,805

-

-

7,565,805

Derivative hedge assets

-

-

1,918,191

1,918,191

Total other financial assets

10,724,196

-

1,918,191

12,642,387

Cash and cash equivalents

-

170,044,602

-

170,044,602

Trade and other current receivables (net)

-

289,544,204

-

289,544,204

Account receivable from to related companies

-

6,069,235

-

6,069,235

Total

10,724,196

465,658,041

1,918,191

478,300,428

 

As of December 31, 2017

Fair value with changes in income

Hedge derivatives

Financial libilities measured at amortized cost

Total

ThCh$

ThCh$

ThCh$

ThCh$

Financial liabilities

 

 

 

 

Bank borrowings

-

-

98,510,577

98,510,577

Bonds payable

-

-

72,782,747

72,782,747

Financial leases obligations

-

-

17,814,875

17,814,875

Derivative financial instruments

10,416,675

-

-

10,416,675

Liability coverage

-

1,840,188

-

1,840,188

Deposits for return of bottles and containers

-

-

13,228,328

13,228,328

Total others financial liabililities

10,416,675

1,840,188

202,336,527

214,593,390

Account payable- trade and other payable

-

-

282,223,336

282,223,336

Accounts payable to related entities

-

-

10,069,043

10,069,043

Total

10,416,675

1,840,188

494,628,906

506,885,769

 

As of December 31, 2016

Fair value with changes in income

Cash and cash equivaletns and loans and accounts receivables

Hedge derivatives

Total

ThCh$

ThCh$

ThCh$

ThCh$

Financial assets

 

 

 

 

Derivative financial instruments

479,492

-

-

479,492

Marketable securities and investments in other companies

7,821,546

-

-

7,821,546

Derivative hedge assets

-

-

309,237

309,237

Total other financial assets

8,301,038

-

309,237

8,610,275

Cash and cash equivalents

-

134,033,183

-

134,033,183

Trade and other current receivables (net)

-

284,351,930

-

284,351,930

Account receivable from to related companies

-

3,892,800

-

3,892,800

Total

8,301,038

422,277,913

309,237

430,888,188

 

F-51


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2016

Fair value with changes in income

Hedge derivatives

Financial libilities measured at amortized cost

Total

ThCh$

ThCh$

ThCh$

ThCh$

Financial liabilities

 

 

 

 

Bank borrowings

-

-

68,685,959

68,685,959

Bonds payable

-

-

74,086,739

74,086,739

Financial leases obligations

-

-

17,716,869

17,716,869

Derivative financial instruments

11,118,676

-

-

11,118,676

Deposits for return of bottles and containers

-

-

13,015,723

13,015,723

Total others financial liabililities

11,118,676

-

173,505,290

184,623,966

Account payable- trade and other payable

-

-

260,822,377

260,822,377

Accounts payable to related entities

-

-

9,530,071

9,530,071

Total

11,118,676

-

443,857,738

454,976,414

 

Derivative Instruments

 

The detail of maturities, number of derivative agreements, contracted nominal amounts, fair values and the classification of such derivative instruments by type of agreement at the closing of each year are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

Number agreements

Nominal amounts thousand

Asset

Liability

Number agreements

Nominal amounts thousand

Asset

Liability

ThCh$

ThCh$

ThCh$

ThCh$

Cross currency interest rate swaps CLP/USD

-

-

-

-

1

7,427,407

53,743

-

Less than a year

-

-

-

-

-

7,427,407

53,743

-

Cross interest rate swaps UF/CLP

1

2,000

1,918,191

1,484,538

-

-

-

-

Less than a year

-

-

-

1,484,538

-

-

-

-

Between 1 and 5 years

-

2,000

1,918,191

-

-

-

-

-

More than 5 years

1

-

-

-

-

-

-

-

Cross currency interest rate swaps USD/EURO

1

7,878

-

355,650

1

7,876

255,494

-

Less than a year

-

7,878

-

355,650

-

-

51,710

-

Between 1 and 5 years

-

-

-

-

-

7,876

203,784

-

Total

2

-

1,918,191

1,840,188

2

-

309,237

-

Forwards USD

27

245,641

3,095,825

9,722,619

29

224,332

359,254

10,586,653

Less than a year

-

245,641

3,095,825

9,722,619

-

224,332

359,254

10,586,653

Forwards Euro

14

65,598

44,474

694,056

10

49,421

109,164

523,079

Less than a year

-

65,598

44,474

694,056

-

49,421

109,164

523,079

Forwards CAD

3

1,750

15,530

-

2

1,480

11,074

7,720

Less than a year

-

1,750

15,530

-

-

1,480

11,074

7,720

Forwards GBP

2

480

2,562

-

2

700

-

1,224

Less than a year

-

480

2,562

-

-

700

-

1,224

Total

46

-

3,158,391

10,416,675

43

-

479,492

11,118,676

Total instruments

48

-

5,076,582

12,256,863

45

-

788,729

11,118,676

 

These derivative agreements have been entered into as a hedge of exchange rate risk exposure. In the case of forwards, the Company does not comply with the formal requirements for hedging designation; consequently their effects are recorded in Income, in Other gains (losses).

 

In the case of Cross Currency Interest Rate Swaps and the Cross Interest Rate Swaps, these qualify as cash flow hedges of the cash flows related to loans from Banco de Chile and Banco Scotiabank. See additional disclosures in Note 21 .

 

F-52


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2017

Entity

Nature of risks covered

Rights

Obligations

Fair value of net asset (liabilities)

Maturity

Currency

Amount

Currency

Amount

Amount

ThCh$

ThCh$

ThCh$

Scotiabank Chile

Flow interest rate and exchange rate on bank bonds

USD

4,860,845

EUR

5,216,495

(355,650)

06-18-2018

Banco de Chile

Flow interest rate on bank bonds

UF

60,640,827

CLP

60,207,174

433,653

09-15-2021

 

 

 

 

 

 

 

 

 

As of December 31, 2016

Entity

Nature of risks covered

Rights

Obligations

Fair value of net asset (liabilities)

Maturity

Currency

Amount

Currency

Amount

Amount

ThCh$

ThCh$

ThCh$

Scotiabank Chile

Flow interest rate and exchange rate on bank bonds

USD

5,335,826

EUR

5,080,332

255,494

06-18-2018

Banco de Chile

Flow interest rate on bank bonds

CLP

7,458,187

USD

7,404,444

53,743

07-03-2017

 

 

 

 

 

 

 

 

 

The Consolidated Statement of Other Comprehensive Income includes under the caption cash flow hedge, for the years ended December 31, 2017, a charge before income taxes of ThCh$  5,661 (credit of ThCh$  84,962  and ThCh$  80,693, in 2016 and  2015, respectively), related to the fair value of Cross Currency Interest Swap and Cross Interest Rate Swap derivatives instruments.

 

Fair value hierarchies

 

The financial instruments recorded at fair value in the Statement of Financial Position are classified as follows, depending on the method used to obtain their fair values:

 

Level 1                  Fair values obtained through direct reference to quoted market prices, without any adjustment.

 

Level 2                  Fair values obtained through the use of valuation models accepted in the market and based on prices other than those of Level 1, which may be directly or indirectly observed as of the measurement date (adjusted prices).

 

Level 3                   Fair values obtained through internally developed models or methodologies that use information which may not be observed or which is illiquid.

 

F-53


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The fair value of financial instruments recorded at fair value in the Consolidated Financial Statements, is detailed as follows:

 

As of December 31, 2017

Recorded fair value

Fair value hierarchy

level 1

level 2

level 3

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

3,158,391

-

3,158,391

-

Market securities and investments in other companies

7,565,805

7,565,805

-

-

Derivative hedge assets

1,918,191

-

1,918,191

-

Fair value financial assets

12,642,387

7,565,805

5,076,582

-

Derivative hedge liabilities

1,840,188

-

1,840,188

-

Derivative financial instruments

10,416,675

-

10,416,675

-

Fair value financial liabilities

12,256,863

-

12,256,863

-

 

 

 

 

 

 

As of December 31, 2016

Recorded fair value

Fair value hierarchy

level 1

level 2

level 3

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

479,492

-

479,492

-

Market securities and investments in other companies

7,821,546

7,821,546

-

-

Derivative hedge assets

309,237

-

309,237

-

Fair value financial assets

8,610,275

7,821,546

788,729

-

Derivative financial instruments

11,118,676

-

11,118,676

-

Fair value financial liabilities

11,118,676

-

11,118,676

-

 

 

 

 

 

 

During the year ended as of December 31, 2017 , the Company has not made any significant instrument transfers between levels 1 and 2.

 

Credit quality of financial assets

 

The Company uses two credit assessment systems for its clients: a) Clients with loan insurance are assessed according to the external risk criteria (trade reports, non-compliance and protested documents that are available in the local market), payment capability and equity situation required by the insurance company to grant a loan coverage; b) All other the clients are assessed through an ABC risk model, which considers internal risk (non-compliance and protested documents), external risk (trade reports, non-compliance and protested documents that  are available in the local market) and payment capacity and equity situation. The uncollectible rate during the last two years has not been significant.

 

 

 

F-54


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 8    Cash and cash equivalent s

                                                                          

Cash and cash equivalent balances are detailed as follows,

 

 

As of December 31, 2017

As of December 31, 2016

As of December 31, 2015

 

ThCh$

ThCh$

ThCh$

Cash

97,228

106,203

12,712

Overnight deposits

471,054

1,978,738

462,873

Bank balances

45,389,589

41,519,788

42,370,367

Time deposits

4,804,224

14,955,778

32,639,373

Investments in mutual funds

16,586,749

24,772

-

Securities purchased under resale agreements

102,695,758

75,447,904

117,068,914

Total

170,044,602

134,033,183

192,554,239

 

The composition of cash and cash equivalents by currency as of December 31, 2017 , is detailed as follows:

 

 

Chilean Peso

US Dollar

Euro

Argentine Peso

Uruguayan Peso

Paraguayan Guarani

Others

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Cash

75,623

16,154

-

5,451

-

-

-

97,228

Overnight deposits

-

471,054

-

-

-

-

-

471,054

Bank balances

30,110,816

4,691,411

182,966

1,391,103

718,348

7,758,211

536,734

45,389,589

Time deposits

4,804,224

-

-

-

-

-

-

4,804,224

Investments in mutual funds

-

-

-

16,586,749

-

-

-

16,586,749

Securities purchased under resale agreements

102,695,758

-

-

-

-

-

-

102,695,758

Total

137,686,421

5,178,619

182,966

17,983,303

718,348

7,758,211

536,734

170,044,602

 

 

The composition of cash and cash equivalents by currency as of December 31, 2016 , is detailed as follows:

 

 

Chilean Peso

US Dollar

Euro

Argentine Peso

Uruguayan Peso

Paraguayan Guarani

Others

Total

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Cash

100,921

788

-

4,494

-

-

-

106,203

Overnight deposits

-

1,978,738

-

-

-

-

-

1,978,738

Bank balances

27,164,330

6,479,095

786,887

2,158,115

1,136,783

3,291,550

503,028

41,519,788

Time deposits

14,754,416

-

-

201,362

-

-

-

14,955,778

Investments in mutual funds

-

-

-

24,772

-

-

-

24,772

Securities purchased under resale agreements

75,447,904

-

-

-

-

-

-

75,447,904

Total

117,467,571

8,458,621

786,887

2,388,743

1,136,783

3,291,550

503,028

134,033,183

 

 

F-55


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The composition of cash and cash equivalents by currency as of December 31, 2015 , is detailed as follows:

 

 

Chilean Peso

US Dollar

Euro

Argentine Peso

Uruguayan Peso

Paraguayan Guarani

Others

Total

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Cash

10,675

39

-

1,998

-

-

-

12,712

Overnight deposits

-

462,873

-

-

-

-

-

462,873

Bank balances

21,964,295

4,922,732

955,840

5,699,756

948,816

7,519,619

359,309

42,370,367

Time deposits

32,639,373

-

-

-

-

-

-

32,639,373

Securities purchased under resale agreements

117,068,914

-

-

-

-

-

-

117,068,914

Total

171,683,257

5,385,644

955,840

5,701,754

948,816

7,519,619

359,309

192,554,239

 

 

The composition of time deposits is detailed as follows:

 

As of December 31, 2017:

 

Financial entity

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

Banco Consorcio - Chile

12-20-2017

01-03-2018

CLP

4,804,224

0.24

Total

 

 

 

4,804,224

 

 

As of December 31, 2016:

 

 

Financial entity

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

Banco Santander - Chile

12-27-2016

01-05-2017

CLP

1,250,550

0.33

Banco Santander - Chile

12-28-2016

01-10-2017

CLP

2,400,792

0.33

Banco Santander - Chile

12-29-2016

01-25-2017

CLP

5,701,292

0.34

Banco Santander - Chile

12-28-2016

01-26-2017

CLP

5,401,782

0.33

Banco Francés - Argentina

12-12-2016

01-11-2017

ARS

201,362

1.60

Total

 

 

 

14,955,778

 

 

As of December 31, 2015:

 

Financial entity

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

Banco Consorcio - Chile

11-30-2015

01-06-2016

CLP

3,512,658

0.35

Banco Consorcio - Chile

12-29-2015

01-20-2016

CLP

800,181

0.34

Banco Consorcio - Chile

12-29-2015

01-25-2016

CLP

2,850,665

0.35

Banco Consorcio - Chile

12-14-2015

01-12-2016

CLP

37,568

0.32

Banco Consorcio - Chile

12-29-2015

01-29-2016

CLP

2,500,600

0.36

Banco Consorcio - Chile

12-21-2015

01-20-2016

CLP

460,521

0.34

Banco de Crédito e Inversiones - Chile

12-15-2015

01-08-2016

CLP

7,762,889

0.33

Banco Santander - Chile

12-21-2015

01-20-2016

CLP

6,407,467

0.35

Banco Santander - Chile

12-23-2015

01-20-2016

CLP

1,251,133

0.34

Banco Santander - Chile

12-24-2015

01-11-2016

CLP

1,651,271

0.33

Banco Santander - Chile

12-28-2015

01-25-2016

CLP

3,301,122

0.34

HSBC Bank Chile

12-17-2015

01-14-2016

CLP

2,103,298

0.33

Total

 

 

 

32,639,373

 

F-56


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The composition of Securities purchased under resale agreements is detailed as follows:

 

As of December 31, 2017:

 

 

Financial entity

Underlying Asset (Time Deposit) (*)

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-12-2017

01-05-2018

CLP

369,413

0.24

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-14-2017

01-05-2018

CLP

144,116

0.24

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-14-2017

01-05-2018

CLP

6,006,912

0.24

BanChile Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-14-2017

01-05-2018

CLP

196,591

0.24

BanChile Corredores de Bolsa S.A.

Banco Itaú Corpbanca - Chile

12-14-2017

01-05-2018

CLP

970,704

0.24

BanChile Corredores de Bolsa S.A.

Banco Security - Chile

12-14-2017

01-05-2018

CLP

3,796,772

0.24

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-22-2017

01-05-2018

CLP

3,672,751

0.25

BanChile Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-26-2017

01-05-2018

CLP

2,910,394

0.24

BanChile Corredores de Bolsa S.A.

Banco Itaú Corpbanca - Chile

12-26-2017

01-05-2018

CLP

1,591,406

0.24

BanChile Corredores de Bolsa S.A.

Banco Security - Chile

12-12-2017

01-05-2018

CLP

2,935,603

0.24

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-22-2017

01-05-2018

CLP

2,631,974

0.25

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2017

01-04-2018

CLP

80,020

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile

12-22-2017

01-03-2018

CLP

5,003,750

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-28-2017

01-05-2018

CLP

2,750,688

0.25

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2017

01-05-2018

CLP

3,000,750

0.25

BancoEstado S.A. Corredores de Bolsa

Scotiabank Chile

12-28-2017

01-05-2018

CLP

5,001,250

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile

12-28-2017

01-05-2018

CLP

4,001,000

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Security - Chile

12-28-2017

01-05-2018

CLP

1,000,250

0.25

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-28-2017

01-05-2018

CLP

1,000,250

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-28-2017

01-10-2018

CLP

4,251,063

0.25

BancoEstado S.A. Corredores de Bolsa

Scotiabank Chile

12-29-2017

01-10-2018

CLP

3,238,217

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-29-2017

01-10-2018

CLP

2,000,333

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Security - Chile

12-29-2017

01-10-2018

CLP

1,938,656

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-28-2017

01-30-2018

CLP

1,250,313

0.25

BancoEstado S.A. Corredores de Bolsa

Scotiabank Chile

12-29-2017

01-10-2018

CLP

340,057

0.25

BancoEstado S.A. Corredores de Bolsa

Scotiabank Chile

12-22-2017

01-10-2018

CLP

2,628,752

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Santander - Chile

12-22-2017

01-10-2018

CLP

1,974,698

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-28-2017

01-15-2018

CLP

3,800,950

0.25

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2017

01-04-2018

CLP

950,238

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Santander - Chile

12-22-2017

01-10-2018

CLP

1,000,750

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Internacional - Chile

12-28-2017

01-10-2018

CLP

944,884

0.25

BancoEstado S.A. Corredores de Bolsa

Banco BICE - Chile

12-28-2017

01-10-2018

CLP

2,000,500

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Santander - Chile

12-28-2017

01-10-2018

CLP

8,475,346

0.25

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2017

01-04-2018

CLP

225,056

0.25

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2017

01-30-2018

CLP

8,102,025

0.25

BancoEstado S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile

12-29-2017

01-10-2018

CLP

2,524,410

0.25

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-28-2017

01-10-2018

CLP

3,833,082

0.25

BBVA Corredores de Bolsa Ltda.

BBVA Chile

12-27-2017

01-08-2018

CLP

1,700,567

0.25

BBVA Corredores de Bolsa Ltda.

BBVA Chile

12-18-2017

01-18-2018

CLP

290,289

0.23

BBVA Corredores de Bolsa Ltda.

Scotiabank Chile

12-28-2017

01-30-2018

CLP

1,455,543

0.23

BBVA Corredores de Bolsa Ltda.

BBVA Chile

12-28-2017

01-30-2018

CLP

2,425,349

0.23

Valores Security S.A. Corredores de Bolsa

Banco Security - Chile

12-27-2017

01-10-2018

CLP

280,086

0.23

Total

 

 

 

 

102,695,758

 

 

(*) All financial instruments acquired under resale agreements, correspond to time deposits and are subject to a fixed interest rate.

 

F-57


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2016:

 

Financial entity

Underlying Asset (Time Deposit) (*)

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-28-2016

01-04-2017

CLP

3,531,124

0.32

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-28-2016

01-04-2017

CLP

3,602,675

0.32

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-28-2016

01-04-2017

CLP

2,044,419

0.32

BanChile Corredores de Bolsa S.A.

Banco Santander - Chile

12-28-2016

01-04-2017

CLP

674,935

0.32

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-28-2016

01-06-2017

CLP

1,679,525

0.32

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-28-2016

01-06-2017

CLP

1,205,429

0.32

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-28-2016

01-06-2017

CLP

1,116,326

0.32

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-28-2016

01-16-2017

CLP

872,178

0.32

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-28-2016

01-16-2017

CLP

435,612

0.32

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-28-2016

01-16-2017

CLP

1,865,909

0.32

BanChile Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-28-2016

01-16-2017

CLP

1,241,355

0.32

BanChile Corredores de Bolsa S.A.

Banco Santander - Chile

12-28-2016

01-16-2017

CLP

261,444

0.32

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-29-2016

01-06-2017

CLP

1,427,025

0.31

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-29-2016

01-06-2017

CLP

1,725,807

0.31

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-29-2016

01-06-2017

CLP

5,799,890

0.31

BanChile Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-29-2016

01-06-2017

CLP

1,549,449

0.31

BancoEstado S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile

12-27-2016

01-03-2017

CLP

925,383

0.31

BancoEstado S.A. Corredores de Bolsa

Scotiabank Chile

12-29-2016

01-06-2017

CLP

3,916,539

0.33

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-29-2016

01-06-2017

CLP

6,085,662

0.33

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-29-2016

01-10-2017

CLP

2,400,528

0.33

BancoEstado S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile

12-29-2016

01-10-2017

CLP

6,019,097

0.33

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-29-2016

01-10-2017

CLP

3,933,092

0.33

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-29-2016

01-10-2017

CLP

1,350,297

0.33

BancoEstado S.A. Corredores de Bolsa

Banco BICE - Chile

12-29-2016

01-05-2017

CLP

105,017

0.33

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-29-2016

01-10-2017

CLP

500,110

0.33

BancoEstado S.A. Corredores de Bolsa

Banco Santander - Chile

12-29-2016

01-10-2017

CLP

3,500,770

0.33

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-29-2016

01-16-2017

CLP

4,000,880

0.33

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-29-2016

01-20-2017

CLP

1,917,467

0.33

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-29-2016

01-20-2017

CLP

82,974

0.33

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-29-2016

01-03-2017

CLP

250,055

0.33

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-29-2016

01-05-2017

CLP

6,101,342

0.33

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-29-2016

01-05-2017

CLP

725,160

0.33

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-30-2016

01-10-2017

CLP

1,600,149

0.28

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-30-2016

01-10-2017

CLP

3,000,280

0.28

Total

 

 

 

 

75,447,904

 

 

(*) All financial instruments acquired under resale agreements, correspond to time deposits and are subject to a fixed interest rate.

 

F-58


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2015:

 

Financial entity

Underlying Asset (Time Deposit) (*)

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-24-2015

01-08-2016

CLP

3,731,991

0.32

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-28-2015

01-08-2016

CLP

4,253,623

0.31

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-28-2015

01-20-2016

CLP

19,557

0.30

BanChile Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile Chile

12-28-2015

01-08-2016

CLP

8,828,519

0.31

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-24-2015

01-08-2016

CLP

4,674,281

0.32

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-28-2015

01-08-2016

CLP

3,923,128

0.31

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-28-2015

01-20-2016

CLP

449

0.30

BancoEstado S.A. Corredores de Bolsa

Banco BICE - Chile

12-29-2015

01-14-2016

CLP

980,345

0.32

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-28-2015

01-04-2016

CLP

4,693,648

0.31

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-29-2015

01-08-2016

CLP

7,565,908

0.32

BancoEstado S.A. Corredores de Bolsa

Banco de Chile

12-29-2015

01-14-2016

CLP

4,219,808

0.32

BancoEstado S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile Chile

12-28-2015

01-04-2016

CLP

3,999,302

0.31

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-30-2015

01-07-2016

CLP

200,021

0.31

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-30-2015

01-14-2016

CLP

2,749,535

0.31

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-30-2015

01-14-2016

CLP

750,078

0.31

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-28-2015

01-07-2016

CLP

2,600,806

0.31

BancoEstado S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-29-2015

01-07-2016

CLP

1,300,277

0.32

BancoEstado S.A. Corredores de Bolsa

Banco Santander - Chile

12-29-2015

01-14-2016

CLP

3,079,945

0.32

BancoEstado S.A. Corredores de Bolsa

Banco Security - Chile

12-28-2015

01-04-2016

CLP

5,779,339

0.31

BancoEstado S.A. Corredores de Bolsa

Banco Security - Chile

12-29-2015

01-08-2016

CLP

241,899

0.32

BancoEstado S.A. Corredores de Bolsa

Banco Security - Chile

12-29-2015

01-14-2016

CLP

1,919,498

0.32

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2015

01-04-2016

CLP

4,837,882

0.31

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-29-2015

01-08-2016

CLP

140,839

0.32

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-29-2015

01-14-2016

CLP

10,702,283

0.32

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-23-2015

01-12-2016

CLP

195,156

0.30

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-28-2015

01-04-2016

CLP

1,003,626

0.31

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-29-2015

01-08-2016

CLP

353,294

0.32

BancoEstado S.A. Corredores de Bolsa

BBVA Chile

12-30-2015

01-14-2016

CLP

9,801,762

0.31

BancoEstado S.A. Corredores de Bolsa

Scotiabank - Chile

12-29-2015

01-14-2016

CLP

652,718

0.32

BancoEstado S.A. Corredores de Bolsa

Scotiabank - Chile

12-28-2015

01-04-2016

CLP

2,443,254

0.31

BancoEstado S.A. Corredores de Bolsa

Banco del Estado de Chile

12-29-2015

01-08-2016

CLP

800,000

0.32

BBVA Corredores de Bolsa Ltda.

BBVA Chile

12-22-2015

01-11-2016

CLP

350,326

0.31

Valores Security S.A. Corredores de Bolsa

Banco BICE - Chile

12-22-2015

01-07-2016

CLP

110,651

0.34

Valores Security S.A. Corredores de Bolsa

Banco Central de Chile

12-28-2015

01-04-2016

CLP

4,856,917

0.32

Valores Security S.A. Corredores de Bolsa

Banco Central de Chile

11-30-2015

01-06-2016

CLP

4,053,610

0.34

Valores Security S.A. Corredores de Bolsa

Banco Consorcio - Chile

12-28-2015

01-04-2016

CLP

24,999

0.32

Valores Security S.A. Corredores de Bolsa

Banco de Crédito e Inversiones - Chile

12-28-2015

01-04-2016

CLP

119,401

0.32

Valores Security S.A. Corredores de Bolsa

Banco Itaú Corpbanca - Chile

12-28-2015

01-04-2016

CLP

4,234,301

0.32

Valores Security S.A. Corredores de Bolsa

Banco Security - Chile

11-30-2015

01-06-2016

CLP

1,725,673

0.34

Valores Security S.A. Corredores de Bolsa

Banco Security - Chile

12-28-2015

01-04-2016

CLP

2,707,819

0.32

Valores Security S.A. Corredores de Bolsa

Banco Security - Chile

12-22-2015

01-07-2016

CLP

14,478

0.34

Valores Security S.A. Corredores de Bolsa

Banco del Estado de Chile

11-30-2015

01-06-2016

CLP

241,798

0.34

Valores Security S.A. Corredores de Bolsa

Banco del Estado de Chile

12-28-2015

01-04-2016

CLP

401,100

0.32

Valores Security S.A. Corredores de Bolsa

Banco del Estado de Chile

12-22-2015

01-07-2016

CLP

125,126

0.34

Valores Security S.A. Corredores de Bolsa

BBVA Chile

12-28-2015

01-04-2016

CLP

1,659,944

0.32

Total

 

 

 

 

117,068,914

 

  (*) All financial instruments acquired under resale agreements, correspond to time deposits and are subject to a fixed interest rate.

 

 

 

F-59


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Payments for business acquisitions are detailed as follows:

 

 

 

 

For the years ended as of December 31,

 

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Total disbursement per business acquisition

 

 

 

 

Other cahs payment to acquire interests in joint ventures (1)

 

49,312,890

27,043,481

42,163,032

Cahs flow used for control of subsidiaries or other business (2)

 

7,800,000

19,111,686

-

Cash flow used in the purchase of non-controling interests (3)

 

1,149,689

2,174,370

1,921,245

Payment for changes in ownership interests in subidiaries (4)

 

-

641,489

-

Total

 

58,262,579

48,971,026

44,084,277

 

(1)    Corresponds to payments of commited capital made between 2015 to 2017 in Central Cervecera de Colombia S.A.S. an d the acquisition in 2017 of 50% of Zona Franca Central Cervecera S.A.S. (see Note 16 ). Additionally, in 2016, includes the amount paid in proportion to the creation of the company Promarca Internacional SpA. (See Note 1, letter a) ). Finally, In 2015, corresponds to the payment of 50% of the acquisitions of Bebidas Carozzi CCU SpA. (see Note 1, letter d) ) .  

(2)    In 2017, corresponds to the acquisition of 2.5% of interet in VSPT, through its subsidiary CCU Inversiones S.A. (see Note 1 (6) ). In 2016, corresponds to the acquisition of an additional interest in Manantial S.A., through its subsidiaries Aguas CCU-Nestlé Chile S.A. and Embotelladoras Chilenas Unidas S.A. (see Note 1, point (1) ).

(3)    In 2017, mainly corresponds to the payment of 40% of the acquisitions of Americas Distilling Investment. In 2016 and 2015, c orresponds to a capital increase in Bebidas Bolivianas BBO S.A. (see Note 16 ).

(4)    Corresponds to the payment for ownership on Sajonia Brewing Company S.R.L. of Paraguay (see Note 15 letter a) ).

 

 

Note 9    Other non-financial assets

 

The Company maintained the following other non-financial assets:

 

 

As of December 31, 2017

As of December 31, 2016

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Insurance paid

3,348,593

-

3,038,856

-

Advertising

7,383,730

3,632,423

5,968,072

2,567,939

Advances to suppliers

3,643,691

-

5,117,220

-

Guarantees paid

59,452

242,535

50,590

227,738

Consumables

446,565

-

438,979

-

Dividends receivable

353,150

-

245,073

-

Recoverable taxes (1)

-

786,808

-

1,231,414

Prepaid expenses

583,165

755,703

997,643

686,467

Other

15,879

14,166

4,861

14,164

Total

15,834,225

5,431,635

15,861,294

4,727,722

 

(1) Corresponds to the tax profit minimum and VAT credit exporter, both registered in the argentine subsidiaries, whose term of recovery is estimated over a year.

 

 

 

F-60


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 10   Trade and other receivables

 

The trade and other receivables are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Accounts receivables:

 

 

 

 

Chile operating segment

159,465,654

-

145,670,490

-

International business operating segment

62,587,204

-

63,602,409

-

Wines operating segment

40,284,490

-

42,958,093

-

Impairment loss estimate

(4,154,752)

-

(3,837,914)

-

Total commercial debtors

258,182,596

-

248,393,078

-

Others accounts receivables (1)

28,031,002

3,330,606

32,395,055

3,563,797

Total other accounts receivable

28,031,002

3,330,606

32,395,055

3,563,797

Total

286,213,598

3,330,606

280,788,133

3,563,797

 

(1)    As of December 31, 2017, this item mainly includes ThCh$ 2,411,833 (ThCh$ 2,898,277 in 2016) in non-current related to the account receivable from the sale of the 49% that subsidiary CPCh had in Compañía Pisquera Bauzá S.A. (see Note 1, letter (b) ).

 

The Company’s accounts receivable are denominated in the following currencies:

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Chilean Peso

183,948,334

179,896,747

Argentine Peso

54,882,590

56,773,947

US Dollar

27,810,990

24,451,001

Euro

9,326,882

7,025,446

Unidad de Fomento

2,590,736

3,613,395

Uruguayan Peso

4,372,909

5,304,719

Paraguayan Guaraní

5,495,532

6,030,014

Others Currencies

1,116,231

1,256,661

Total

289,544,204

284,351,930

 

The detail of the accounts receivable maturities as of December 31, 2017 , is detailed as follows:

 

 

 

Total

Current balance

Overdue balances

0 a 3 months

3 a 6 months

6 a 12 months

More than 12 months

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Accounts receivables:

 

 

 

 

 

 

Chile operating segment

159,465,654

150,256,296

4,960,461

1,037,876

1,358,009

1,853,012

International business operating segment

62,587,204

56,180,536

4,978,409

595,173

318,551

514,535

Wines operating segment

40,284,490

36,270,918

3,347,465

219,135

224,487

222,485

Impairment loss estimate

(4,154,752)

-

(421,560)

(695,114)

(1,001,699)

(2,036,379)

Total commercial debtors

258,182,596

242,707,750

12,864,775

1,157,070

899,348

553,653

Others accounts receivables

28,031,002

27,768,858

97,052

165,092

-

-

Total other accounts receivable

28,031,002

27,768,858

97,052

165,092

-

-

Total current

286,213,598

270,476,608

12,961,827

1,322,162

899,348

553,653

Others accounts receivables

3,330,606

3,330,606

-

-

-

-

Total non-current

3,330,606

3,330,606

-

-

-

-

 

 

The detail of the accounts receivable maturities as of December 31, 2016, is detailed as follows:

F-61


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

 

Total

Current balance

Overdue balances

 

0 a 3 months

3 a 6 months

6 a 12 months

More than 12 months

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Accounts receivables:

 

 

 

 

 

 

Chile operating segment

145,670,490

134,545,838

8,090,616

1,136,211

638,417

1,259,408

International business operating segment

63,602,409

55,231,951

7,521,071

130,299

275,300

443,788

Wines operating segment

42,958,093

39,499,120

3,028,707

208,628

137,671

83,967

Impairment loss estimate

(3,837,914)

-

(1,130,545)

(478,707)

(542,389)

(1,686,273)

Total commercial debtors

248,393,078

229,276,909

17,509,849

996,431

508,999

100,890

Others accounts receivables

32,395,055

31,917,416

186,213

291,426

-

-

Total other accounts receivable

32,395,055

31,917,416

186,213

291,426

-

-

Total current

280,788,133

261,194,325

17,696,062

1,287,857

508,999

100,890

Others accounts receivables

3,563,797

3,563,797

-

-

-

-

Total non-current

3,563,797

3,563,797

-

-

-

-

 

 

The Company markets its products through wholesale customers, retail and supermarket chains. As of December 31, 2017 , the accounts receivable from the three most important supermarket chains in Chile and Argentina represent 28.1% (27.1% in 2016) of the total accounts receivable.

 

As indicated in the Risk management note (Note 5) , for Credit Risk purposes, the Company acquires credit insurance policies to cover approximately 90% and 99% of the significant accounts receivable balances domestic and export, respectively, of the total of the account receivables. Regarding amounts aged more than 6 months and for which no allowances have been constituted, they correspond mainly to amounts already covered by the credit insurance policies. In addition, there are amounts overdue within ranges for which, in accordance with current policies are only partially impaired for, based on a case by case analysis.

 

For the above mentioned, management estimates that it does not require establishing allowances for further deterioration, in addition to those already constituted based on an aging analysis of these balances.

 

The write-offs of our doubtful clients are once all pre-trial and judicial, efforts have been made and exhausted all means of payment, with the proper demonstration of the insolvency of customers. This process of punishment normally takes more than 1 year.

 

The movement of the impairment losses provision for accounts receivable is as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Balance at the beginning of year

(3,837,914)

(3,936,871)

Impairment estimate for accounts receivable

(1,948,264)

(1,352,722)

Uncollectible accounts

634,256

219,222

Add back of unused provisions

832,704

1,031,841

Effect of translation into presentation currency

164,466

200,616

Total

(4,154,752)

(3,837,914)

 

 

F-62


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 11 Accounts and transactions with related parties

 

 

Transactions between the Company and its subsidiaries occur in the normal course of operations and have been eliminated during the consolidation process.

 

The amounts indicated as transactions in the following table relate to trade operations with related parties, which are under similar terms than what a third party would get respect to price and payment conditions. There are no uncollectible estimates decreasing accounts receivable or guarantees provided to related parties.

 

Balances and transactions with related parties consist of the following:

 

(1)  Business operations agreed upon in Chilean Pesos. Companies not under a current trade account agreement not accrue interest and have payment terms of 30 days.

 

(2)  Business operations agreed upon in Chilean Pesos. The remaining balance accrues interest at 90-days active bank rate (TAB) plus an annual spread. Interests is paid or charged against the trade current account.

 

(3)  Business operations in foreign currencies, not covered by a current trade account, that do not accrue interest and have payment terms of 30 days. Balances are presented at the closing exchange rate.

 

(4)   An agreement between the subsidiary Compañía Pisquera de Chile S.A. with Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. due to differences resulting from the contributions made by the latter. It establishes a 3% annual interest over capital, with annual payments to be made in eight instalments of UF 1,124 each. Beginning February 28, 2007 and UF 9,995 bullet payment at the last contribution date. In accordance with the contract, Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. renewed the contract for a period of nine years. Consequently, the UF 9,995 will be paid in nine equal and successive instalments of UF 1,200 each and a final payment of UF 2,050, beginning on February 28, 2015.

 

(5)   An agreement of grape supply between the subsidiary Compañía Pisquera de Chile S.A. and Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. These contracts stipulate a 3% annual interest on the capital, with a term of eight years, and annual payments due on May 31, 2018, May 31, 2019 and May 31, 2020.

 

The transaction schedule includes all the transactions made with related parties.

 

The detail of the accounts receivable and payable from related parties as of December 31, 2017 and 2016, are detailed as follows:

 

 

 

 

 

F-63


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Accounts receivable from related parties

 

Current:

 

Tax ID

Company

Country of origin

Ref.

Relationship

Transaction

Currency

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

(3)

Associate

Sales of products

USD

30,791

42,006

0-E

Central Cervecera de Colombia S.A.S.

Colombia

(3)

Joint venture

Sales of products

USD

9,248

-

0-E

Gráfica Editorial Intersudamericana S.A

Paraguay

(3)

Related to the subsidiary's shareholder

Sales of products

PYG

220

-

0-E

Palermo S.A.

Paraguay

(3)

Related to the subsidiary's shareholder

Sales of products

PYG

8,247

12,310

0-E

Paraguay Soccer S.A.

Paraguay

(3)

Related to the subsidiary's shareholder

Sales of products

PYG

85

-

0-E

Pepsi Cola Panamericana S.R.L.

Perú

(3)

Related to the subsidiary's shareholder

Sales of products

USD

-

1,149

0-E

QSR S.A.

Paraguay

(3)

Related to the subsidiary's shareholder

Sales of products

PYG

410

-

6,062,786-K

Andrónico Luksic Craig

Chile

(1)

Chairman of CCU

Sales of products

CLP

1,207

-

6,372,368-1

Jean Paul Luksic

Chile

(1)

Director of company related to the controller

Sales of products

CLP

464

-

14,534,777-7

Hubert  Porte

Chile

(1)

Director of company related to the controller

Sales of products

CLP

2,095

-

76,029,109-9

Inversiones Chile Chico Ltda.

Chile

(1)

Related to the controller's shareholder

Services provided

CLP

2,253

526

76,035,409-0

Cervecera Guayacán SpA.

Chile

(1)

Associate of subsidiary

Sales of products

CLP

80,298

-

76,079,669-7

Minera Antucoya

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

355

-

76,178,803-5

Viña Tabalí S.A.

Chile

(1)

Related to the controller's shareholder

Services provided

CLP

40,965

10,513

76,481,675-7

Cervecería Szot SpA.

Chile

(1)

Associate of subsidiary

Sales of products

CLP

15,009

-

76,727,040-2

Minera Centinela

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

781

-

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

(1)

Related to non-controlling subsidiary

Sales of products

CLP

245,385

120,458

77,755,610-K

Comercial Patagona Ltda.

Chile

(1)

Subsidiary of joint venture

Sales of products

CLP

667,195

1,035,566

77,755,610-K

Comercial Patagona Ltda.

Chile

(1)

Subsidiary of joint venture

Services provided

CLP

-

3,215

78,105,460-7

Alimentos Nutrabien S.A.

Chile

(1)

Subsidiary of joint venture

Sales of products

CLP

151

-

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

(1)

Shareholder of subsidiary

Services provided

CLP

2,997,036

-

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

(1)

Shareholder of subsidiary

Sales of products

CLP

402,666

-

78,780,780-1

Operaciones y Servicios Enex Ltda.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

-

13,058

81,148,200-5

Ferrocarril de Antofagasta a Bolivia S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

3,457

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(1)

Shareholder of subsidiary

Advance purchase

CLP

14,393

14,393

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(1)

Shareholder of subsidiary

Sales of products

CLP

-

7,450

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(4)

Shareholder of subsidiary

Loan

UF

31,191

30,542

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(5)

Shareholder of subsidiary

Sales of products

UF

77,929

76,620

90,081,000-8

Compañía Chilena de Fósforos S.A.

Chile

(1)

Shareholder of subsidiary

Sales of products

CLP

2,893

2,575

90,160,000-7

Compañía Sud Americana de Vapores S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

165

458

90,703,000-8

Nestlé Chile S.A.

Chile

(1)

Shareholder of subsidiary

Sales of products

CLP

-

14,747

91,021,000-9

Invexans S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

3,713

4,552

91,705,000-7

Quiñenco S.A.

Chile

(1)

Controller's Shareholder

Sales of products

CLP

2,759

1,937

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

4,341

-

92,048,000-4

SAAM S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

83

1,437

93,920,000-2

Antofagasta Minerals S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

2,640

3,479

94,625,000-7

Inversiones Enex S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

234,880

258,306

96,427,000-7

Inversiones y Rentas S.A.

Chile

(1)

Controller

Sales of products

CLP

3,465

-

96,536,010-7

Inversiones Consolidadas Ltda.

Chile

(1)

Related to the controller

Sales of products

CLP

121

1,513

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

514

3,096

96,591,040-9

Empresas Carozzi S.A.

Chile

(1)

Shareholder of joint operation

Sales of products

CLP

76,635

76,704

96,645,790-2

Socofin S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

2,395

-

96,767,630-6

Banchile Administradora General de Fondos S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

67

-

96,790,240-3

Minera Los Pelambres S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

659

-

96,819,020-2

Agricola El Cerrito S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

-

30

96,847,140-6

Inmobiliaria Norte Verde S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

-

30

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Sales of products

CLP

74,387

255,330

97,004,000-5

Banco de Chile

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

62,816

120,547

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Sales of products

CLP

16,654

73,511

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Interests

CLP

-

219,835

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Services provided

CLP

680,740

380,242

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(2)

Joint venture

Remittanse send

CLP

4,334

750,000

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Rental of plant

CLP

3,774

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Rappel

CLP

898

-

Total

 

 

 

 

 

 

5,810,764

3,536,135

 

 

 

 

 

F-64


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Non Current:

 

Tax ID

Company

Country of origin

Ref.

Relationship

Transaction

Currency

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(4)

Shareholder of subsidiary

Loan

UF

166,928

190,040

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(5)

Shareholder of subsidiary

Sales of products

UF

91,543

166,625

Total

 

 

 

 

 

 

258,471

356,665

Accounts payable to related parties

 

Current:

 

Tax ID

Company

Country of origin

Ref.

Relationship

Transaction

Currency

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

0-E

Amstel Brouwerijen B.V.

Netherlands

(3)

Related to the controller's shareholder

License and technical assistance

Euros

66,583

64,932

0-E

Banco Amambay S.A.

Paraguay

(3)

Related to the subsidiary's shareholder

Commission

PYG

-

34

0-E

Banco Amambay S.A.

Paraguay

(3)

Related to the subsidiary's shareholder

Services received

PYG

148

-

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

(3)

Associate

Recovery of expenses

USD

44,451

-

0-E

Central Cervecera de Colombia S.A.S.

Colombia

(3)

Joint venture

Recovery of expenses

USD

14,199

-

0-E

Emprendimientos Hoteleros S.A.E.C.A

Paraguay

(3)

Related to the subsidiary's shareholder

Services received

PYG

8,481

-

0-E

Gráfica y Editorial Intersuda S.A.

Paraguay

(3)

Related to the subsidiary's shareholder

Purchase of products

PYG

448

1,604

0-E

Heineken Brouwerijen B.V.

Netherlands

(3)

Related to the controller's shareholder

License and technical assistance

Euros

1,349,472

3,344,215

0-E

Heineken Brouwerijen B.V.

Netherlands

(3)

Related to the controller's shareholder

Purchase of products

Euros

-

787,873

0-E

Heineken Brouwerijen B.V.

Netherlands

(3)

Related to the controller's shareholder

Royalty

USD

2,586,380

-

0-E

Heineken Brouwerijen B.V.

Netherlands

(3)

Related to the controller's shareholder

Services received

PYG

1,241,991

-

0-E

Heineken Brouwerijen B.V.

Netherlands

(3)

Related to the controller's shareholder

Services received

USD

1,025

-

0-E

Societé des Produits Nestlé S.A.

United Kingdom

(3)

Related to the subsidiary's shareholder

Purchase of products

USD

46,572

-

0-E

Watt's Alimentos S.A.

Paraguay

(3)

Subsidiary related

Purchase of products

USD

92,566

2,196

76,115,132-0

Canal 13 SpA.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

196,805

333,658

76,380,217-5

Hapag-Lloyd Chile SpA.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

54,194

-

76,481,675-7

Cervecería Szot SpA.

Chile

(1)

Associate of subsidiary

Purchase of products

CLP

17,288

4,930

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

(1)

Shareholder of subsidiary

Purchase of products

CLP

13,733

6,691

77,755,610-K

Comercial Patagona Ltda.

Chile

(1)

Subsidiary of joint venture

Services received

CLP

32,320

37,889

77,755,610-K

Comercial Patagona Ltda.

Chile

(1)

Subsidiary of joint venture

Services received

CLP

74,351

-

78,105,460-7

Alimentos Nutrabien S.A.

Chile

(1)

Subsidiary of joint venture

Purchase of products

CLP

543

315

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

(1)

Shareholder of subsidiary

Purchase of products

CLP

958,293

846,035

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(1)

Shareholder of subsidiary

Purchase of products

CLP

37,433

41,667

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

(1)

Related to the controller's shareholder

Purchase of products

CLP

139,373

124,255

92,048,000-4

SAAM S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

123

-

94,058,000-5

Servicios Aeroportuarios Aerosan S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

2,025

-

94,058,000-5

Servicios Aeroportuarios Aerosan S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

-

1,273

94,625,000-7

Inversiones Enex S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

76

-

96,591,040-9

Empresas Carozzi S.A.

Chile

(1)

Shareholder of joint operation

Purchase of products

CLP

1,595,771

1,930,063

96,689,310-9

Transbank S.A.

Chile

(1)

Related to the controller's shareholder

Commission

CLP

3,462

2,955

96,798,520-1

SAAM Extraportuarios S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

1,971

-

96,894,740-0

Banchile Factoring S.A.

Chile

(1)

Related to the controller

Services received

CLP

-

78,591

96,810,030-0

Radiodifusión SpA.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

55,244

19,018

96,908,970-K

San Antonio Terminal Internacional S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

7,541

-

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Purchase of products

CLP

1,152,343

1,462,888

96,953,410-K

Artikos Chile S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

137

-

97,004,000-5

Banco de Chile

Chile

(1)

Related to the controller's shareholder

Services received

CLP

22,730

41,001

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Discount fleet

CLP

-

143,465

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Purchase of products

CLP

17,406

36,834

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Consignation sales

CLP

233,565

217,689

Total

 

 

 

 

 

 

10,069,043

9,530,071

 

F-65


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Most significant transactions and effects on results:

 

As of December 31, 2017 and 2016 the most significant transactions with related parties that are not subsidiaries of the Company and their effect on the Consolidated Statement of Income are detailed as follows:

 

Tax ID

Company

Country of origin

Relationship

Transaction

2017

2016

Amounts

(Charges)/Credits (Effect on Income)

Amounts

(Charges)/Credits (Effect on Income)

ThCh$

ThCh$

ThCh$

ThCh$

0-E

Americas Distilling Investments

United States

Associate of subsidiary

Capital contribution

1,043,720

-

-

-

0-E

Amstel Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

License and technical assistance

211,740

(211,740)

165,995

(165,995)

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate

Sales of products

425,664

161,752

396,076

150,509

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate

Contribution of capital

-

-

2,174,370

-

0-E

Central Cervecera de Colombia S.A.S.

Colombia

Joint venture

Capital contribution

28,232,532

-

22,943,861

-

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

License and technical assistance

11,051,487

(11,051,487)

9,445,557

(9,445,557)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Services received

166,677

(166,677)

82,475

(52,266)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Purchase of products

306,553

-

-

-

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Sales of products

846,179

634,634

161,220

120,915

0-E

Societé des Produits Nestlé S.A.

United Kingdom

Shareholder of subsidiary

Royalty

410,421

(410,421)

432,535

(432,535)

0-E

Zona Franca Central Cervecera S.A.S.

Colombia

Subsidiary of joint venture

Capital contribution

21,080,358

-

-

-

76,079,669-7

Minera Antucoya

Chile

Related to the controller's shareholder

Sales of products

1,501

1,200

-

-

76,115,132-0

Canal 13 SpA.

Chile

Related to the controller's shareholder

Advertising

2,064,067

(2,064,067)

3,427,941

(2,661,759)

76,178,803-5

Viña Tabalí S.A.

Chile

Related to the controller's shareholder

Services provided

85,931

83,931

52,470

52,470

76,313,970-0

Inversiones Irsa Ltda.

Chile

Related to the controller

Dividends paid

4,457,428

-

4,132,618

-

76,553,712-6

Heleservicios S.A.

Chile

Related to the controller

Services received

17,760

(17,760)

-

-

76,727,040-2

Minera Centinela

Chile

Related to the controller's shareholder

Sales of products

5,085

4,068

-

-

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

Subsidiary related

Services received

152,578

(152,578)

83,220

(83,220)

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

Subsidiary related

Sales of products

535,046

428,036

522,566

418,052

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Services received

355,279

(355,279)

329,258

(329,258)

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Sales of products

4,807,422

1,971,044

4,259,983

1,746,594

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Services provided

2,054,840

2,054,840

3,234,158

3,234,158

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Purchase of products

9,499,942

-

10,083,606

-

78,780,780-1

Operaciones y Servicios Enex Ltda.

Chile

Related to the controller's shareholder

Sales of products

-

-

224,387

183,997

79,985,340-K

Cervecera Valdivia S.A.

Chile

Shareholder of subsidiary

Dividends paid

818,433

-

633,668

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Loan

26,359

5,413

28,256

6,815

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Sales of products

-

-

76,619

9,285

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Purchase of grape

4,367,575

-

4,255,971

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Sales of products

1,995

1,596

-

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Dividends paid

637,313

-

599,123

-

90,081,000-8

Compañía Chilena de Fósforos S.A.

Chile

Shareholder of subsidiary

Dividends paid

979,637

-

1,273,753

-

90,703,000-8

Nestlé Chile S.A.

Chile

Shareholder of subsidiary

Dividends paid

4,158,228

-

3,530,565

-

91,705,000-7

Quiñenco S.A.

Chile

Controller's Shareholder

Sales of products

15,941

12,751

13,984

11,186

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

Related to the controller's shareholder

Billed services

559,042

(559,042)

439,603

(439,603)

93,920,000-2

Antofagasta Minerals S.A.

Chile

Related to the controller's shareholder

Sales of products

28,049

22,158

35,532

28,069

94,625,000-7

Inversiones Enex S.A

Chile

Related to the controller's shareholder

Sales of products

1,445,395

1,127,408

1,161,918

906,296

96,427,000-7

Inversiones y Rentas S.A.

Chile

Controller

Office lease

9,622

9,622

11,463

11,463

96,427,000-7

Inversiones y Rentas S.A.

Chile

Controller

Dividends paid

34,633,542

-

32,109,822

-

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

Related to the controller's shareholder

Investments

291,030,000

-

61,400,000

-

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

Related to the controller's shareholder

Investment Rescue

299,530,000

720,311

170,500,000

402,369

96,591,040-9

Empresas Carozzi S.A.

Chile

Shareholder of joint operation

Sales of products

-

-

311,666

249,322

96,657,690-7

Inversiones Punta Brava S.A.

Chile

Related to the controller's shareholder

Sales of products

1,150

920

-

-

96,689,310-9

Transbank S.A.

Chile

Related to the controller's shareholder

Commission

77,311

77,311

65,271

(65,271)

96,810,030-0

Radiodifusión SpA.

Chile

Related to the controller's shareholder

Services provided

391,598

(391,598)

-

-

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Dividends received

245,068

-

-

-

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Sales of products

413,117

183,835

62,444

27,788

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Royalty

-

-

429,517

(429,517)

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Purchase of products

8,481,780

-

5,438,419

-

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Services provided

253,473

253,473

234,327

234,327

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Interests

369,097

(369,097)

529,138

(529,138)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Leasing paid

-

-

87,457

2,266

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Transportation of securities

359,579

(359,579)

282,267

(282,267)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Sales of products

47,184

30,669

87,772

48,800

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Derivatives

63,548,208

5,500,174

35,318,178

2,006,627

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Investments

-

-

61,400,000

-

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Interest income

-

-

247,101

247,101

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Services provided

153,773

153,773

1,553,943

1,553,943

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Remittanse send

717,900

-

750,000

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Sales of products

126

58

5,973

2,745

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Purchase of products

15,329

(15,329)

17,773

(17,773)

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Consignation sales

2,804,870

-

5,115,078

-

 

 

 

 

 

 

 

 

 

 

 

F-66


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2016 and 2015 the most significant transactions with related parties that are not subsidiaries of the Company and their effect on the Consolidated Statement of Income are detailed as follows:

 

Tax ID

Company

Country of origin

Relationship

Transaction

2016

2015

Amounts

(Charges)/Credits (Effect on Income)

Amounts

(Charges)/Credits (Effect on Income)

ThCh$

ThCh$

ThCh$

ThCh$

0-E

Amstel Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

License and technical assistance

165,995

(165,995)

229,967

(229,967)

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate

Sales of products

396,076

150,509

209,292

79,531

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate

Capital contribution

2,174,370

-

1,921,245

-

0-E

Central Cervecera de Colombia S.A.S.

Colombia

Joint venture

Capital contribution

22,943,861

-

19,941,532

-

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

License and technical assistance

9,445,557

(9,445,557)

9,331,241

(9,331,241)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Services received

82,475

(52,266)

27,904

(27,904)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Purchase of products

-

-

71,107

-

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Sales of products

161,220

120,915

-

-

0-E

Societé des Produits Nestlé S.A.

United Kingdom

Shareholder of subsidiary

Royalty

432,535

(432,535)

308,527

(308,527)

76,115,132-0

Canal 13 SpA.

Chile

Related to the controller's shareholder

Advertising

3,427,941

(2,661,759)

1,554,332

(405,349)

76,178,803-5

Viña Tabalí S.A.

Chile

Related to the controller's shareholder

Services provided

52,470

52,470

50,787

50,787

76,313,970-0

Inversiones Irsa Ltda.

Chile

Related to the controller

Dividends paid

4,132,618

-

4,089,832

-

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

Related to non-controlling subsidiary

Services received

83,220

(83,220)

77,166

(77,166)

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

Related to non-controlling subsidiary

Sales of products

522,566

418,052

405,652

324,522

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Services received

329,258

(329,258)

279,401

(279,401)

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Sales of products

4,259,983

1,746,594

2,679,985

1,098,794

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Services provided

3,234,158

3,234,158

2,649,644

2,649,644

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Purchase of products

10,083,606

-

8,692,744

-

78,780,780-1

Operaciones y Servicios Enex Ltda.

Chile

Related to the controller's shareholder

Sales of products

224,387

183,997

328,256

262,605

79,985,340-K

Cervecera Valdivia S.A.

Chile

Shareholder of subsidiary

Dividends paid

633,668

-

489,942

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Loan

28,256

6,815

29,589

5,827

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Sales of products

76,619

9,285

74,529

8,487

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Purchase of grape

4,255,971

-

6,226,156

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Sales of products

-

-

8,071

6,457

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Dividends paid

599,123

-

791,836

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Services provided

-

-

181,437

181,437

89,602,300-4

Csav Austral SpA.

Chile

Shareholder of subsidiary

Services received

-

-

122,991

(122,991)

90,081,000-8

Compañía Chilena de Fósforos S.A.

Chile

Shareholder of subsidiary

Dividends paid

1,273,753

-

4,055,034

-

90,703,000-8

Nestlé Chile S.A.

Chile

Shareholder of subsidiary

Dividends paid

3,530,565

-

2,704,376

-

91,705,000-7

Quiñenco S.A.

Chile

Controller's Shareholder

Sales of products

13,984

11,186

14,509

14,509

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

Related to the controller's shareholder

Billed services

439,603

(439,603)

127,165

(127,165)

93,920,000-2

Antofagasta Minerals S.A.

Chile

Related to the controller's shareholder

Sales of products

35,532

28,069

-

-

94,625,000-7

Inversiones Enex S.A

Chile

Related to the controller's shareholder

Sales of products

1,161,918

906,296

636,707

496,631

96,427,000-7

Inversiones y Rentas S.A.

Chile

Controller

Office lease

11,463

11,463

11,006

11,006

96,427,000-7

Inversiones y Rentas S.A.

Chile

Controller

Dividends paid

32,109,822

-

31,777,378

-

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

Related to the controller's shareholder

Investments

61,400,000

-

225,840,000

-

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

Related to the controller's shareholder

Investment Rescue

170,500,000

402,369

231,800,000

583,333

96,591,040-9

Empresas Carozzi S.A.

Chile

Shareholder of joint operation

Sales of products

311,666

249,322

-

-

96,689,310-9

Transbank S.A.

Chile

Related to the controller's shareholder

Commission

65,271

(65,271)

45,756

(45,756)

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Sales of products

62,444

27,788

36,560

16,269

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Royalty

429,517

(429,517)

425,164

(425,164)

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Purchase of products

5,438,419

-

4,776,140

-

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Services provided

234,327

234,327

425,165

425,165

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Leasing paid

87,457

2,266

123,316

(23,901)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Interests

529,138

(529,138)

316,411

(316,411)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Transportation of securities

282,267

(282,267)

452,384

(452,384)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Sales of products

87,772

48,800

39,148

25,446

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Derivatives

35,318,178

2,006,627

105,973,453

1,708,487

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Investments

61,400,000

-

204,050,000

-

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Investment Rescue

61,400,000

247,101

219,500,000

770,364

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Services provided

1,553,943

1,553,943

7,633,582

7,633,582

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Interests

-

-

287,243

287,243

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Remittanse received

-

-

33,298,001

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Remittanse send

750,000

-

27,189,651

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Sales of products

5,973

2,745

13,540

6,223

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Purchase of products

17,773

(17,773)

30,209

(30,209)

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Consignation sales

5,115,078

-

24,067,498

-

 

 

 

 

 

 

 

 

 

F-67


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Remuneration of the Management key employees

 

The Company is managed by a Board of Directors comprised of 9 members, each of whom is in office for a 3-year term and may be re-elected.

 

The Board was appointed at the Ordinary Shareholders´ Meeting held on April 13, 2016, being elected Messrs. Andrónico Luksic Craig, Francisco Pérez Mackenna, Pablo Granifo Lavín, Rodrigo Hinzpeter Kirberg, Marc Busain, Carlos Molina Solís, Didier Debrosse, José Miguel Barros van Hövell tot Westerflier  and Vittorio Corbo Lioi, the latter independent according to article 50 bis of Law Nº18,046. The Chairman and the Vice Chairman, as well as the members of the Audit Committee were appointed at the Board of Directors´ meeting held on April 13, 2016. At the same meeting, and according to article 50 bis of Law N° 18,046, the independent Director Mr. Vittorio Corbo Lioi appointed the other members of the Directors Committee, which is composed of Directors Messrs. Pérez, Molina  and Corbo. Additionally, Messrs. Corbo  and Molina were appointed as members of the Audit Committee, both meeting the independence criteria under the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002 and the New York Stock Exchange Rules. The Board of Directors also resolved that Directors Messrs. Pérez  and Barros shall participate in the Audit Committee´s meetings as observers.

 

At the Ordinary Shareholders´ Meeting held on April 12, 2017 agreed to keep the remuneration of the Directors previously agreed at the Ordinary Shareholders´ Meeting held on April 13, 2016 and the remuneration of the Directors consists on a gross monthly fee for attendance to Board Meetings of UF 100 per Director, and UF 200 for the Chairman, independent of the number of meetings held within such period, plus an amount equivalent to 3% of the distributed dividends, for the whole Board, at a rate of one-ninth for each Director and in proportion to the time each one served as such during the year 2016. If the distributed dividends exceed 50% of the net profits, the Board of Directors’ variable remuneration shall be calculated over a maximum 50% of such profits.

 

Additionally, those Directors that are members of the Directors Committee receive a gross remuneration of UF 34 for each meeting they attend, plus the amount that, as the percentage of the dividends, is required to complete one third of the total remuneration a Director is entitled to, pursuant to article 50 bis of Law Nº 18,046 and Regulation N° 1956 of the CMF. Directors that are members of the Audit Committee receive a gross monthly remuneration of UF 25.

 

According to the above, as of December 31, 2017, the Directors received ThCh$ 3,146,516 (ThCh$ 3,215,759 in 2016 and ThCh$ 2,976,684 in 2015) in meeting attendance fees and dividend participation. In addition, ThCh$ 224,813 (ThCh$ 212,665 in 2016 and ThCh$ 191,416 in 2015) were paid as meeting attendance fees and dividend participation to the Senior Management of the Parent Company.

 

As of December 31, 2017, the remuneration corresponding to the key personal was ThCh$ 6,449,061 (ThCh$ 7,565,658 in 2016 and ThCh$ 5,497,192 in 2015). The Company grants annual discretionary and variable bonuses to the top key employees, which are not subject to an agreement and are decided on the basis of the compliance with individual and corporate goals and depending on the year results.

 

 

F-68


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 12 Inventories

 

The inventories balances are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Finished products

74,897,803

76,326,444

In process products

2,861,150

1,936,190

Raw material

114,911,632

113,232,691

In transit raw material

5,236,825

4,460,822

Materials and products

5,618,614

5,692,745

Realizable net value  estimate and obsolescence

(1,538,133)

(2,337,354)

Total

201,987,891

199,311,538

 

The Company wrote off a total of ThCh$ 2,981,075, ThCh$ 2,012,748 and ThCh$ 2,057,704 against net realizable value and obsolescence for the years ended as of December 31, 2017, 2016 and 2015, respectively.

 

Additionally, the Company presents an estimate for inventory impairment which includes amounts related to low turnover, technical obsolescence and/or products recalled from the market.

 

The movement of net realizable value and obsolescence estimate is detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

 

ThCh$

ThCh$

Initial balance

(2,337,354)

(1,825,381)

Inventories write-down estimation

(2,268,199)

(2,551,828)

Inventories recognised as an expense

2,981,075

2,012,748

Business combination effect

86,345

27,107

Total

(1,538,133)

(2,337,354)

 

As of December 31, 2017 and 2016 , the Company does not have any inventory pledged as guarantee for financial obligations.

 

 

F-69


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 13 Biological assets

 

The Company recorded under Current biological assets the agricultural activities (grapes) derived from production of plantations that will be destined to be an input to the following process of the wine production.

 

The cost associated to the agricultural activities (grapes) are accumulated to the harvest date.

 

The valuation of current biological assets is described in Note 2, 2.10 .

 

The movement of current biological assets is detailed as follows:

 

 

 

 

ThCh$

As of January 1 2016

 

Historic cost

7,633,340

Book Value

7,633,340

 

 

As of December 31, 2016

 

Acquisitions

19,611,307

Decreases due to harvesting

(19,296,268)

Book Value

7,948,379

 

 

As of December 31, 2016

 

Historic cost

7,948,379

Book Value

7,948,379

 

 

As of December 31, 2017

 

Acquisitions

18,440,177

Decreases due to harvesting

(18,230,868)

Book Value

8,157,688

 

 

As of December 31, 2017

 

Historic cost

8,157,688

Book Value

8,157,688

 

F-70


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 14 Non-current assets of disposal groups classified as held for sale

 

    

 

a)  

Chile Operating segment
 

On January 7, 2016, the shareholders of Compañía Pisquera Bauzá S.A. came to an agreement in which Compañía Pisquera de Chile S.A. (“CPCh”) (subsidiary of Compañía Cervecerías Unidas S.A.) sold its interest of 49% to Agroproductos Bauzá S.A. The price of the transaction amounted to UF 150,000 (equivalent to ThCh$ 3,844,364 on December 31, 2015). 
 

In January 2016, the first installment was paid for an amount of UF 20,000 (equivalents to ThCh$ 512,596 on January 8, 2016).
 

As of December 31, 2017, the balances are UF 90,000 plus interest, of which UF 90,000 with long-term maturity (equivalents to ThCh$ 2,411,832) payable in annual installments maturing in 2020. The annual installments that will maturity in January 2018, for an amount of UF 20,000 was paid in advance in May 2017 (equivalent to ThCh$ 578,958).
 

Previously, in October 2015, the Board of Directors of CPCh agreed to instruct the Management to obtain an agreement with Agroproductos Bauzá based on the terms which were reflected in the before mentioned transaction. As a consequence of the aforementioned CPCh recorded a provision before taxes for an amount of ThCh$ 1,401,253, charged to the result of the fourth quarter of for year 2015. This amount is presented under Other gains/losses in the Consolidated Statement of Income of the quarter.

 

 

b)

International Business Operating segment  
 

-

During December 2014, the Board of subsidiary Sidra La Victoria S.A. authorized the sale of property located in Cipolletti city, Provincia de Río Negro, Argentina. During November 2015 this property was sold and a gain before tax of ThCh$ 1,977,432 was recorded under item Other income by function.
 

-

During September 2015, the Board of subsidiary Saenz Briones S.A. authorized the sale of property located in Luján de Cuyo city, Provincia de Mendoza, Argentina. At the date of issuance of these Financial Statements that property is the same condition.

 

 

c)

Wine Operating segment
 

-

During the last quarter of 2009, the Board of Tamarí S.A. (merged with Finca la Celia S.A. as of April 1, 2011) authorized the sale of fixed assets which includes the winery with facilities for processing and storage of wines as well as of acres that surround it and the guest house. This decision is based primarily on the advantage of consolidating the operations of processing and packaging of wines from the Wine Group subsidiaries VSPT facilities in Finca La Celia,  generating significant synergies for the Group.
 

During 2010, the Company hired a specialist broker for such assets. Subsequently, on December 13, 2011, a sales reservation contract was signed for all of the assets. At the date of issuance of these Financial Statements this transaction is current.
 

-

During November 2015, the Board of subsidiary Viña Valles de Chile S.A. (legal and continuing successor of Viña Misiones de Rengo S.A.) authorized the sale of certain fixed asstes located in Rengo city, Provincia de Cachapoal, Sexta Región. At the date of issuance of these Financial Statements this transaction is current.

 

 

As described in Note 2, 2.18 , non-current assets of disposal groups classified as held for sale have been recorded at the lower of carrying amount and fair value less cost to sale.

 

 

 

 

F-71


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2017 and 2016, assets held for sale are detailed as follows:

 

Non-current assets of disposal groups classified as held for sale

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Land

1,786,879

1,816,348

Contructions

473,975

504,207

Machinerys

44,857

57,332

Total

2,305,711

2,377,887

 

 

Note 15 Business Combinations

 

Bebidas del Paraguay S.A.

 

Year 2016 Acquisitions

 

On March 31, 2016, subsidiary Bebidas del Paraguay S.A. acquired 51% of the stock rights of Sajona Brewing Company S.R.L (Paraguayan company). The purpose of this company is the production and marketing of Sajonia brand beer. The amount of this transaction was ThCh$ 641,489 (equivalents to US$ 1,000,000).

 

During 2017, the Company has determined the following fair values of assets and liabilities, for this business combination ( Note 1, (2) ).

 

It is expected that the acquisition of this company allows to transform the brand into a reference in the segment of craft beer, increases their productive capacities and distribution network, forming part of the portfolio brands of BdP. According with the above mentioned, BdP begins to participate in the production of beer, with its own brand and with great growth prospects.

 

 

As of December 31, 2017, the Company did not enter into business combinations transactions.

 

F-72


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 16 Investments accounted for using equity method

 

Joint ventures and Associates

 

As of December 31, 2017 and 2016 , the Company recorded investments qualifying as joint venture and associates.

 

The share value of investments in joint ventures and associates are detailed as follows:

 

 

Percentage of participation

As of December 31, 2017

As of December 31, 2016

%

ThCh$

ThCh$

Cervecería Austral S.A. (1)

50.00

6,126,384

5,548,458

Foods Compañía de Alimentos CCU S.A. (2)

50.00

5,792,242

5,624,391

Central Cervecera de Colombia S.A.S. (3)

50.00

50,374,322

35,449,038

Zona Franca Central Cervecera S.A.S. (3)

50.00

20.696.077

-

Total joint ventures

 

82,989,025

46,621,887

Bebidas Bolivianas BBO S.A. (4)

34.00

14,641,870

17,281,665

Other companies

 

1,639,385

501,394

Total associated

 

16,281,255

17,783,059

Total

 

99,270,280

64,404,946

 

 

The above mentioned values include goodwill generated in the acquisition of the following joint venture and associate, which are presented net of any impairment loss:

 

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Cervecería Austral S.A.

 

1,894,770

1,894,770

Bebidas Bolivianas BBO S.A.

 

8,294,324

9,032,617

Total

 

10,189,094

10,927,387

 

The result accrued in joint ventures and associates are detailed as follows:

 

 

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Cervecería Austral S.A.

952,235

754,326

247,180

Foods Compañía de Alimentos CCU S.A.

165,905

(519,536)

(1,251,392)

Central Cervecera de Colombia S.A.S.

(8,646,651)

(3,969,699)

(2,668,179)

Zona Franca Central Cervecera S.A.S.

87,583

-

-

Total joint ventures

(7,440,928)

(3,734,909)

(3,672,391)

Bebidas Bolivianas BBO S.A.

(1,459,916)

(1,805,548)

(1,557,886)

Other companies

(13,253)

(20,065)

2,142

Total associated

(1,473,169)

(1,825,613)

(1,555,744)

Total

(8,914,097)

(5,560,522)

(5,228,135)

 

F-73


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Changes in investments in joint ventures and associates are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Balance at the beginning of year

64,404,946

49,995,263

Business combination effect

50,462,578

25,118,232

Participation in the joint ventures and associates (loss)

(8,914,097)

(5,560,522)

Dividends received

(353,150)

(245,073)

Increase (decrease) through changes in ownership interests in subsidaries

-

(5,427,660)

Others

(6,329,997)

524,706

Total

99,270,280

64,404,946

 

 

Significant matters regarding investments accounted for using the equity method are detailed as follows:

 

 

(1) Cervecería Austral S.A.

 

A closed stock company that operates as a beer manufacturing facility in the southern end of Chile, which is the southernmost brewery in the world.

 

( 2) Foods Compañía de Alimentos CCU S.A

 

A closed stock company devoted to the production and marketing of food products such as like cookies and other baked goods, caramels, candy and cereal, among others.

 

On November 26, 2015, Foods signed a sale agreement with Empresas Carozzi S.A., under which the first sold to the second machinery, equipment and brands related to products marketed under the brands Natur and Calaf. The amount of this transaction was ThCh$ 14,931,000 and CCU recognized a net loss after taxes for an amount of ThCh$ 1,034,638, corresponding to their participation.

 

On December 16, 2016, Foods and subsidiary CCU Inversiones S.A., acquired 49.99999% and 0.0001%, respectively of the shares of Alimentos Nutrabien S.A. As a consequence above mentioned the only shareholders direct of that company are: (i) Food´s with 99.99999% of the share capital, and (ii) CCU investments S.A. with a 0.0001% of the share capital, respectively. The amount of this transaction was UF 545.000, equivalent to ThCh$ 14.352.706.

 

(3) Central Cervecera de Colombia S.A.S. and Zona Franca Central Cervecera S.A.S.

 

On November 10, 2014, CCU, directly and through its subsidiaries CCU Inversiones II Limitada, and Grupo Postobón have established a joint arrangements through a company named Central Cervecera de Colombia S.A.S. (the "Company"), in which CCU and Grupo Postobón participate as equal shareholders. The purpose of this Company is the beer and non-alcoholic drinks production, marketing and distribution based on malt (Products).

 

Subsequently, on August 16, 2017, CCU, through its subsidiary CCU Inversiones ll Limitada, acquired 50% of the shares of of a company incorporated in Colombia called Zona Franca Central Cervecera S.A.S. (ZF CC), which relates to a joint agreements and that qualifies as a joint operations, in which CCU and Grupo Postobon participate as equal shareholders. The amount of this transaction was US$ 10,204, equivalents to ThCh$ 6,432. The purpose of ZF CC is acting exclusively as industrial user of one or more free zones, providing tolling services to CCC, and this latter company will produce, market and distribute Products.

 

For the purposes above, previous associations involves the construction of a beer production plant, with an annual total capacity of 3,000,000 hectoliters.

 

The Parties will also invest in CCC and ZF CC an approximate amount of US$ 200,000,000 in equal parts, following a gradual investment plan agreed by the parties.

 

As of December 31, 2017 and 2016, the total amount contributed to CCC and ZF CC was US$ 144,729,978 (equivalents to ThCh$ 93,643,761) and US$ 68,078,797 (equivalents to ThCh$ 44,330,781).

 

 

F-74


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

(4) Bebidas Bolivianas BBO S.A.

 

On May 7, 2014, the Company acquired 34% of the stock rights of Bebidas Bolivianas BOO S.A. a Bolivian and a closed stock company that produces soft drinks and beers in three plants located in Santa Cruz de la Sierra and Nuestra Señora de la Paz cities. The amount of this transaction was ThCh$ 13,776,885. On December 9, 2015, the Company paid an increased of capital for an amount of US$ 2,720,000, equivalents to ThCh$ 1,921,244. On June 8, 2016 and November 17, 2016, the Company paid an increased of capital for an amount of US$ 2,221,696, equivalents to ThCh$ 1,510,420 and
US$ 1,019,971, equivalents to ThCh$ 663,951, respectively.

 

The Company does not have any contingent liabilities related to joint ventures and associates as D ecember 31, 2017 .

 

As of December 31, 2017, 2016 and 2015, the significant items of the financial statements of 100% of joint ventures and associates are summarized as follows:

 

 

 

Joint ventures

Associated

Joint ventures

Associated

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

ThCh$

ThCh$

Assets and Liabilities

 

 

 

 

Current assets

49,960,930

5,540,894

64,587,798

7,602,940

Non-current assets

150,837,264

26,609,731

50,994,744

30,504,073

Current liabilities

35,339,239

4,444,262

23,043,784

5,886,879

Non-current liabilities

1,994,220

9,037,112

2,350,385

7,789,367

 

 

 

 

 

 

 

Joint ventures

Associated

Joint ventures

Associated

Joint ventures

Associated

 

For the years ended as of December 31,

 

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Income Statement (Summarized)

 

 

 

 

 

 

Net sales

57,417,288

19,760,918

63,926,397

19,733,853

59,187,508

18,310,272

Operating result

(18,606,383)

(4,086,973)

(11,913,526)

(4,159,093)

(6,796,020)

(4,039,249)

Net income for year

(14,352,789)

(4,462,733)

(7,287,727)

(4,712,596)

(6,803,143)

(4,573,734)

Other comprehensive income

(27,052,016)

(5,761,515)

(3,451,487)

(7,965,214)

(2,494,511)

-

Depreciation and amortization

(2,618,567)

(2,818,923)

(2,104,820)

(2,698,849)

(1,998,935)

(534,485)

 

 

 

 

 

 

 

 

 

F-75


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 17    Intangible assets other than goodwill

 

The intangible assets movement are detailed as follows:

 

 

Trademarks

Software programs

Water rights

Distribution rights

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

As of January 1, 2016

 

 

 

 

 

Historic cost

60,966,038

24,212,125

1,914,139

904,007

87,996,309

Accumulated amortization

-

(15,928,101)

-

(200,201)

(16,128,302)

Book Value

60,966,038

8,284,024

1,914,139

703,806

71,868,007

 

 

 

 

 

 

As of December 31, 2016

 

 

 

 

 

Additions

40,000

4,533,631

219,163

-

4,792,794

Additions for joint operations (1)

5,614,575

-

-

-

5,614,575

Additions for business combination (2)

259,712

-

-

-

259,712

Divestitures (cost)

-

(167,825)

(42,243)

-

(210,068)

Divestitures (amortization)

-

197,910

-

-

197,910

Amortization of year

-

(2,472,425)

-

(389,166)

(2,861,591)

Conversion effect

(1,719,397)

(213,166)

-

(140,990)

(2,073,553)

Effect of conversion (amortization)

-

130,442

-

215,927

346,369

Book Value

65,160,928

10,292,591

2,091,059

389,577

77,934,155

 

 

 

 

 

 

As of December 31, 2016

 

 

 

 

 

Historic cost

65,160,928

28,364,765

2,091,059

763,017

96,379,769

Accumulated amortization

-

(18,072,174)

-

(373,440)

(18,445,614)

Book Value

65,160,928

10,292,591

2,091,059

389,577

77,934,155

 

 

 

 

 

 

As of December 31, 2017

 

 

 

 

 

Additions

-

3,498,499

158,968

-

3,657,467

Divestitures (cost)

(226)

(103,675)

-

-

(103,901)

Divestitures (amortization)

-

103,675

-

-

103,675

Amortization of year

-

(2,873,115)

-

(173,294)

(3,046,409)

Conversion effect

(1,355,703)

(260,268)

-

(103,287)

(1,719,258)

Effect of conversion (amortization)

-

167,026

-

39,725

206,751

Book Value

63,804,999

10,824,733

2,250,027

152,721

77,032,480

 

 

 

 

 

 

As of December 31, 2017

 

 

 

 

 

Historic cost

63,804,999

31,499,321

2,250,027

659,730

98,214,077

Accumulated amortization

-

(20,674,588)

-

(507,009)

(21,181,597)

Book Value

63,804,999

10,824,733

2,250,027

152,721

77,032,480

 

(1) See Note 1, letter a) .

(2) See Note 1, point (2) .

 

 

There are no restrictions or pledges on intangible assets.

F-76


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The cash generating unit associates to the trademarks are detailed as follows:

 

Segment

Cash Generating Unit

As of December 31, 2017

As of December 31, 2016

(CGU)

ThCh$

ThCh$

Chile

Embotelladoras Chilenas Unidas S.A.

31,476,163

31,476,163

 

Manantial S.A.                                                

1,166,000

1,166,000

 

Compañía Pisquera de Chile S.A.

1,363,782

1,363,782

 

Compañía Cervecería Kunstmann S.A.

286,518

286,744

 

Subtotal

34,292,463

34,292,689

International Business

CCU Argentina S.A. and subsidiaries

3,735,289

4,774,066

 

Marzurel S.A., Coralina S.A. and Milotur S.A.

2,639,301

2,822,016

 

Bebidas del Paraguay S.A. y Distribuidora del Paraguay S.A.

3,356,895

3,489,969

 

Subtotal

9,731,485

11,086,051

Wines

Viña San Pedro Tarapacá S.A.

19,781,051

19,782,188

 

Subtotal

19,781,051

19,782,188

Total

 

63,804,999

65,160,928

 

Management has not found any evidence of impairment of intangible assets. The same methodology described in Note 18 ., has been used for trademarks with indefinite useful lives .

 

F-77


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 18 Goodwill

 

The goodwill movements is detailed as follows:

 

 

Goodwill

 

ThCh$

As of January 1 , 2016

 

Historic cost

99,490,372

Book Value

99,490,372

 

 

As of December 31, 2016

 

Additions for business combination (1)

234,476

Conversion effect

(2,798,297)

Book Value

96,926,551

 

 

As of December 31, 2016

 

Historic cost

96,926,551

Book Value

96,926,551

 

 

As of December 31, 2017

 

Conversion effect

(2,309,077)

Book Value

94,617,474

 

 

As of December 31, 2017

 

Historic cost

94,617,474

Book Value

94,617,474

 

(1) See Note 1, letter (2 ) .

 

Goodwill on investments acquired in business combinations is assigned as of the acquisition date to the Cash Generating Units (CGU), or group of CGUs that it is expected will benefit from the business combination synergies. The carrying amount of goodwill of the investments assigned to the CGUs within the Company’s segments is detailed as follows:

 

Segment

Cash Generating Unit

As of December 31, 2017

As of December 31, 2016

(CGU)

ThCh$

ThCh$

Chile

Embotelladoras Chilenas Unidas S.A.

25,257,686

25,257,686

 

Manantial S.A.                                                

8,879,245

8,879,245

 

Compañía Pisquera de Chile S.A.                                                

9,808,550

9,808,550

 

Los Huemules S.R.L.                                            

47,443

47,443

 

Subtotal

43,992,924

43,992,924

International Business

CCU Argentina S.A. and subsidiaries

5,355,254

6,851,916

 

Marzurel S.A., Coralina S.A. and Milotur S.A.

6,956,760

7,260,675

 

Bebidas del Paraguay S.A. y Distribuidora del Paraguay S.A.

5,896,392

6,404,892

 

Subtotal

18,208,406

20,517,483

Wines

Viña San Pedro Tarapacá S.A.

32,416,144

32,416,144

 

Subtotal

32,416,144

32,416,144

Total

 

94,617,474

96,926,551

 

F-78


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Goodwill assigned to the CGU is subject to impairment tests annually or with a higher frequency in case there are indications that any of the CGU could experience impairment. The recoverable amount of each CGU is determined as the higher of value in use or fair value less costs to sell. To determine the value in use, the Company has used cash flow projections over a 5-year span, based on the budgets and projections reviewed by Management for the same term and with an average grown-rate of 3%. The rates used to discount the projected cash flows reflect the market assessment of the specific risks related to the corresponding CGU. The pre-tax discount rates used range from a 9.2% to 10.9%. Given the materiality of the amounts involved, it was not considered relevant to describe additional information in this Note. A reasonable change in assumptions would not result in an impairment to goodwill.

 

As December 31, 2017, t he Company has not identified any evidence of impairment of goodwill .

 

F-79


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 19 Property, plant and equipment

 

Property, plant and equipment movements are detailed as follows:

 

 

  Land, buildings and contruction

 Machinery and equipment

 Bottles and containers

 Other Equipment

 Assets under contruction

 Furniture, accesories and vehicles

 Assets under finance lease

 Under production vines

 Total

 ThCh$

 ThCh$

 ThCh$

 ThCh$

 ThCh$

 ThCh$

 ThCh$

 ThCh$

 ThCh$

As of January 1, 2016

 

 

 

 

 

 

 

 

 

Historic cost

569,642,008

428,398,944

185,024,437

117,920,217

102,094,511

60,844,400

16,447,490

29,639,562

1,510,011,569

Accumulated depreciation

(149,128,169)

(248,562,463)

(102,580,240)

(77,349,328)

-

(42,694,930)

(3,014,569)

(14,014,660)

(637,344,359)

Book Value

420,513,839

179,836,481

82,444,197

40,570,889

102,094,511

18,149,470

13,432,921

15,624,902

872,667,210

 

 

 

 

 

 

 

 

 

 

As of December 31, 2016

 

 

 

 

 

 

 

 

 

Additions

-

-

-

-

128,712,863

-

-

-

128,712,863

Additions for business combination

-

79,126

-

-

-

-

-

-

79,126

Transfers

22,834,409

40,559,020

26,734,419

11,477,889

(115,555,005)

12,571,079

-

1,378,189

-

Conversion effect historic cost

(5,161,938)

(9,794,457)

(10,440,956)

(3,309,017)

(716,066)

(63,653)

(1,927)

(100,704)

(29,588,718)

Write off (cost)

(421,820)

(1,114,726)

(963,296)

(602,003)

164,887

(1,425,485)

-

-

(4,362,443)

Write off (depreciation)

16,882

1,045,213

1,211,494

557,191

-

809,775

-

-

3,640,555

Capitalized interests

-

-

-

-

853,832

-

-

-

853,832

Depreciation

(16,446,343)

(22,298,558)

(20,154,538)

(9,709,915)

-

(9,495,693)

(235,007)

(1,025,552)

(79,365,606)

Conversion effect depreciation

1,743,342

4,080,872

3,082,501

4,139,993

-

252,389

578

66,872

13,366,547

Others increase (decreased)

(40,372)

1,960,728

(1,217,118)

(313,368)

(779,982)

792,760

(620,991)

-

(218,343)

Divestitures (depreciation)

(1,973,792)

(4,671,503)

(919,611)

(105,417)

-

(479,526)

-

(1,480,301)

(9,630,150)

Divestitures (depreciation)

1,366,357

4,474,718

699,573

23,026

-

375,766

-

1,010,409

7,949,849

Book Value

422,430,564

194,156,914

80,476,665

42,729,268

114,775,040

21,486,882

12,575,574

15,473,815

904,104,722

 

 

 

 

 

 

 

 

 

 

As of December 31, 2016

 

 

 

 

 

 

 

 

 

Historic cost

584,830,357

453,735,402

196,174,306

129,190,151

114,775,040

70,251,593

13,926,785

29,436,746

1,592,320,380

Accumulated depreciation

(162,399,793)

(259,578,488)

(115,697,641)

(86,460,883)

-

(48,764,711)

(1,351,211)

(13,962,931)

(688,215,658)

Book Value

422,430,564

194,156,914

80,476,665

42,729,268

114,775,040

21,486,882

12,575,574

15,473,815

904,104,722

 

 

 

 

 

 

 

 

 

 

As of December 31, 2017

 

 

 

 

 

 

 

 

 

Additions

-

-

-

-

118,850,131

-

-

-

118,850,131

Transfers

29,368,004

43,963,753

20,642,995

18,784,331

(124,150,216)

10,802,816

-

588,317

-

Conversion effect historic cost

(4,642,067)

(10,260,723)

(10,182,025)

(3,613,420)

(720,676)

(379,481)

(1,605)

(100,852)

(29,900,849)

Write off (cost)

(144,577)

(681,120)

(2,192,467)

(2,301,087)

-

(778,317)

-

-

(6,097,568)

Write off (depreciation)

122,890

609,546

1,942,571

2,241,388

-

613,585

-

-

5,529,980

Capitalized interests

-

-

-

-

1,042,045

-

-

-

1,042,045

Depreciation

(16,782,519)

(26,444,714)

(20,351,615)

(12,375,545)

-

(6,262,416)

(43,108)

(1,002,696)

(83,262,613)

Conversion effect depreciation

609,002

3,137,711

3,801,023

2,188,068

-

92,238

519

54,154

9,882,715

Others increase (decreased)

(101,686)

1,048,528

18,981

7,257

(1,189,435)

(35,064)

(138,391)

59,875

(329,935)

Divestitures (cost)

(434,512)

(322,483)

(45,081,934)

(27,295)

-

(614,206)

-

(521,685)

(47,002,115)

Divestitures (depreciation)

326,742

322,483

43,718,122

26,267

-

363,484

-

339,817

45,096,915

Book Value

430,751,841

205,529,895

72,792,316

47,659,232

108,606,889

25,289,521

12,392,989

14,890,745

917,913,428

 

 

 

 

 

 

 

 

 

 

As of December 31, 2017

 

 

 

 

 

 

 

 

 

Historic cost

608,854,028

485,770,049

159,541,057

142,280,575

108,606,889

79,120,713

13,816,109

29,367,600

1,627,357,020

Accumulated depreciation

(178,102,187)

(280,240,154)

(86,748,741)

(94,621,343)

-

(53,831,192)

(1,423,120)

(14,476,855)

(709,443,592)

Book Value

430,751,841

205,529,895

72,792,316

47,659,232

108,606,889

25,289,521

12,392,989

14,890,745

917,913,428

 

 

F-80


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The balance of the land at the end of each year is as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Land

225,840,815

226,136,602

Total

225,840,815

226,136,602

 

Capitalized interest as of December 31, 2017, amounted 1,042,045 (ThCh$  853,832 in 2016), using an annually capitalization rate of 4.25% (4.17% in 2016).

 

The Company, through its subsidiary Viña San Pedro Tarapacá S.A., has biological assets corresponding to vines that produce grapes. The vines are segmented into those under formation and those under production, and they are grown both on leased and owned land. The grapes harvested from these vines are used in the manufacturing of wine, which is marketed both in the domestic market and abroad.

 

As of December 31, 2017 , the Company maintained approximately 4,219 hectares of which 3,765 are for vines in production stage. Of the total hectares mentioned above, 3,427 correspond to own land and 338 to leased land.

 

The vines under formation are recorded at historic cost, and only start being depreciated when they are transferred to the production phase, which occurs in the majority of cases in the third year after plantation, when they start producing grapes commercially (in volumes that justify their production-oriented handling and later harvest).

 

During 2017, the production plant vines yield approximately 43.9 million kilos of grapes (49.8 million kilos of grapes in 2016).

 

By the nature of business of the Company, in the value of the assets it is not considered to start an allowance for cost of dismantling, removal or restoration.

 

In relation to the impairment losses of property, plant and equipment, the Managment has not perceived evidence of impairment with respect to these at December 31, 2017.

 

Assets under finance lease:

 

The carrying amount of land and buildings relates to finance lease agreements for the Company and its subsidiaries. Such assets will not be owned by the Company until the corresponding purchase options are exercised.

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Land

3,215,075

3,130,181

Buildings

9,101,182

9,217,312

Machinery and equipment

76,732

228,081

Total

12,392,989

12,575,574

 

In Note 21, letter B ) includes the detail of the lease agreements, and it also reconciles the total amount of the future minimum lease payments and their current value as regards such assets, the purchase options originated at CCU S.A. and Cervecería Kunstmann S.A.

 

 

 

 

 

 

 

F-81


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 20 Investment Property

 

Investment property movements are detailed as follows:

 

 

Lands

Buildings

Total

ThCh$

ThCh$

ThCh$

As of January 1, 2016

 

 

 

Historic cost

5,097,142

2,487,425

           7,584,567

Depreciation

-

(746,565)

( 746,565)

Book Value

5,097,142

1,740,860

6,838,002

 

 

 

 

As of December 31, 2016

 

 

 

Additions

-

11,036

11,036

Divestitures

(2,563)

-

(2,563)

Depreciation

-

(41,055)

(41,055)

Conversion effect (depreciation)

(364,940)

(218,986)

(583,926)

Conversion effect

-

32,333

32,333

Book Value

4,729,639

1,524,188

6,253,827

 

 

 

 

As of December 31, 2016

 

 

 

Historic cost

           4,729,639

           2,279,475

           7,009,114

Depreciation

                     -  

(755,287)

(755,287)

Book Value

4,729,639

1,524,188

6,253,827

 

 

 

 

As of December 31, 2017

 

 

 

Additions

-

17,588

17,588

Depreciation

-

(38,007)

(38,007)

Conversion effect (depreciation)

(270,804)

(165,236)

(436,040)

Conversion effect

-

27,991

27,991

Book Value

4,458,835

1,366,524

5,825,359

 

 

 

 

As of December 31, 2017

 

 

 

Historic cost

           4,458,835

           2,131,827

           6,590,662

Depreciation

                     -  

(765,303)

(765,303)

Book Value

4,458,835

1,366,524

5,825,359

 

Investment property includes twenty land properties, two offices and one apartment, situated in Chile, which are maintained for appreciation purposes, with one land property, two offices and one apartment of them being leased and generating ThCh$ 193,839 revenue during year 2017 (ThCh$ 251,545 in 2016 and ThCh$ 172,243 in 2015). Additionally, there are three land properties in Argentina, which are leased and generated an income for ThCh$ 135,064 for year 2017 (ThCh$ 131,389 in 2016 and ThCh$ 127,093 in 2015). In addition, the expenses associated with such investment properties amounted to ThCh$ 60,452 for the year ended as of December 31, 2017 (ThCh$ 71,090 in 2016 and ThCh$ 120,340 in 2015).

 

The fair value, of investment property that represent 89% of the carrying amount is ThCh$ 16,904,331.

 

Management has not detected any evidence of impairment of investment property.

 

The Company does not maintain any pledge or restriction over investment property items.

 

F-82


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 21 Other financial liabilities

 

Debts and financial liabilities classified according to the type of obligation and their classifications in the consolidated balance sheet are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Bank borrowings (*)

24,623,746

73,886,831

39,079,561

29,606,398

Bonds payable (*)

3,306,135

69,476,612

3,250,023

70,836,716

Financial leases obligations (*)

176,586

17,638,289

215,950

17,500,919

Derivatives (**)

10,416,675

-

11,118,676

-

Liability coverage (**)

1,840,188

-

-

-

Deposits for return of bottles and containers

13,228,328

-

13,015,723

-

Total

53,591,658

161,001,732

66,679,933

117,944,033

 

(*)  See Note 5 .

(**) See Note 7 .

F-83


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The maturities and interest rates of these obligations are detailed as follows:

 

Current loan and financial obligation

 

As of December 31, 2017 :

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Lending party Tax ID

Creditor name

Creditor country

Currency

0 to 3 months

3 months to 1 year

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

 

(%)

Bank borrowings

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Superville

Argentina

USD

-

185,739

185,739

At maturity

2.50

0-E

Finca La Celia S.A.

Argentina

0-E

Santander Río

Argentina

USD

184,728

-

184,728

At maturity

5.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Macro

Argentina

USD

-

185,339

185,339

At maturity

2.70

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Macro

Argentina

USD

-

184,652

184,652

At maturity

2.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

185,018

-

185,018

At maturity

2.55

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

-

215,408

215,408

At maturity

3.20

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

399,014

-

399,014

At maturity

31.77

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

292,589

-

292,589

At maturity

31.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

250,005

-

250,005

At maturity

31.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

67,356

67,356

Quarter

25.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

674,403

674,403

Quarter

27.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

66,398

66,398

Quarter

26.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Comafi

Argentina

ARS

368,143

-

368,143

At maturity

24.50

0-E

Finca La Celia S.A.

Argentina

0-E

BBVA

Argentina

ARS

498,676

-

498,676

At maturity

32.00

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

USD

-

4,961,271

4,961,271

At maturity

1.75

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

58,809

-

58,809

At maturity

2.70

91,041,000-8

Viña San Pedro Tarapacá S.A. (1)

Chile

97,018,000-1

Scotiabank Chile

Chile

USD

4,238

4,839,005

4,843,243

At maturity

2.42

91,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

324,308

324,308

At maturity

4.56

99,586,280-8

Compañía Pisquera de Chile S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

326,560

-

326,560

At maturity

4.68

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

17,425

29,507

46,932

Monthly

4.80

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

9,956

30,704

40,660

Monthly

5.48

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

13,500

40,500

54,000

Monthly

6.00

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

12,667

-

12,667

Monthly

7.59

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

19,170

42,000

61,170

Monthly

5.88

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

22,500

67,500

90,000

Monthly

5.76

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

37,500

-

37,500

Monthly

5.40

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

8,641

26,677

35,318

Monthly

6.12

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

20,028

61,526

81,554

Monthly

5.02

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

16,667

49,999

66,666

Monthly

4.44

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

20,834

62,500

83,334

Monthly

4.42

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

69,530

213,527

283,057

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

41,700

125,100

166,800

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

38,678

86,121

124,799

Monthly

4.73

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

35,966

110,127

146,093

Monthly

4.42

0-E

Milotur S.A.

Uruguay

0-E

Banco Itaú

Uruguay

UYI

403,857

288,469

692,326

Monthly

6.00

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

-

2,021,408

2,021,408

At maturity

5.35

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,018,000-1

Scotiabank Chile

Chile

CLP

16,600

-

16,600

At maturity

4.50

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

6,708

-

6,708

At maturity

4.68

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

200,248

614,849

815,097

Monthly

5.02

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

300,889

561,283

862,172

Monthly

26.63

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

80,679

26,371

107,050

Monthly

27.81

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Galicia

Argentina

ARS

925,670

1,594,645

2,520,315

Quarter

23.00

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

3,944

1,975,917

1,979,861

At maturity

20.00

Sub-Total

 

 

 

 

 

4,891,137

19,732,609

24,623,746

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

577

-

577

Monthly

17.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

419

406

825

Monthly

17.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

1,561

4,752

6,313

Monthly

17.00

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

99,012,000-5

Consorcio Nacional de Seguros S.A.

Chile

UF

14,986

47,281

62,267

Monthly

7.07

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

26,989

73,384

100,373

Monthly

4.33

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander de Chile

Chile

UF

6,231

-

6,231

Monthly

6.27

Sub-Total

 

 

 

 

 

50,763

125,823

176,586

 

 

(1) This obligation is hedged by a Cross Currency Interest Rate Swap agreement (Note 7 ) .

(*) See Note 5 non-discounted contractual cash flows.

 

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration or ID No. Instrument

Creditor country

Currency

0 to 3 months

3 months to 1 year

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

 

(%)

Bonds payable

 

 

 

 

 

 

 

 

 

 

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

388 18/10/2004 Bono Serie E

Chile

UF

41,232

2,617,308

2,658,540

Semiannual

4.00

90,413,000-1

Compañía Cervecerías Unidas S.A. (1)

Chile

573 23/03/2009 Bono Serie H

Chile

UF

647,595

-

647,595

Semiannual

4.25

Sub-Total

 

 

 

 

 

688,827

2,617,308

3,306,135

 

 

 

(1) This obligation is hedged by a Cross Currency Interest Rate Swap agreement (Note 7 ) .

(*) See Note 5 non-discounted contractual cash flows.

F-84


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2016:

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Lending party Tax ID

Creditor name

Creditor country

Currency

0 to 3 months

3 months to 1 year

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

 

(%)

Bank borrowings

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Superville

Argentina

USD

136,115

-

136,115

At maturity

3.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Superville

Argentina

USD

135,537

-

135,537

At maturity

3.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Superville

Argentina

USD

217,353

-

217,353

At maturity

3.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Superville

Argentina

USD

-

54,032

54,032

At maturity

4.25

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Macro

Argentina

USD

-

200,933

200,933

At maturity

1.85

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

201,628

-

201,628

At maturity

2.70

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

-

133,909

133,909

At maturity

2.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

1,436

1,589

3,025

Quarter

15.25

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

433,258

-

433,258

At maturity

36.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

228,734

-

228,734

At maturity

29.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

340,659

-

340,659

At maturity

28.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

-

518,917

518,917

At maturity

26.75

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

367,243

-

367,243

Quarter

30.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

9,178

400,250

409,428

Quarter

27.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

425

84,263

84,688

Quarter

23.00

0-E

Finca La Celia S.A.

Argentina

0-E

BBVA

Argentina

ARS

524,538

-

524,538

At maturity

27.50

0-E

Finca La Celia S.A.

Argentina

0-E

BBVA

Argentina

ARS

50,045

-

50,045

At maturity

27.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

290,342

-

290,342

At maturity

27.75

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

74,763

-

74,763

At maturity

27.50

91,041,000-8

Viña San Pedro Tarapacá S.A. (1)

Chile

97,004,000-5

Banco de Chile

Chile

CLP

157,295

7,271,000

7,428,295

At maturity

4.40

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

57,821

-

57,821

At maturity

2.70

91,041,000-8

Viña San Pedro Tarapacá S.A. (1)

Chile

97,018,000-1

Scotiabank Chile

Chile

USD

3,151

-

3,151

At maturity

1.79

99,586,280-8

Compañía Pisquera de Chile S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

457,454

16,000,000

16,457,454

At maturity

6.86

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

16,333

50,142

66,475

Monthly

4.80

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

9,264

28,576

37,840

Monthly

5.48

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

7,599

5,124

12,723

Monthly

5.36

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

13,500

40,500

54,000

Monthly

6.00

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

19,000

57,000

76,000

Monthly

7.59

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

14,000

42,000

56,000

Monthly

5.88

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

22,500

67,500

90,000

Monthly

5.76

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

8,111

25,086

33,197

Monthly

6.12

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

205,849

205,849

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

67,488

203,111

270,599

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

19,030

58,392

77,422

Monthly

5.02

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

37,500

112,500

150,000

Monthly

5.04

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

-

255,037

255,037

Monthly

4.68

0-E

Milotur S.A.

Uruguay

0-E

Banco Itaú

Uruguay

UYI

406,353

638,554

1,044,907

Monthly

6.00

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

21,408

-

21,408

At maturity

5.35

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,018,000-1

Scotiabank Chile

Chile

CLP

18,000

2,000,000

2,018,000

At maturity

4.50

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

-

6,656

6,656

At maturity

4.68

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

190,490

584,272

774,762

Monthly

5.02

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

251,181

717,375

968,556

Monthly

15.00

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Macro

Argentina

ARS

34,300

23,406

57,706

Monthly

15.25

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco BBVA

Argentina

ARS

421,179

421,652

842,831

Quarter

26.00

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

103,106

303,347

406,453

Monthly

25.19

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Galicia

Argentina

ARS

68,826

789,966

858,792

Quarter

30.50

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Citibank

Argentina

ARS

30,190

-

30,190

At maturity

25.66

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco HSBC

Argentina

ARS

2,109,794

-

2,109,794

At maturity

25.25

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco BBVA

Argentina

ARS

1,392

-

1,392

At maturity

26.12

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Macro

Argentina

ARS

12

-

12

At maturity

25.53

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Santander Río

Argentina

ARS

199,954

-

199,954

At maturity

25.00

0-E

Saenz Briones y Cía. S.A.I.C.

Argentina

0-E

Banco Citibank

Argentina

ARS

1,138

-

1,138

At maturity

26.50

Sub-Total

 

 

 

 

 

7,778,623

31,300,938

39,079,561

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

453

1,472

1,925

At maturity

17.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

528

1,545

2,073

At maturity

17.50

96,711,590-8

Manantial  S.A.

Chile

97,000,600-6

Banco de Crédito e Inversiones

Chile

UF

14,369

3,837

18,206

Monthly

3.44

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

6,054

8,072

14,126

Monthly

4.78

96,711,590-8

Manantial  S.A.

Chile

97,053,000-2

Banco Security

Chile

UF

4,489

8,755

13,244

Monthly

4.40

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

99,012,000-5

Consorcio Nacional de Seguros S.A.

Chile

UF

13,759

42,717

56,476

Monthly

7.07

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

25,436

77,942

103,378

Monthly

4.33

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander Chile

Chile

UF

-

6,522

6,522

Monthly

6.27

Sub-Total

 

 

 

 

 

65,088

150,862

215,950

 

 

(1) This obligation is hedged by a Cross Currency Interest Rate Swap agreement (Note 7 ) .

(*) See Note 5 non-discounted contractual cash flows.

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration or ID No. Instrument

Creditor country

Currency

0 to 3 months

3 months to 1 year

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

 

(%)

Bonds payable

 

 

 

 

 

 

 

 

 

 

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

388 18/10/2004 Bono Serie E

Chile

UF

-

2,612,294

2,612,294

Semiannual

4.00

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

573 23/03/2009 Bono Serie H

Chile

UF

637,729

-

637,729

Semiannual

4.25

Sub-Total

 

 

 

 

 

637,729

2,612,294

3,250,023

 

 

 

(*) See Note 5 non-discounted contractual cash flows.

 

 

F-85


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Non-current loan and financial obligation

 

As of December 31, 2017 :

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Lending party Tax ID

Creditor name

Creditor country

Currency

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

ThCh$

 

(%)

Bank borrowings

 

 

 

 

 

 

 

 

 

 

 

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

10,183,293

-

-

10,183,293

At maturity

2.70

91,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

39,750,482

-

39,750,482

At maturity

4.56

99,586,280-8

Compañía Pisquera de Chile S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

16,000,000

-

16,000,000

At maturity

4.68

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

17,624

-

-

17,624

Monthly

5.48

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

72,000

-

-

72,000

Monthly

6.00

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

32,667

-

-

32,667

Monthly

5.88

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

112,500

-

-

112,500

Monthly

5.76

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

50,621

-

-

50,621

Monthly

6.12

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

138,116

-

-

138,116

Monthly

5.02

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

94,445

-

-

94,445

Monthly

4.44

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

131,944

-

-

131,944

Monthly

4.42

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

297,505

-

-

297,505

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

208,100

-

-

208,100

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

171,638

-

-

171,638

Monthly

4.73

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

245,098

-

-

245,098

Monthly

4.42

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,018,000-1

Scotiabank Chile

Chile

CLP

2,000,000

-

-

2,000,000

At maturity

4.50

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

400,000

-

-

400,000

At maturity

4.68

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

1,378,183

-

-

1,378,183

Monthly

5.02

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

748,377

-

-

748,377

Monthly

26.63

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Galicia

Argentina

ARS

1,854,238

-

-

1,854,238

Quarter

23.00

Sub-Total

 

 

 

 

 

18,136,349

55,750,482

-

73,886,831

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

8,792

-

-

8,792

Monthly

17.00

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

99,012,000-5

Consorcio Nacional  de Seguros S.A.

Chile

UF

136,371

156,348

17,329,787

17,622,506

Monthly

7.07

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander - Chile

Chile

UF

-

6,991

-

6,991

Monthly

6.27

Sub-Total

 

 

 

 

 

145,163

163,339

17,329,787

17,638,289

 

 

  (*) See Note 5 non-discounted contractual cash flows.

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration or ID No. Instrument

Creditor country

Currency

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

ThCh$

 

(%)

Bonds payable

 

 

 

 

 

 

 

 

 

 

 

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

388 18/10/2004 Bono Serie E

Chile

UF

5,327,846

5,359,626

5,359,627

16,047,099

Semiannual

4.00

90,413,000-1

Compañía Cervecerías Unidas S.A. (1)

Chile

573 23/03/2009 Bono Serie H

Chile

UF

7,258,889

9,702,632

36,467,992

53,429,513

Semiannual

4.25

Sub-Total

 

 

 

 

 

12,586,735

15,062,258

41,827,619

69,476,612

 

 

(1) This obligation is hedged by a Cross Currency Interest Rate Swap agreement (Note 7 ) .

(*) See Note 5 non-discounted contractual cash flows.

 

As of December 31, 2016:

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Lending party Tax ID

Creditor name

Creditor country

Currency

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

ThCh$

 

(%)

Bank borrowings

 

 

 

 

 

 

 

 

 

 

 

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

10,012,233

-

-

10,012,233

At maturity

2.70

91,041,000-8

Viña San Pedro Tarapacá S.A. (1)

Chile

97,018,000-1

Scotiabank Chile

Chile

USD

5,269,733

-

-

5,269,733

At maturity

1.79

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

46,143

-

-

46,143

Monthly

4.80

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

UF

57,305

-

-

57,305

Monthly

5.48

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

108,000

18,000

-

126,000

Monthly

6.00

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

12,667

-

-

12,667

Monthly

7.59

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

88,667

-

-

88,667

Monthly

5.88

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

180,000

22,500

-

202,500

Monthly

5.76

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

72,892

13,047

-

85,939

Monthly

6.12

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

580,563

-

-

580,563

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

167,461

52,210

-

219,671

Monthly

5.02

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

37,510

-

-

37,510

Monthly

5.04

0-E

Milotur S.A.

Uruguay

0-E

Banco Itaú

Uruguay

UYI

696,605

-

-

696,605

Monthly

6.00

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

2,000,000

-

-

2,000,000

At maturity

5.35

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

400,000

-

-

400,000

At maturity

4.68

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

1,672,625

520,654

-

2,193,279

Monthly

5.02

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

$ARS

1,912,999

-

-

1,912,999

Monthly

15.00

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

$ARS

134,821

-

-

134,821

Monthly

25.19

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Galicia

Argentina

$ARS

5,529,763

-

-

5,529,763

Quarter

30.50

Sub-Total

 

 

 

 

 

28,979,987

626,411

-

29,606,398

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

$ARS

920

-

-

920

-

17.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

$ARS

544

-

-

544

At maturity

17.50

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

99,012,000-5

Consorcio Nacional de Seguros S.A.

Chile

UF

125,221

130,838

17,131,641

17,387,700

Monthly

7.07

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

98,688

-

-

98,688

Monthly

4.33

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander - Chile

Chile

UF

-

13,067

-

13,067

Monthly

6.27

Sub-Total

 

 

 

 

 

225,373

143,905

17,131,641

17,500,919

 

 

(1) This obligation is hedged by a Cross Currency Interest Rate Swap agreement (Note 7 ) .

(*) See Note 5 non-discounted contractual cash flows.

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration or ID No. Instrument

Creditor country

Currency

Over 1 year to 3 years

Over 3 years to 5 years

Over 5 years

Total

Type of amortization

Interest Rate

 

 

 

 

 

 

 

ThCh$

ThCh$

ThCh$

ThCh$

 

(%)

Bonds payable

 

 

 

 

 

 

 

 

 

 

 

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

388 18/10/2004 Bono Serie E

Chile

UF

5,125,926

5,298,895

7,904,394

18,329,215

Semiannual

4.00

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

573 23/03/2009 Bono Serie H

Chile

UF

2,345,596

9,540,856

40,621,049

52,507,501

Semiannual

4.25

Sub-Total

 

 

 

 

 

7,471,522

14,839,751

48,525,443

70,836,716

 

 

  (*) See Note 5 non-discounted contractual cash flows.

 

Details of the fair value of bank borrowings, financial leases obligations and bonds payable are described in Note 7 .

F-86


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The effective interest rates of bond obligations are as follows:

 

Bonds Serie E                                     4.51%

Bonds Serie H                                    4.27%

 

Debts and financial liabilities are stated in several currencies and they accrue fixed and variable interest rates. These obligations classified by currency and interest type (excluding the effect of cross currency interest rate swap agreements) are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

Fixed Interest Rate

Variable Interest Rate

Fixed Interest Rate

Variable Interest Rate

 

ThCh$

ThCh$

ThCh$

ThCh$

US Dollar

6,102,155

4,843,243

1,079,507

5,272,884

Chilean Pesos

65,836,938

-

33,921,475

-

Argentinean Pesos

8,987,505

1,717,599

12,962,674

3,422,829

Unidades de Fomento

100,928,433

-

102,088,686

-

UYI

692,326

-

1,741,512

-

Total

182,547,357

6,560,842

151,793,854

8,695,713

 

The terms and conditions of the main interest accruing obligations as of December 31, 2017, are detailed as follows:

 

A)     Bank Borrowings

 

Banco Estado – Bank Loans

 

a)   On July 27, 2012, the subsidiary Compañía Pisquera Chile S.A. (CPCh) signed a bank loan with the Banco del Estado de Chile for a total of ThCh$ 16,000,000, for a period of 5 years, with maturity on July 27, 2017.

 

      This loan accrues interest at an annual fixed rate of 6.86% and an effective rate of 7.17%. The Company amortized interest semi-annually, and the capital amortization consists of a single payment at the end of the established term.

     

      On July 27, 2017 this loan was renewed for 5 years, with maturity on July 27, 2022. This loan accrues interest at an annual fixed rate of 4.68%. The Company amortized interest semi-annually, and the capital amortization consists of a single payment at the end of the established term

 

      This obligation is subject to certain reporting obligations in addition to complying with the following financial ratios, which will be measured on the half-yearly financial statements of CPCh :

 

-          Maintain a Financial Expense Coverage not less than 3, calculated as the relationship between Gross Margin less Marketing costs, Distribution and Administration expenses, plus Other income by function, less Other expenses by function, plus Depreciation and Amortization, divided by Financial costs.

 

-          Maintain a debt ratio of no more than 3, measured as Total liabilities divided by Equity.

 

-          Maintain an Equity higher than UF 770,000.

 

      In addition, this loan obliges CPCh to comply with certain restrictions of affirmative nature, including maintaining insurance, maintaining the ownership of essential assets, and also to comply with certain restrictions, such as not to pledge, mortgage or grant any kind of encumbrance or real right over any fixed asset with an individual accounting value higher than UF 10,000, except under the terms established by the agreement, among other.

 

      As of December 31, 2017, the Company was in compliance with the financial covenants and specific requirements of this loan.

 

 

 

b)      On April 25, 2012, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco del Estado e Chile for a total of ThCh$ 500,000, maturing on April 25, 2013.

 

F-87


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Subsequently this loan was renewed for one year, maturing on April 25, 2014. It was renewed for one year, maturing on April 25, 2015. Subsequently this loan was renewed for one year, maturing on April 27, 2016.

 

      This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization consists of a single payment at the end of the established term.

 

      On April 27, 2016, this loan was paid.

 

c)      On April 25, 2013, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 600,000, maturing on April 25, 2014.

 

It was renewed for one year, maturing on April 25, 2015. Subsequently this loan was renewed for one year, maturing on April 27, 2016.

 

      This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization consists of a single payment at the end of the established term.

 

      On April 27, 2016, this loan was paid.

 

d)   On June 16, 2014, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco del Estado de Chile for a total of 6,200,000 euros, maturing on June 16, 2015.

 

      This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization consists of a single payment at the end of the established term.

 

On June 17, 2015, this loan was paid .

 

e)    On December 3, 2014, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 1,300,000, maturing on March 31, 2015.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization consists of a single payment at the end of the established term.

 

On May 29, 2015 the loan was renewed for a term of 3 months, maturing on July 28, 2015.

 

On July 17, 2015, this loan was paid .

 

f)     On October 15, 2014, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco del Estado de Chile for a total of UF 380,000, maturing on October 15, 2019.

 

      This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest semi-annually and capital amortization consists of a single payment at the end of the established term.

 

g)    On July 15, 2015, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 4,000,000, maturing on July 14, 2020.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization consists of a single payment at the end of the established term.

 

h)    On May 26, 2016, the subsidiary Aguas CCU-Nestlé Chile S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 5,300,000, maturing on November 22, 2016.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization consists of a single payment at the end of the established term.

 

On November 22, 2016, this loan was paid .

 

 

i)     On April 13, 2017, Compañía Cervecerías Unidas S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 40,000,000, maturing on April 13, 2022.

 

F-88


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

This loan accrues a fixed interest at an annual rate. The Company amortizes interest semi-annually, and the capital amortization consists of a single payment at the end of the established term.

 

The aforementioned loan oblige the Company to comply with the same covenants as indicated in letter E) Restrictions in this Note.

 

j)     On July 3, 2017 the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco del Estado de Chile for a total of US$ 8,000,000, maturing on July 3, 2018.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest monthly, and capital amortization consists of a single payment at the end of the established term.

 

 

Banco de Chile – Bank Loans

 

a)    On July 11, 2011, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco de Chile for a total of US$ 4,436,100, maturing on July 11, 2016.

 

      This loan accrues interest at a compound floating rate Libor plus 180 days plus a fixed margin. The subsidiary amortizes interest semi-annually, and capital amortization consists of a single payment at the end of the established term.

 

      This debt was changed to Euros and a fixed interest rate through a currency US$-Euro and interest rate swap agreements (Cross Currency Interest Rate Swap). For details of the Company`s hedge strategies see Note 5 and 7 .

 

      On July 11, 2016, this loan was paid .

 

b) On July 7, 2011, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco de Chile for a total of
US$ 10,000,000, maturing on July 7, 2016.

 

      This loan accrues interest at a compound floating rate Libor plus 180 days plus a fixed margin. The subsidiary amortizes interest semi-annually, and capital amortization consists of a single payment at the end of the established term.

 

      The interest rate risk to which the subsidiary is exposed as result of this loan is mitigated by the use of cross interest rate swap agreements (interest rate fixed). For details of the Company`s hedge strategies see Note 5 and 7 .

 

      On July 7, 2016, this loan was paid .

 

      The aforementioned loans (letter a) and letter b)) oblige the Company to comply with the same covenants indicated in letter D) Restrictions in this Note.

 

c)   On July 7, 2016, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco de Chile for a total of ThCh$ 7,271,000, maturing on July 2, 2017.

 

      This loan accrued interest at an annual rate. The subsidiary amortizes interest and capital consists of a single payment at the end of the established term.

 

      This debt was changed to US$ and a fixed interest rate through a currency CLP-US$ and interest rate swap agreements (Cross Currency Interest Rate Swap). For details of the Company`s hedge strategies see Note 5 and 7 .

 

      On July 2, 2017, this loan was paid .

 

d) On April 24, 2014, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco de Chile for a total of ThCh$ 1,000,000, maturing on April 24, 2015.

 

      This loan accrued interest at an annual rate. The subsidiary amortizes interest and capital consists of a single payment at the end of the established term.

 

      On April 24, 2015 the loan was renewed for a term of 1 year, maturing on April 21, 2016.

 

      On April 22, 2016, this loan was paid .

 

F-89


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

e)   On April 24, 2015, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco de Chile for a total of ThCh$ 600,000 for a period of three months expiring on July 24, 2015.

 

      This loan bears interest at a fixed interest rate. The subsidiary pays the interest and principal in a single payment at the end of the deadline.

 

      On July 24, 2015, this loan was paid.

 

f)    On April 20, 2016, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco de Chile for a total of ThCh$ 2,000,000, maturing on April 20, 2018.

 

      This loan accrued interest at an annual rate. The subsidiary amortizes interest and capital consists of a single payment at the end of the established term.

 

      On April 20, 2017, the loan was renewed the maturity on April 20, 2019.

 

g)   On August 25, 2016, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco de Chile for a total of ThCh$ 400,000, maturing on August 24, 2018.

 

      This loan accrued interest at an annual rate. The subsidiary amortizes interest and capital consists of a single payment at the end of the established term.

 

Banco Scotiabank – Bank Loans

 

a)  On June 21, 2013, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco Scotiabank for a total of US$ 8,000,000, maturing on June 22, 2015.

 

      This loan accrues interest at a compound floating rate Libor plus 90 days plus a fixed margin. The subsidiary amortizes interest quarterly and capital amortization consists of a single payment at the end of the established term.

 

      The interest rate risk to which the subsidiary is exposed as result of this loan is mitigated by the use of cross interest rate swap agreements (interest rate fixed). For details of the Company`s hedge strategies see Note 5 and 7.

 

On June 22, 2015, this loan was paid.

 

b)   On September 4, 2014, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco Scotiabank for a total of US$ 638,674, maturing on September 4, 2016.

 

      This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest semi-annually and capital amortization consists of a single payment at the end of the established term.

 

     On August 24, 2016, this loan was paid.

 

c )  On June 17, 2015, the subsidiary Viña San Pedro Tarapacá S.A. it signed a bank loan with Banco Scotiabank for a total of US$ 7,871,500, with a term of three years maturing on June 18, 2018.

 

This loan bears interest at a floating interest rate composed dollar Libor at 90 days plus a fixed margin. The company pays quarterly interest and amortization of capital consists of a single payment at the end of the deadline.

 

The interest rate risk to which the subsidiary is exposed as result of this loan is mitigated by the use of cross interest rate swap agreements (interest rate fixed). For details of the Company`s hedge strategies see Note 5 and 7 .

 

 

F-90


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

d)  On April 24, 2015, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco Scotiabank for a total of
ThCh$ 1,000,000, with a term of one year maturity on April 22, 2016.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest semi-annually and capital amortization consists of a single payment at the end of the established term.

 

On April 22, 2016, this loan was paid.

 

e)  On April 20, 2016, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco Scotiabank for a total of ThCh$ 2,000,000, with a term of one year maturity on April 20, 2017.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest semi-annually and capital amortization consists of a single payment at the end of the established term.

 

On April 20, 2017 the loan was renewed for a term of 2 years, maturing on April 20, 2019.

 

 

BBVA Banco Francés S.A.; HSBC Bank Argentina S.A.; Banco de Galicia y Buenos Aires S.A.; La Sucursal de Citibank NA established in Argentinian Republic; Banco de La Provincia de Buenos Aires – Syndicated Bank Loan with Compañía Industrial Cervecera S.A. (CICSA)

 

On October 5, 2012, the subsidiary CICSA signed a syndicated bank loan for a total of 187.5 million argentinean pesos, maturing on October 5, 2015.

 

The proportional participation of banks lenders is as follows:

 

a)       BBVA Bank French S.A., with 55 million argentinean pesos of pro rata participation.

 

b)      Banco de la Provincia de Buenos Aires, with 54 million argentinean pesos.

 

c)      HSBC Bank Argentina S.A., with 43.5 million argentinean pesos of pro rata participation.

 

d)      Banco de Galicia y Buenos Aires S.A., with 20 million argentinean pesos of pro rata participation.

 

e)      Citibank NA established in Argentinian Republic, with 15 million argentinean pesos of pro rata participation.

 

This loan accrues interest at an annual rate of 15.01% whose payment is made monthly. The subsidiary amortizes capital in 9 consecutive and equal quarterly quotes, once the grace period of 12 months from the date of disbursement.

 

This loan obliges the subsidiary to meet specific requirements and financial covenants related to their Consolidated Financial Statements, which according to agreement of the parties are as follows:

 

a)    Maintain a capability of repayment measure at the end of each quarter less than or equal to 3, calculated as the financial debt over Adjusted EBITDA 1 . Adjusted EBITDA means EBITDA as calculated by the Company in accordance with particular debt instruments in order to measure such instruments’ financial covenants and is defined as: Operating result before Interest, Income taxes, Depreciation and Amortization for the period of 12 months immediately prior to the date of calculation.

 

b)    Maintain a Financial Expense Coverage measured at the end of each quarter and retroactively for periods of 12 months, not less than 2.5, calculated as the ratio of Adjusted EBITDA (as defined in paragraph (a)) and Financial Costs account.

 

c)    Maintain at the end of each quarter an indebtedness ratio not higher than 1.5, defined as the ratio Financial Liabilities over the Equity  meaning the Equity at the time of calculation, as it arises from their Financial Statements and in accordance with generally accepted accounting principles in the Republic of Argentina.

 

d)      Maintain at the end of each quarter a minimum Equity of 600 million of argentinean pesos.

 

On October 5, 2015, this loan was paid.

 

 


1 EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization).

F-91


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Banco de la Nación Argentina – Bank Loan with Compañía Industrial Cervecera S.A. (CICSA)

 

a)    On December 28, 2012, CICSA signed a bank loan for a total of 140 million of argentinean pesos for a period of 7 years, maturing on November 26, 2019, and whose loan is delivered in two stages, where the first was carried out on December 28, 2012, for a total of 56 million argentinean pesos and the second on June 28, 2013, for a total of 84 million of Argentinean pesos.

 

      This loan accrues interest at an annual rate of 15% fixed by first 36 months. Having completed that term, accrues interest at a compound floating rate BADLAR in pesos plus a fixed spread of 400 basis points and to this effect will be taken BADLAR rate published by the Central Bank of the Republic of Argentina, corresponding to five working days prior to the start of the period, subject to the condition that does not exceed the lending rate of portfolio general of Banco de la Nación Argentina, in whose case shall apply this. Interest will b e paid monthly.

 

      The subsidiary amortizes capital in 74 consecutive and equal, once the grace period of 10 months from the date of disbursement.

 

      This loan is guaranteed by CCU S.A., through a Stand By issued by the Banco del Estado de Chile to Banco de la Nación Argentina ( see Note 34 ) .

 

b)   On April 20, 2015, the subsidiary CICSA signed a bank loan for a total of 24 million of argentinean pesos, maturing on April 4, 2018.

 

      This loan accrues interest at a compound floating rate BADLAR in pesos plus a fixed spread of 500 basis points and subject to the condition that does not exceed the lending rate of portfolio general of Banco de la Nación Argentina, in whose case shall apply this. Interest will be paid monthly.

 

      The subsidiary amortizes capital in 30 monthly, once the grace period of 6 months from de date of disbursement.

 

      This loan is guaranteed by CCU S.A., through a Stand By issued by the Banco del Estado de Chile to Banco de la Nacion Argentina ( see Note 34 ) .

 

c)   On May 26, 2017, the subsidiary CICSA signed a bank loan for a total of 60 million of argentinean pesos, maturing on May 22, 2018.

 

This loan accrues a fixed interest at an annual rate of 20%. The subsidiary amortizes monthly interest and and capital amortization consists of a single payment at the end of the established term.

 

      This loan is guaranteed by CCU S.A., through a Stand By issued by the Banco del Estado de Chile in favor of Banco de la Nación Argentina ( see Note 34 ) .

 

d)    On June 26, 2015, the subsidiary CICSA signed a bank loan for a total of 30 million of argentine pesos, maturing on December 26, 2015.

 

      This loan accrues a fixed interest at an annual rate of 23%. The subsidiary amortizes monthly interest and the capital amortization in 6 monthly.

 

      On December 26, 2015, this loan was paid.

 

Banco BBVA Francés S.A. – Bank Loan with Compañía Industrial Cervecera S.A. (CICSA)

 

On June 18, 2014, the subsidiary CICSA signed a bank loan with BBVA Bank for a total of 90 million argentinean pesos, maturing on November 18, 2017.

 

This loan accrues a fixed interest at an annual rate. The subsidiary amortizes interest and capital amortization quarterly.

 

On November 18, 2017, this loan was paid.

 

F-92


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Banco de Galicia y Buenos Aires S.A.; Banco Santander Río S.A.; – Syndicated Bank Loan with Compañía Industrial Cervecera S.A. (CICSA)

 

On April 20, 2015, the subsidiary CICSA signed a syndicated bank loan for a total of 150 million argentinean pesos, maturing on April 20, 2018.

 

On September 15, 2016 the subsidiary signed an addendum to the original contract in order to increase the loan capital to 183.33 million argentinean pesos, modify the interest rate, the maturity and schedule of repayment of capital and dates of payment, being the new maturity on September 15, 2019.

 

On July 14, 2017, the subsidiary signed a new addendum to the original contract in order to modify the interest rate to fixed interest at an annual nominal rate of 23%. The rest of the conditions remained unchanged.

 

The proportional participation of banks lenders is as follows:

 

(a) Banco de Galicia y Buenos Aires S.A., with 91.66 million argentinean pesos of pro rata participation.

 

(b)   Banco Santander Río, with 91.66 million argentinean pesos of pro rata participation.

 

This loan accrues interest at an annual rate fixed of 23% whose payment will make monthly. CICSA amortised capital in 24 consecutive and variable monthly installments, once completed the 12-month grace period from the date of signature of the addendum.

 

This loan obliges the subsidiary to meet specific requirements and financial covenants related to their Consolidated Financial Statements, which according to agreement of the parties are as follows:

 

a)    Maintain a capability of repayment measure at the end of each quarter less than or equal to 3, calculated as the financial debt over Adjusted EBITDA 2 . Adjusted EBITDA means EBITDA as calculated by the Company in accordance with particular debt instruments in order to measure such instruments’ financial covenants and is defined as: Operating result before Interest, Income taxes, Depreciation and Amortization for the period of 12 months immediately prior to the date of calculation.

 

b)    Maintain a Financial Expense Coverage measured at the end of each quarter and retroactively for periods of 12 months, not less than 2.5, calculated as the ratio of Adjusted EBITDA (as defined in paragraph (a)) and Financial Costs account.

 

c)    Maintain at the end of each quarter an indebtedness ratio not higher than 1.5, defined as the ratio Financial Liabilities over the Equity  meaning the Equity at the time of calculation, as it arises from their Financial Statements and in accordance with generally accepted accounting principles in the Republic of Argentina.

 

d)      Maintain at the end of each quarter a minimum Equity of 600 million of argentinean pesos.

 

As of December 31, 2017, the Company was in compliance with the financial covenants and specific requirements of this loan.

 

B)     Financial Lease Obligations

 

The most significant financial lease agreements are as follows:

 

CCU S.A.

 

In December, 2004, the Company sold a piece of land previously classified as investment property. As part of the transaction, the Company leased eleven floors of a building under construction on the mentioned piece of land.

 

The building was completed during 2007, and on June 28, 2007, the Company entered into a 25-years lease agreement with Compañía de Seguros de Vida Consorcio Nacional de Seguros S.A., for a total amount of UF 688,635.63, with an annual interest rate of 7.07%. The current value of the agreement amounted to ThCh$ 10,403,632 as of December 31, 2007. The agreement also grants CCU the right or option to acquire the assets contained in the agreement (real estate, furniture and facilities) as from month 68 of the lease. The lease rentals committed are according to the conditions prevailing in the market.


1 EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization).

F-93


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

In 2004 the Company recognized a ThCh$ 3,108,950 gain for the building portion not leased by the Company, and a
ThCh$ 2,276,677 liability deferred through completion of the building, when the Company recorded the transaction as financial lease.

 

Subsidiaries: Cervecería Kunstmann S.A. and Finca La Celia S.A.

 

Type

Institution

Contract Date

Currency type or reset unit

Amount

Number of quotas

Anual Interest (%)

Contract ( Thousands )

Purchase option (UF)

Cervecería Kunstmann S.A.

Land Lote 13F1

Banco del Estado de Chile

11-23-2012

UF

 22 , 341

348

73

4.33

Finca La Celia S.A.

Automotor

Banco Supervielle - Argentina

06-10-2014

ARS

 5,151

206

45

17.50

Automotor

Banco Supervielle - Argentina

09-04-2014

ARS

 4 , 908

196

45

17.50

Automotor

Banco Supervielle - Argentina

06-07-2017

ARS

 17 , 820

713

36

17.00

 

 

 

 

 

 

 

 

 

As of December 31, 2017 future payments and the current value of finance lease obligations are detailed as follows:

 

Lease Minimum Future Payments

As of December 31, 2017

Gross Amount

Interest

Val ue

ThCh$

ThCh$

ThCh$

0 to 3 months

354,543

303,780

50,763

3 months to 1 year

1,034,396

908,573

125,823

Over 1 year to 3 years

2,552,580

2,407,417

145,163

Over 3 years to 5 years

2,551,761

2,388,422

163,339

Over 5 years

27,644,377

10,314,590

17,329,787

Total

34,137,657

16,322,782

17,814,875

 

 

C)     Bonds Payable

 

Series E Bonds – CCU S.A.

 

On October 18, 2004, under number 388 the Company recorded in the Securities Record the issue of 20-year term public bonds for a total UF 2,000,000 maturing on December 1, 2024. This issue was placed in the local market on December 1, 2004, with a discount amounting to ThCh$ 897,857. This obligation accrues interests at a fixed annual rate of 4.0%, and it amortizes interest and capital semi-annually.

 

On December 17, 2010, took place the Board of Bondholders Serie E, which decided to modify the issued Contract of those bonds in order to update certain references and adapt it to the new IFRS accounting standards. The amendment of the issued Contract is dated December 21, 2010 and has the repertory No. 35738-2010 in the Notary of Ricardo San Martín Urrejola. Because of these changes, the commitment of the Company is to comply with certain financial ratios that will be calculated only on the Consolidated Financial Statements. These financial ratios and other conditions are as follows:

 

(a)   Maintain at the end of each quarter an indebtedness ratio measured over the consolidated financial statements not higher than 1.5, defined as the ratio of Total Adjusted Liabilities and Total Adjusted Equity. Total Adjusted Liabilities is defined as Total Liabilities less Dividends provisioned, according to policy included in the Statement of Changes in Equity, plus the amount of all guarantees granted by the Issuer or its subsidiaries that are cautioned by real guarantees, except as noted in the contract.  Total Adjusted Equity is defined as Total Equity plus Dividends provisioned, according to policy included in the Statement of Changes in Equity.

 

(b)   Maintain a Financial Expense Coverage measured at the end of each quarter and retroactively for periods of 12 months, not less than 3, calculated as the ratio of Adjusted EBITDA and Financial Costs account. Adjusted EBITDA means EBITDA as calculated by the Company in accordance with particular debt instruments in order to measure such instruments’ financial covenants and is defined as: (i) the sum of Gross Margin and Other income by function accounts;

F-94


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

(ii) less (absolute numbers) Distribution costs, Administrative expenses and Other expenses by function accounts; and (iii) plus (absolute numbers) Depreciation and Amortization recorded on the Note Nature of the costs and expenses.

 

(c)   Maintain at the end of each quarter, assets free of liens for an amount equal to at least 1.2, defined as the ratio of Total Assets free of lien and Total Adjusted Liabilities free of lien. Is defined as Total Assets free of lien are defined as Total Assets less assets pledged as collateral for cautioned obligations of third parties. Total Adjusted Liabilities free of lien are defined as Total Liabilities less Dividends provisioned according to policy contained in the Statement of Changes in Equity.

 

(d)   Maintain at the end of each quarter a minimum equity of ThCh$ 312,516,750, meaning Equity Attributable to Equity Holders of the Parent plus the Dividends provisioned account, according to policy contained in the Statement of Changes in Equity. This requirement will increase in the amount resulting from each revaluation of property, plant and equipment to be performed by the Issuer.

 

(e)   To maintain, either directly or indirectly, ownership over more than 50% of the subscribed and paid-up shares and over the voting rights of the following companies: Cervecera CCU Chile Limitada, Embotelladoras Chilenas Unidas S.A. and Viña San Pedro Tarapacá S.A., except in the cases and under the terms established in the agreement.

 

(f)    To maintain, either directly or through a subsidiary, ownership of the trademark "CRISTAL", denominative for beer class 32 of the international classifier, and not to transfer its use, except to its subsidiaries.

 

(g)   Not to make investments in facilities issued by related parties, except in the cases and under the terms established in the agreement.

 

(h)   Neither sells nor transfer assets from the issuer and its subsidiaries representing over 25% of the assets total of the consolidated financial statements.

 

As of December 31, 2017 , the Company was in compliance with the financial covenants required for this public issue.

 

 

Series H Bonds – CCU S.A.

 

On March 23, 2009, under number 573, the Company recorded in the Securities Record the issue of bonds Series H for UF 2 million, with 21 years terms. Emission was placed in the local market on April 2, 2009.  The issuance of the Bond H was UF 2 million  with maturity on March 15, 2030, with a discount amounting to ThCh$ 156,952, and accrues interest at an annual fixed rate of 4.25%, with amortizes interest and capital semi-annually.

 

By deed dated December 27, 2010 issued in the Notary of Ricardo San Martín Urrejola, under repertoires No. 36446-2010, were amended Issue Contract Series H, in order to update certain references and to adapt to the new IFRS accounting rules.

 

The current issue was subscribed with Banco Santander Chile as representative of the bond holders and as paying bank, and it requires that the Company complies with the following financial covenants on its Consolidated Financial Statements and other specific requirements:

 

(a)   Maintain at the end of each quarter an indebtedness ratio measured over the consolidated financial statements not higher than 1.5, defined as the ratio of Total Adjusted Liabilities and Total Adjusted Equity. The Total Adjusted Liabilities are defined as Total Liabilities less Dividends provisioned, according to policy included in the Statement of Changes in Equity, plus the amount of all guarantees, debts or obligations of third parties not within the liability and outside the Issuer or its subsidiaries that are cautioned by real guarantees granted by the Issuer or its subsidiaries. Total Adjusted Equity is defined as Total Equity plus Dividends provisioned account, according to policy included in the Statement of Changes in Equity.

 

(b)   Maintain a Financial Expense Coverage measured at the end of each quarter and retroactively for periods of 12 months, not less than 3, calculated as the ratio of Adjusted EBITDA and Financial Costs account. Adjusted EBITDA means EBITDA as calculated by the Company in accordance with particular debt instruments in order to measure such instruments’ financial covenants and is defined as: (i) the sum of Gross Margin and Other income by function accounts; (ii) less (absolute numbers) Distribution costs, Administrative expenses and Other expenses by function accounts; and (iii) plus (absolute numbers) Depreciation and Amortization recorded on the Note Nature of the cost and expenses.

 

(c)   Maintain at the end of each quarter, assets free of liens for an amount equal to, at least, 1.2, defined as the ratio of Total Assets free of lien and Financial Debt free of lien. Total Assets free of lien are defined as Total Assets less assets pledged as collateral for cautioned obligations of third parties. Financial Debt free of lien is defined as the sum of lines

F-95


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Bank Loans, Bonds payable and Finance lease obligations contained in Note Other financial liabilities of the Consolidated Financial Statements.

 

(d)   Maintain at the end of each quarter a minimum equity of ThCh$ 312,516,750, meaning Equity Attributable to Equity Holders of the Parent plus the Dividends provisioned account, according to policy included in the Statement of Changes in Equity. This requirement will increase in the amount resulting from each revaluation of property, plant and equipment to be performed by the Issuer.

 

(e)   To maintain, either directly or indirectly, ownership over more than 50% of the subscribed and paid-up shares and over the voting rights of the following companies: Cervecera CCU Chile Limitada and Embotelladoras Chilenas Unidas S.A.

 

(f)    Maintain a nominal installed capacity for the production manufacturing of beer and soft drinks, equal or higher altogether than 15.9 million hectolitres a year, except in the cases and under the terms of the contract.

 

(g)   To maintain, either directly or through a subsidiary, ownership of the trademark "CRISTAL", denominative for beer class 32 of the international classifier, and not to transfer its use, except to its subsidiaries.

 

(h)   Not to make investments in facilities issued by related parties, except in the cases and under the terms established in the agreement.

 

The inflationary risk associated to the interest rate in which this Bond H is exposed, is mitigated by the use of cross interest rate swap agreements (interest rate fixed). For details of the Company’s hedge strategies see Note 5 and 7 .

 

As of December 31, 2017 , the Company was in compliance with the financial covenants required for this public issue.

 

 

D) Restriction of subsidiary Viña San Pedro Tarapacá S.A.

 

The subsidiary Viña San Pedro Tarapacá S.A. must comply with certain financial ratios for certain bank loans referred to in letter A):

 

(a)   Control over subsidiaries representing at least 30% of the consolidated Adjusted EBITDA of the issuer. Adjusted EBITDA. Adjusted EBITDA means EBITDA as calculated by the Company in accordance with particular debt instruments in order to measure such instruments’ financial covenants and is defined as: (i) the sum of Gross Margin and Other income by function accounts; (ii) less (absolute numbers) Distribution costs, Administrative expenses and Other expenses by function accounts; and (iii) plus (absolute numbers) Depreciation and Amortization recorded in the Note Nature of the costs and expenses.

 

(b)   Not to enter into investments in instruments issued by related parties different from its subsidiaries.

 

(c)   Neither sells nor transfers essential assets that jeopardize the continuance of its current purpose.

 

(d)   Maintain at the end of each quarter an indebtedness ratio measured over the consolidated financial statements not higher than 1.2, defined as the ratio of Total Adjusted Liabilities and Total Adjusted Equity. The Total Adjusted Liabilities is defined as Total Liabilities less Dividends provisioned, according to policy contained in the Statement of Changes in Equity, plus the amount of all guarantees, debts or obligations of third parties not within the liabilities and outside the Issuer or its subsidiaries that are cautioned by real guarantees granted by the Issuer or its subsidiaries. Total Adjusted Equity is defined as Total Equity plus Dividends provisioned, according to policy contained in the Statement of Changes in Equity.

 

(e)   Maintain a Financial Expense Coverage measured at the end of each quarter and retroactively for periods of 12 months, not less than 3, calculated as the ratio of Adjusted EBITDA (as defined in paragraph (a)) and Financial Costs account.

 

(f)    Maintain at the end of each quarter a minimum equity of ThCh$ 83,337,800, meaning Equity Attributable to Equity Holders of the Parent plus the Dividends provisioned account, according to policy included in the Statement of Changes in Equity. This requirement will increase in the amount resulting from each revaluation of property, plant and equipment to be performed by the Issuer.

 

 

 

 

F-96


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

E) Restriction of CCU S.A.

 

The Company must comply with the following financial ratios for the loan maintained with Banco del Estado de Chile for an amount of ThCh$ 40,000,000, referred in letter A):

 

(a)   Maintain at the end of each semester an indebtedness ratio measured over the consolidated financial statements not higher than 1.5, defined as the ratio of Total Adjusted Liabilities and Total Adjusted Equity. The Total Adjusted Liabilities are defined as Total Consolidated Liabilities less Dividends provisioned, according to policy included in the Statement of Changes in Equity, plus the amount of all guarantees issued by the Company and its subsidiaries that are cautioned by real guarantees, except as noted in the contract. Total Adjusted Equity is defined as Total Equity plus Dividends provisioned account, according to policy included in the Statement of Changes in Equity.

 

(b)   Maintain a Financial Expense Coverage measured at the end of each semester and retroactively for periods of 12 months, not less than 3, calculated as the ratio of Adjusted EBITDA and Finance Costs account. Adjusted EBITDA means EBITDA as calculated by the Company in accordance with particular debt instruments in order to measure such instruments’ financial covenants and is defined as: (i) the sum of Gross Margin and Other income by function accounts; (ii) less (absolute numbers) Distribution costs, Administrative expenses and Other expenses by function accounts; and (iii) plus (absolute numbers) Depreciation and Amortization recorded on the Note Nature of the costs and expenses.

 

(c)   Maintain at the end of each semester a minimum equity of ThCh$ 312,516,750, meaning Equity Attributable to Equity Holders of the Parent plus the Dividends provisioned account, according to policy included in the Statement of Changes in Equity.

 

(d)   Maintain at the end of each semester, assets free of liens for an amount equal to at least 1.2, defined as the ratio of Total Assets free of lien and Finance Debt free of lien. Total Assets free of lien are defined as Total Assets less assets pledged as collateral for cautioned obligations of third parties. Finance Debt free of lien are defined as the sum of Bank loan, Bonds payable and Lease obligations contained under Note Other financial liabilities.

 

(e)   To maintain, either directly or indirectly, ownership over more than 50% of the subscribed and paid-up shares and over the voting rights of the following companies: Cervecera CCU Chile Ltda. and Embotelladoras Chilenas Unidas S.A.

 

(f)    Maintain a nominal installed capacity for the production manufacturing of beer and soft drinks, equal or higher altogether than 15.9 million hectolitres a year.

 

(g)   To maintain, either directly or through a subsidiary, ownership of the trademark "CRISTAL", denominative for beer class 32 of the international classifier, and not to transfer its use, except to its subsidiaries.

 

 

As of December 31, 2017, the Company was in compliance with the financial covenants required for this loan.

 

 

 

F) Conciliation of finance obligations of Cash Flows

 

  As of December 31, 2016

 Flows

Accrual of interest

Change in foreing currency and unit per adjustment

Others

  As of December 31, 2017

 

 Payments

Acquisitions

 

Capital

Interest

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities

 

 

 

 

 

 

 

 

Current

               

Bank borrowings

39,079,561

(22,241,073)

(7,146,384)

16,927,169

7,492,719

(3,435,455)

(6,052,791)

24,623,746

Bond payable

3,250,023

-

(3,051,269)

-

3,166,139

52,599

(111,357)

3,306,135

Financial leases obligations

215,950

(1,405,266)

(8,422)

-

1,209,294

948

164,082

176,586

Total others financial liabililities current

42,545,534

(23,646,339)

(10,206,075)

16,927,169

11,868,152

(3,381,908)

(6,000,066)

28,106,467

Non current

               

Bank borrowings

29,606,398

(844,687)

-

40,850,000

(306,747)

(1,470,924)

6,052,791

73,886,831

Bond payable

70,836,716

(2,668,458)

-

-

-

1,196,997

111,357

69,476,612

Financial leases obligations

17,500,919

(8,962)

-

-

-

292,593

(146,261)

17,638,289

Total others financial liabililities non-current

117,944,033

(3,522,107)

-

40,850,000

(306,747)

18,666

6,017,887

161,001,732

Total others financial liabililities

160,489,567

(27,168,446)

(10,206,075)

57,777,169

11,561,405

(3,363,242)

17,821

189,108,199

 

F-97


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

 

  As of December 31, 2015

 Flows

Accrual of interest

Change in foreing currency and unit per adjustment

Others

  As of December 31, 2016

 

 Payments

Acquisitions

 

Capital

Interest

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities

 

 

 

 

 

 

 

 

Current

               

Bank borrowings

27,714,998

(24,801,943)

(8,634,001)

19,345,325

8,655,483

(2,648,436)

19,448,135

39,079,561

Bond payable

3,155,239

-

(3,093,163)

-

3,216,241

15,879

(44,173)

3,250,023

Financial leases obligations

321,416

(1,530,851)

-

-

1,205,019

9,427

210,939

215,950

Total others financial liabililities current

31,191,653

(26,332,794)

(11,727,164)

19,345,325

13,076,743

(2,623,130)

19,614,901

42,545,534

Non current

               

Bank borrowings

48,335,093

(493,181)

-

3,804,384

58,219

(2,649,982)

(19,448,135)

29,606,398

Bond payable

71,352,994

(2,615,542)

-

-

-

2,055,091

44,173

70,836,716

Financial leases obligations

17,238,458

-

-

-

-

473,400

(210,939)

17,500,919

Total others financial liabililities non-current

136,926,545

(3,108,723)

-

3,804,384

58,219

(121,491)

(19,614,901)

117,944,033

Total others financial liabililities

168,118,198

(29,441,517)

(11,727,164)

23,149,709

13,134,962

(2,744,621)

-

160,489,567

 

 

As of December 31, 2014

 Flows

Accrual of interest

Change in foreing currency and unit per adjustment

Others

  As of December 31, 2015

 

 Payments

Acquisitions

 

Capital

Interest

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities

 

 

 

 

 

 

 

 

Current

               

Bank borrowings

49,137,899

(54,611,891)

(10,807,228)

23,358,700

11,212,161

(6,425,775)

15,851,132

27,714,998

Bond payable

3,029,431

(2,525,569)

(3,070,875)

-

3,194,839

118,555

2,408,858

3,155,239

Financial leases obligations

518,140

(1,697,649)

3,197

-

1,177,697

12,462

307,569

321,416

Total others financial liabililities current

52,685,470

(58,835,109)

(13,874,906)

23,358,700

15,584,697

(6,294,758)

18,567,559

31,191,653

Non current

               

Bank borrowings

46,684,250

(185,132)

-

19,570,689

-

(1,883,582)

(15,851,132)

48,335,093

Bond payable

70,908,208

-

-

-

-

2,853,644

(2,408,858)

71,352,994

Financial leases obligations

16,874,805

-

-

-

-

671,222

(307,569)

17,238,458

Total others financial liabililities non-current

134,467,263

(185,132)

-

19,570,689

-

1,641,284

(18,567,559)

136,926,545

Total others financial liabililities

187,152,733

(59,020,241)

(13,874,906)

42,929,389

15,584,697

(4,653,474)

-

168,118,198

 

F-98


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 22 Trade and other current payables

 

Trade and other payables are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Suppliers

224 , 330 , 195

-

210 , 220,910

-

Notes payable

4 , 707,572

541 , 783

2 , 121 , 497

1 , 082 , 898

Withholdings payable

52 , 643 , 786

-

47 , 397 , 072

-

Total

281 , 681 , 553

541 , 783

259 , 739 , 479

1 , 082 , 898

 

 

Note 23 Provisions

 

Provisions recorded in the consolidated statement of financial position are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

Current

Non current

Current

Non current

ThCh$

ThCh$

ThCh$

ThCh$

Litigation

349,775

950,920

409,164

839,079

Others

-

289,469

-

484,441

Total

349,775

1,240,389

409,164

1,323,520

 

The changes in provisions are detailed as follows:

 

 

Litigation (1)

Others

Total

ThCh$

ThCh$

ThCh$

As of January 1, 2016

1,343,374

636,584

1,979,958

As of December 31, 2016

 

 

 

Incorporated

551,167

22,219

573,386

Used

(267,704)

(14,173)

(281,877)

Released

(124,336)

(67,271)

(191,607)

Conversion effect

(254,258)

(92,918)

(347,176)

As of December 31, 2016

1,248,243

484,441

1,732,684

As of December 31, 2017

 

 

 

Incorporated

1,028,505

14,386

1,042,891

Used

(652,280)

-

(652,280)

Released

(81,249)

(142,291)

(223,540)

Conversion effect

(242,524)

(67,067)

(309,591)

As of December 31, 2017

1,300,695

289,469

1,590,164

 

(1)      See Note 34 .

 

The maturities of provisions at December 31, 2017, are detailed as follows:

 

 

Litigation

Others

Total

ThCh$

ThCh$

ThCh$

Less than one year

349,775

-

349,775

Between two and five years

445,941

289,469

735,410

Over five years

504,979

-

504,979

Total

1,300,695

289,469

1,590,164

 

 

 

F-99


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The maturities of provisions at December 31, 2016, are detailed as follows:

 

 

Litigation

Others

Total

ThCh$

ThCh$

ThCh$

Less than one year

409,164

-

409,164

Between two and five years

423,863

484,441

908,304

Over five years

415,216

-

415,216

Total

1,248,243

484,441

1,732,684

 

Litigation

 

Significant litigation proceedings which the Company is exposed to at a consolidated level are detailed in
Note 34 .

 

Management believes that based on the development of such proceedings to date, the provisions established on a case by case basis are adequate to cover the possible adverse effects that could arise from these proceedings.

 

 

Note 24 Income taxes

 

Current tax assets

 

Taxes receivables are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Refundable tax previous year

9,640,567

4,436,810

Taxes under claim (1)

2,141,476

2,141,476

Argentinean tax credits

4,813,614

2,532,114

Monthly provisions

11,155,690

18,860,164

Payment of absorbed profit provision

24,104

75,141

Other credits

1,425,708

1,377,774

Total

29,201,159

29,423,479

(1)    This item includes claims for refund of first category taxes (Provisional payment of absorved profit) for an amount of ThCh$ 968,195 that was presented in April 2014 from the commercial year 2013 and claim to ThCh$ 1,173,281 presented in April 2010 from the commercial year 2009.

 

 

Current tax liabilities

 

Taxes payable are detailed as follows:

 

F-100


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Chilean income taxes

18,335,047

7,033,363

Monthly provisional payments

3,970,511

4,365,187

Tax article 21

105,903

68,824

Estimated Argentinean minimum gain subsidiaries taxes

-

339,060

Ot hers

115,173

-

Total

22,526,634

11,806,434

 

Tax expense

 

The income tax and deferred tax expense for the years ended as of December 31, 2017, 2016 and 2015, are detailed as follows:

 

 

For the years ended as of December 31,

 

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Income as per deferred tax related to the origin and reversal of temporary differences

(500,800)

(878,629)

(454,933)

Prior year adjustments

569,212

3,838,136

3,204,656

Effect of change in tax rates

(50,071)

(856,612)

(1,066,964)

Tax benefits (loss)

611,282

(765,292)

248,559

Total deferred tax expense

629,623

1,337,603

1,931,318

Current tax expense

(47,841,130)

(31,285,976)

(48,168,474)

Prior period adjustments

(1,154,469)

(298,010)

(3,877,360)

(Loss) Income from income tax

(48,365,976)

(30,246,383)

(50,114,516)

 

 

 

Deferred taxes related to items charged or credited directly to the Consolidated Statement of Comprehensive Income are detailed as follows:

 

For the years ended as of December 31,

 

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Net income from cash flow hedge

728

(20,648)

(17,563)

Actuarial gains and losses deriving from defined benefit plans

(47,228)

659,198

314,541

Charge to equity

(46,500)

638,550

296,978

 

 

 

F-101


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Effective Rate

The Company’s income tax expense as of December 31, 2017, 2016 and 2015 represents 24.59%, 17.80% and 26.23%, respectively of income before taxes. The following is reconciliation between such effective tax rate and the statutory tax rate valid in Chile.

 

For the years ended as of December 31,

2017

2016

2015

ThCh$

Rate %

ThCh$

Rate %

ThCh$

Rate %

Income before taxes

196,474,395

 

170,328,270

 

190,640,106

 

Income tax using the statutory rate

(50,100,971)

     25.50

(40,878,785)

     24.00

(42,894,024)

     22.50

Adjustments to reach the effective rate

 

 

 

 

 

 

Tax effect of permanent differences, net

4,071,180

(2.10)

10,357,858

(6.10)

(3,202,337)

1.68

Effect of change in tax rate

(50,071)

0.03

(856,612)

0.50

(1,066,964)

0.50

Effect of tax rates in Argentina and Uruguay

(1,700,857)

0.86

(1,308,482)

0.80

(2,278,487)

1.20

Prior year adjustments

(585,257)

0.30

2,439,638

(1.40)

(672,704)

0.35

Income tax, as reported

(48,365,976)

     24.59

(30,246,383)

     17.80

(50,114,516)

     26.23

 

F-102


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Deferred taxes

 

Deferred tax assets and liabilities included in the Consolidated Financial Statements are detailed as follows:

 

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Movement of deferred tax assets

 

 

Accounts receivable impairment provision

1,136,789

861,158

Other provisions

17,032,172

11,303,607

Benefits to staff

4,658,962

2,166,999

Inventory impairment provision

401,487

501,275

Severance indemnity

6,133,014

5,990,249

Inventory valuation

2,228,552

2,337,591

Intangibles

229,725

206,616

Other assets

2,672,022

3,536,573

Tax loss carryforwards

5,858,606

4,960,567

Total assets from deferred taxes

40,351,329

31,864,635

 

 

 

Deferred taxes liabilities

 

 

Property, plant and equipment depreciation

45,380,381

37,536,881

Agricultural operation expenses

7,130,896

5,698,674

Manufacturing indirect activation costs

5,258,290

4,865,509

Intangibles

11,736,406

12,351,442

Land

23,313,756

24,685,250

Other liabilities

1,530,382

1,677,702

Total liabilities from deferred taxes

94,350,111

86,815,458

Total 

(53,998,782)

(54,950,823)

 

 

No deferred taxes have been recorded for temporary differences between the taxes and accounting value generated by investments in subsidiaries; consequently deferred tax is not recognized for the translation adjustments or investments in joint ventures and associates.

 

In accordance with current tax laws in Chile, tax losses do not expire and can be applied indefinitely. Argentina, Uruguay and Paraguay tax losses expire after 5 years.

 

On September 29, 2014 Act No. 20,780 was published in Chile, regarding the so called “Tax reform” which introduces amendments, among others, to the Income tax system.  The said Act provides that corporations will apply by default the "Partially Integrated System", unless a future Extraordinary Shareholders Meeting agrees to opt for the "Attributed Income Regime”. The Act provides for the "Partially Integrated System" a gradual increase in the First Category Income tax rate, going from 20% to 21% for the business year 2014, to 22.5% for the business year 2015, to 24% for the business year 2016, to 25.5% for the business year 2017 and to 27% starting 2018 business year.

 

Additionaly, in Argentina a Tax Reform was approved by the government, which, amongst other measures, increases the excise tax on several beverages, including beer from 8% to 14% on the producer price, that applies as of March 1st, 2018, and also gradually reduces for the reporting year 2018 the corporate income tax rate from 35% to 25% (30% for the year 2018 and 2019, and 25% as the year 2020). The effects as of December 31st, 2017 were recognized, without affecting significantly the Consolidated Financial Statements. Additionally, on earnings distributed as dividends a retention will apply that will gradually increase from 0% to 13% (7% for the year 2018 and 2019, and 13% as the year 2020), applicable as of the reporting results 2018.

F-103


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Changes in deferred tax assets are detailed as follows:

 

Movement of deferred tax assets

ThCh$

As of January 1, 2016

(55,708,250)

Increase in joint operation

(1,514,955)

Increase by business combination

(25,507)

Deferred Tax Losses Tax absorption

(178,473)

Deferred taxes from tax loss carry forwards absortion

1,337,603

Conversion effect

245,227

Deferred taxes against equity

638,550

Other deferred movements taxes

254,982

Change

757,427

As of December 31, 2016

(54,950,823)

 

 

As of January 1, 2017

 

Deferred Tax Losses Tax absorption

(199,082)

Deferred taxes from tax loss carry forwards absortion

629,622

Conversion effect

461,402

Other deferred movements taxes

60,099

Change

952,041

As of December 31, 2017

(53,998,782)

 

 

Note 25 Employee Benefits

 

The Company grants short term and employment termination benefits as part of its compensation policies.

 

The Parent Company and its subsidiaries have collective agreements with their employees, which establish the compensation and/or short–term and long-term benefits for their staff, the main features of which are described below:

 

§   Short-term benefits are generally based on combined plans or agreements, designed to compensate benefits received, such as paid vacation, annual performance bonuses and compensation through annuities.

 

§   Long-term benefits are plans or agreements mainly intended to cover the post-employment benefits generated at the end of the labour relationship, be it by voluntary resignation or death of personnel hired.

 

The cost of such benefits is charged against income, in the “Personnel Expense” item.

 

As of December 31, 2017 and 2016 , the total staff benefits recorded in the Consolidated Statement of Financial Position is detaileds as follows:

 

Employees’ Benefits

As of December 31, 2017

As of December 31, 2016

Current

Non current

Current

Non current

ThCh$

ThCh$

ThCh$

ThCh$

Short term benefits

26,050,387

-

22,517,220

-

Employment termination benefits

182,106

23,517,009

321,008

21,832,415

Total

26,232,493

23,517,009

22,838,228

21,832,415

 

 

 

 

 

 

 

 

F-104


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Employees’ Bonuses

 

Short-term benefits are mainly comprised of recorded vacation (on accruals basis), bonuses and share compensation. Such benefits are recorded when the obligation is accrued and are usually paid within a 12-month periods, consequently, they are not discounted.

 

 

The total short-term benefits recorded in the Consolidated Statement of Financial Position are detailed as follows:

 

Short-Term Employees’ Benefits

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Vacation

9,932,727

9,405,040

Bonus and compensation

16,117,660

13,112,180

Total

26,050,387

22,517,220

 

The Company records staff vacation cost on an accrual basis.

 

Severance Indemnity

 

The Company records a liability for the payment of an irrevocable severance indemnity, originated by collective and individual agreements entered into with certain groups of employees. Such obligation is determined by means of the current value of the benefit accrued cost, a method that considers several factors for the calculation such as estimates of future continuance, mortality rates, future salary increases and discount rates. The Company periodically evaluates the above-mentioned factors based on historical data and future projections, making adjustments that apply when checking changes sustained trend. The so-determined value is presented at the current value by using the severance benefits accrued method. The discount rate is determined by reference to market interest rates curves for high quality entrepreneurial bonds. The discount rate in Chile was 5.96% (5.52% in 2016) and in Argentina 24.55% (31.88% in 2016).

 

The obligation recorded for severance indemnity is detailed as follows:

 

Severance Indemnity

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Current

182,106

321,008

Non-current

23,517,009

21,832,415

Total

23,699,115

22,153,423

 

 

F-105


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The change in the severance indemnity is detailed as follows:

 

Severance Indemnity

ThCh$

Balance as of January 1, 2016

19,043,559

Current cost of service

1,650,484

Interest cost

1,702,662

Actuarial (Gain) losses

2,342,336

Paid-up benefits

(2,490,851)

Past service cost

342,039

Conversion effect

(670,709)

Others

233,903

Movements of the year

3,109,864

As of December 31, 2016

22,153,423

Current cost of service

1,942,099

Interest cost

1,850,598

Actuarial (Gain) losses

(99,357)

Paid-up benefits

(1,934,587)

Past service cost

604,337

Conversion effect

(694,189)

Others

(123,209)

Movements of the year

1,545,692

As of December 31, 2017

23,699,115

 

The figures recorded in the Consolidated Statement of Income, are detailed as follows:

 

Expense recognized for severance indemnity

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Current cost of service

1,942,099

1,650,484

1,023,969

Past service cost

604,337

342,039

131,204

Accrued paid benefit

6,023,869

7,851,201

4,377,570

Other

269,377

1,114,112

646,502

Total expense recognized in Consolidated Statement of Income

8,839,682

10,957,836

6,179,245

 

 

 

F-106


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Actuarial Assumptions

 

As mentioned in Note 2.20 – Employees’ Benefits , the severance payment obligation is recorded at its actuarial value. The main actuarial assumptions used for the calculation of the severance indemnity obligation are detailed as follows:

 

Actuarial Assumptions

Chile

Argentina

As of December 31,

As of December 31,

2017

2016

2017

2016

Mortality table

RV-2014

RV-2014

Gam '83

Gam '83

Annual interest rate

5.96%

5.52%

24.55%

31.88%

Voluntary employee turnover rate

1.90%

1.90%

"ESA 77 Ajustada" - 50%

"ESA 77 Ajustada" - 50%

Company’s needs rotation rate

5.30%

5.30%

"ESA 77 Ajustada" - 50%

"ESA 77 Ajustada" - 50%

Salary increase (*)

3.70%

3.70%

18.68%

26.25%

Estimated retirement age for (*)

Officers

 

60

60

60

60

Other

Male

65

65

65

65

Female

60

60

60

60

  (*) Average of the Company.

 

 

Sensitivity Analysis

 

The Following is a sensitivity analysis based on increased (decreased) of 1 percent on the discount rate:

 

Sensitivity Analysis

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

1% increase in the Discount Rate (Gain)

1,457,410

1,421,484

1% decrease in the Discount Rate (Loss)

(1,684,968)

(1,649,255)

 

 

 

 

Personnel expense

 

The amounts recorded in the Consolidated Statement of Income are detailed as follows:

 

Personal expense

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Salaries

151,944,702

145,766,757

138,359,074

Employees’ short-term benefits

27,588,955

23,189,206

24,693,325

Employments termination benefits

8,839,682

10,957,836

6,179,245

Other staff expense

32,485,170

30,971,754

28,683,507

Total (1)

220,858,509

210,885,553

197,915,151

 

(1) See Note 29 .

 

 

 

F-107


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 26 Other non-financial liabilities

 

The total Other non-financial liabilities are detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

Parent dividend provisioned by the board

25,865,201

24,387,190

Parent dividend provisioned according to policy

38,938,475

34,841,553

Outstanding parent dividends

709,790

915,585

Subsidiaries dividends according to policy

8,758,691

11,192,210

Others

26,142

33,434

Total

74,298,299

71,369,972

Current

74,298,299

71,369,972

Total

74,298,299

71,369,972

 

 

Note 27 Common Shareholders’ Equity

 

Subscribed and paid-up Capital

 

As of December 31, 2017 and December 31, 2016, the Company’s capital shows a balance of ThCh$ 562,693,346, divided into 369,502,872 shares of common stock without face value, entirely subscribed and paid-up. The Company has issued only one series of common shares. Such common shares are registered for trading at the Santiago Stock Exchange, the Chilean Electronic Stock Exchange and the Valparaíso Stock Exchange, and at the New York Stock Exchange /NYSE), evidenced by ADS (American Deposcitary Shares), with an equivalence of two shares per ADS (Se e Note 1 ).

 

The Company has not issued any others shares or convertible instruments during the period, thus changing the number of outstanding shares as of December 31, 2017 and 2016 and 2015.

 

Capital Management

 

The main purpose, when managing shareholder’s capital, is to maintain an adequate credit risk profile and a healthy capital ratio, allowing the access of the Company to the capitals market for the development of its medium and long term purposes and, at the same time, to maximize shareholder’s return.

 

F-108


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Consolidated Statement of Comprehensive Income

 

Comprehensive income and expenses are detailed as follows:

 

Other Income and expense charged or credited against net equity

Gross Balance

Tax

Net Balance

ThCh$

ThCh$

ThCh$

Cash flow hedge (1)

(5,661)

728

(4,933)

Conversion differences of subsidiaries abroad

(34,786,480)

-

(34,786,480)

Reserve of Actuarial gains and losses on defined benefit plans (1)

19,669

(47,228)

(27,559)

Total comprehensive income As of December 31, 2017

(34,772,472)

(46,500)

(34,818,972)

       

Other Income and expense charged or credited against net equity

Gross Balance

Tax

Net Balance

ThCh$

ThCh$

ThCh$

Cash flow hedge (1)

84,962

(20,648)

64,314

Conversion differences of subsidiaries abroad

(27,280,176)

-

(27,280,176)

Reserve of Actuarial gains and losses on defined benefit plans (1)

(2,355,384)

659,198

(1,696,186)

Total comprehensive income As of December 31, 2016

(29,550,598)

638,550

(28,912,048)

       

Other Income and expense charged or credited against net equity

Gross Balance

Tax

Net Balance

ThCh$

ThCh$

ThCh$

Cash flow hedge (1)

80,693

(17,563)

63,130

Conversion differences of subsidiaries abroad

(29,678,944)

-

(29,678,944)

Reserve of Actuarial gains and losses on defined benefit plans (1)

(939,433)

314,541

(624,892)

Total comprehensive income As of December 31, 2015

(30,537,684)

296,978

(30,240,706)

 

(1)    These concepts will be reclassified to the Statement of Income when its settled .

 

The movement of comprehensive income and expense is detailed as follows:

 

a)     As of December 31, 2017:

 

Changes

Reserve of exchange differences on translation

Reserve of cash flow hedges

Reserve of Actuarial gains and losses on defined benefit plans

Total other reserves

ThCh$

ThCh$

ThCh$

ThCh$

Increase (Decrease)

(34,786,480)

(5,661)

19,669

(34,772,472)

Deferred taxes

-

728

(47,228)

(46,500)

Total changes in equity

(34,786,480)

(4,933)

(27,559)

(34,818,972)

Equity holders of the parent

(32,982,829)

(10,837)

(32,794)

(33,026,460)

Non-controlling interests

(1,803,651)

5,904

5,235

(1,792,512)

Total changes in equity

(34,786,480)

(4,933)

(27,559)

(34,818,972)

 

F-109


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

b)     As of December 31, 2016:

Changes

Reserve of exchange differences on translation

Reserve of cash flow hedges

Reserve of Actuarial gains and losses on defined benefit plans

Total other reserves

ThCh$

ThCh$

ThCh$

ThCh$

Increase (Decrease)

(27,280,176)

(399,559)

(2,355,384)

(30,035,119)

Deferred taxes

-

89,983

659,198

749,181

Reclassification to the result by function

-

484,521

-

484,521

Reclassification of deferred taxes related to other reserves

-

(110,631)

-

(110,631)

Total changes in equity

(27,280,176)

64,314

(1,696,186)

(28,912,048)

Equity holders of the parent

(25,123,546)

41,607

(1,623,299)

(26,705,238)

Non-controlling interests

(2,156,630)

22,707

(72,887)

(2,206,810)

Total changes in equity

(27,280,176)

64,314

(1,696,186)

(28,912,048)

 

c)      As of December 31, 2015:

Changes

Reserve of exchange differences on translation

Reserve of cash flow hedges

Reserve of Actuarial gains and losses on defined benefit plans

Total other reserves

ThCh$

ThCh$

ThCh$

ThCh$

Increase (Decrease)

(29,678,944)

593,992

(939,433)

(30,024,385)

Deferred taxes

-

(145,800)

314,541

168,741

Reclassification to the result by function

-

(513,299)

-

(513,299)

Reclassification of deferred taxes related to other reserves

-

128,237

-

128,237

Total changes in equity

(29,678,944)

63,130

(624,892)

(30,240,706)

Equity holders of the parent

(27,652,528)

40,844

(589,731)

(28,201,415)

Non-controlling interests

(2,026,416)

22,286

(35,161)

(2,039,291)

Total changes in equity

(29,678,944)

63,130

(624,892)

(30,240,706)

 

Income per share

 

The basic income per share is calculated as the ratio between the net income (loss) of the term corresponding to shares holders and the weighted average number of valid outstanding shares during such term.

 

The diluted earnings per share is calculated as the ratio between the net income (loss) for the period attributable to shares holders and the weighted average additional common shares that would have been outstanding if it had become all ordinary potential dilutive shares.

 

The information used for the calculation of the income as per each basic and diluted share is as follows:

 

Income per share

For the years ended as of December 31,

2017

2016

2015

Equity holders of the controlling company (ThCh$)

129,607,353

118,457,488

120,808,135

Weighted average number of shares

369,502,872

369,502,872

369,502,872

Basic income per share (in Chilean pesos)

350.76

320.59

326.95

Equity holders of the controlling company (ThCh$)

129,607,353

118,457,488

120,808,135

Weighted average number of shares

369,502,872

369,502,872

369,502,872

Diluted income per share (in Chilean pesos)

350.76

320.59

326.95

 

As of December 31, 2017, 2016 and 2015, the Company has not issued any convertible or other kind of instruments creating diluting effects.

 

F-110


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Distributable net Income

 

In accordance with Circular No 1945 from the CMF on November 4, 2009, the Board of Directors agreed that the net distributable  income for the year 2009 will be that reflected in the financial statements attributable to equity holders of the parents, without adjusting it. The above agreement remains in effect for the year ended December 31, 2017.

 

Dividends

 

The Company’s dividends policy consists of annually distributing at least 50% of the net distributable profit of the year.

 

As of December 31, 2017, 2016 and 2015, the Company has distributed the following dividends:

 

Dividend Nº

Payment Date

Type of Dividend

Dividends per Share ($)

Related to FY

248

01-09-2015

Interim

63.0000

2014

249

04-23-2015

Final

98.78138

2014

250

01-08-2016

Interim

66.0000

2015

251

04-22-2016

Final

97.47388

2015

252

01-06-2017

Interim

66.0000

2016

253

04-26-2017

Final

110.32236

2016

254

01-05-2018

Interim

70.0000

2017

 

 

 

 

 

 

On December 2, 2014, at the Ordinary Board Director Meeting it was agreed to pay the interim Dividend No. 248, amounting to ThCh$ 23,278,681 corresponding to $ 63 per share. This dividend was paid on January 9, 2015.

 

On April 15, 2015, at the Shareholders Meeting it was agreed to pay the final Dividend No. 249, amounting to ThCh$ 36,500,004 corresponding to $ 98.78138 per share. This dividend was paid on April 23, 2015.

 

On December 1, 2015, at the Ordinary Board Director Meeting it was agreed to pay the interim Dividend No. 250, amounting to ThCh$ 24,387,190 corresponding to $ 66 per share. This dividend was paid on January 8, 2016.

 

On April 13, 2016, at the Shareholders Meeting it was agreed to pay the final Dividend No. 251, amounting to ThCh$ 36,016,878 corresponding to $ 97.47388 per share. This dividend was paid on April 22, 2016.

 

On December 6, 2016, at the Ordinary Board Director Meeting it was agreed to pay the interim Dividend No. 252, amounting to ThCh$ 24,387,190 corresponding to $ 66 per share. This dividend was paid on January 6, 2017.

 

On April 12, 2017, at the Shareholders Meeting it was agreed to pay the final Dividend No. 253, amounting to ThCh$ 40,764,427 corresponding to the 34.41% of Net income attibutable to Equity holders of the parent, equivalent to $ 110.32236 per share. This dividend was paid on April 26, 2017.

 

On December 6, 2017, at the Ordinary Board Director Meeting it was agreed to pay the interim Dividend No. 254, amounting to ThCh$ 25,865,201 corresponding to $ 70 per share. This dividend was paid on January 5, 2018.

 

Other Reserves

                                                           

The reserves that are a part of the Company’s equity are as follows:

 

Currency Translation Reserves : This reserve originated mainly from the translation of foreign subsidiaries’ financial statements which functional currency is different from the presentation currency of the Consolidated Financial Statements.

 

F-111


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2017, 2016 and 2015, it amounts to a negative reserve of ThCh$ 153,541,761,  ThCh$ 120,558,932 and ThCh$ 95,435,386 respectively.

 

Hedge reserve : This reserve originated from the hedge accounting application of financial liabilities. The reserve is reversed at the end of the hedge agreement, or when the transaction ceases qualifying hedge accounting, whichever is first. The reserve effects are transferred to income. As of December 31, 2017, 2016 and 2015, it amounts to a positive reserve of ThCh$ 28,244, ThCh$ 39,081 and a negative reserve of ThCh$ 2,526 in 2015, respectively, net of deferred taxes.

 

Actuarial gains and losses on defined benefit plans reserves: As of December 31, 2017, 2016 and 2015 the amount recorded is a negative reserve of ThCh$ 3,958,511, ThCh$ 3,925,717  and ThCh$ 2,302,418  in 2015, respectively, net of deferred taxes.

 

Other reserves : As of December 31, 2017, 2016 and 2015 the amount is a negative reserve of ThCh$ 20,603,251, ThCh$ 18,527,810 and ThCh$ 5,486,086, respectively. Such reserves relate mainly to the following concepts:

 

-              Adjustment due to re-assessment of fixed assets carried out in 1979 (increased ofr ThCh$ 4,087,396).

-              Price level restatement of paid-up capital registered as of December 31, 2008, according to CMF Circular Letter Nª456 (decreased for ThCh$ 17,615,333).

-              Difference in purchase of shares of the subsidiary Viña San Pedro Tarapacá S.A. made during year 2012 and 2013 (decreased for ThCh$ 9,779,475).

-              Difference in purchase of shares of the subsidiary Manantial S.A. made during year 2016 (decreased for
ThCh$ 7,801,153).

-              Difference in purchase of shares of the Alimentos Nutrabien S.A. made during year 2016 (decreased for
ThCh$ 5,426,209).

-              Difference in purchase of shares of the subsidiary Viña San Pedro Tarapacá S.A. made during year 2017 (decreased for ThCh$ 2,075,441).

 

 

 

Note 28 Non-controlling Interests

 

Non-controlling Interests are detailed as follows:

 

 

F-112


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

a.    Equity

 

Equity

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Viña San Pedro Tarapacá S.A.

72,189,322

75,092,267

Bebidas del Paraguay S.A.

17,624,239

18,191,399

Aguas CCU-Nestlé Chile S.A.

20,347,714

16,440,129

Cervecería Kunstmann S.A.

6,684,320

5,740,305

Compañía Pisquera de Chile S.A.

4,898,600

4,717,811

Saenz Briones & Cía. S.A.I.C.

680,303

799,111

Distribuidora del Paraguay S.A.

2,806,825

2,197,241

Other

520,228

179,300

Total

125,751,551

123,357,563

 

b.    Result

 

 

For the years ended as of December 31,

Result

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Aguas CCU-Nestlé Chile S.A.

7,814,358

8,377,672

7,052,867

Viña San Pedro Tarapacá S.A.

6,223,423

9,887,477

9,182,843

Cervecería Kunstmann S.A.

1,979,976

1,636,906

1,267,335

Manantial S.A.

-

-

861,072

Compañía Pisquera de Chile S.A.

954,046

790,152

592,506

Saenz Briones & Cía. S.A.I.C.

33,027

11,184

128,407

Distribuidora del Paraguay S.A.

906,728

255,683

1,144,911

Bebidas del Paraguay S.A.

580,406

576,986

(486,790)

Los Huemules S.R.L.

-

-

(45,370)

Other

9,102

88,339

19,674

Total

18,501,066

21,624,399

19,717,455

 

 

c.      The Summarized financial information of non controlling interest is detailed as follows:

 

 

As of December 31, 2017

As of December 31, 2016

 

 

 

 

ThCh$

ThCh$

Assets and Liabilities

   

Current assets

610,476,810

610,165,755

Non-currente assets

746,352,848

716,889,536

Current liabilities

337,171,241

368,293,544

Non-current liabilities

159,841,007

146,234,462

 

 

 

Dividends paid

10,150,528

9,803,978

 

 

 

 

 

 

The main significant Non-controlling interest is represented by Viña San Pedro Tarapacá S.A. with the following balances:

 

 

As of December 31, 2017

As of December 31, 2016

 

Assets and Liabilities

 

 

ThCh$

ThCh$

Assets and Liabilities

   

Current assets

141,114,944

145,866,023

Non-currente assets

174,184,006

171,099,295

Current liabilities

63,872,711

70,351,438

Non-current liabilities

31,221,369

33,795,671

 

 

 

 

F-113


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

 

For the years ended as of December 31,

Result

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Net sales

204,453,782

201,402,052

189,515,048

Net income of year

17,715,119

28,021,996

26,025,149

 

 

 

 

                                                                                                                              

Dividends paid by Viña San Pedro Tarapacá S.A. amounted to ThCh$ 13,602,317, ThCh$ 17,682,375 and ThCh$ 13,474,959, for the years ended December 31, 2017, 2016 and 2015, respectively.

 

Note 29 Nature of cost and expense

 

Operational cost and expenses grouped by nature are detailed as follows:

 

 

For the years ended as of December 31,

Costs and expenses by nature

2017

2016

2015

 

ThCh$

ThCh$

ThCh$

Direct cost

586,223,676

540,692,964

485,391,583

Personnel expense (1)

220,858,509

210,885,553

197,915,151

Transportation and distribution

235,265,049

230,047,942

234,431,464

Advertising and promotion

129,603,036

105,938,586

117,921,841

Other expenses

117,992,179

104,455,411

100,872,027

Depreciation and amortization

92,199,504

83,528,045

81,566,802

Materials and maintenance

46,172,647

47,102,582

43,093,939

Energy

25,940,847

24,444,163

25,178,032

Leases

15,929,047

16,294,896

13,641,122

Total

1,470,184,494

1,363,390,142

1,300,011,961

 

(1)    See Note 25 Employee benefits.

 

 

 

Note 30 Other income by function

 

Other income by function is detailed as follows:

 

Other income by function

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Sales of fixed assets

1,641,317

2,605,720

3,035,889

Lease expense

535,555

382,934

299,336

Sale of glass

1,334,123

549,787

672,203

Claims recovery

761,290

589,396

36,582

Other

2,445,617

1,016,317

2,533,234

Total

6,717,902

5,144,154

6,577,244

 

F-114


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 31 Other Gains (Losses)

 

Other gains (losses) items are detailed as follows:

 

Other gain and (loss)

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Results derivative contracts (1)

(8,010,204)

(10,134,414)

9,839,675

Marketable securities to fair value

293,413

84,133

36,280

Other

-

1,704,374

(1,363,955)

Total

(7,716,791)

(8,345,907)

8,512,000

 

(1)    Under this concept the Company (payment) or received cash flows amounting to ThCh$ 11,391,103 (payment), ThCh$ 9,698,871 (payment) and ThCh$ 5,419,700 received, corresponding to 2017, 2016 and 2015, respectively, and these were recorded in the Consolidated Cash Flow Statement, under Operational activities, in line item Other cash movements.

 

 

Note 32 Financial results

 

The financial results composition is detailed as follows:

 

Financial results

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Finance income

5,050,952

5,680,068

7,845,743

Finance costs

(24,166,313)

(20,307,238)

(23,101,329)

Foreign currency exchange differences

(2,563,019)

456,995

957,565

Result as per adjustment units

(110,539)

(2,246,846)

(3,282,736)

 

 

 

 

 

 

F-115


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 33 Effects of changes in currency exchange rate

 

Current assets are denominated in the following currencies:

 

CURRENT ASSETS

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Current assets

 

 

Cash and cash equivalents

170,044,602

134,033,183

CLP

137,686,421

117,467,571

USD

5,178,619

8,458,621

Euros

182,966

786,887

ARS

17,983,303

2,388,743

UYU

718,348

1,136,783

PYG

7,758,211

3,291,550

Others currencies

536,734

503,028

Other financial assets

10,724,196

8,406,491

CLP

1,669,678

548,700

USD

8,992,300

7,604,996

Euros

44,126

160,875

PYG

-

80,846

Others currencies

18,092

11,074

Other non-financial assets

15,834,225

15,861,294

CLP

11,758,075

11,994,895

UF

275,568

139,776

USD

791,191

683,933

Euros

173,165

85,753

ARS

2,593,125

2,641,862

UYU

37,956

86,842

PYG

205,145

228,233

Trade and other current receivables

286,213,598

280,788,133

CLP

183,758,319

179,861,356

UF

138,261

676,843

USD

27,810,990

24,451,001

Euros

9,326,882

7,025,446

ARS

54,194,474

56,347,636

UYU

4,372,909

5,304,719

PYG

5,495,532

5,864,471

Others currencies

1,116,231

1,256,661

Accounts receivable from related parties

5,810,764

3,536,135

CLP

5,652,643

3,373,508

UF

109,120

107,162

USD

40,039

43,155

PYG

8,962

12,310

Inventories

201,987,891

199,311,538

CLP

166,761,797

168,749,946

USD

374,473

287,776

Euros

17,363

25,634

ARS

27,356,020

25,104,485

UYU

1,966,752

1,590,709

PYG

5,511,486

3,552,988

Biological assets

8,157,688

7,948,379

CLP

7,666,639

7,370,852

ARS

491,049

577,527

Current tax assets

29,201,159

29,423,479

CLP

22,581,084

26,525,628

ARS

6,620,075

2,897,851

Non-current assets of disposal groups classified as held for sale

2,305,711

2,377,887

CLP

2,046,178

2,046,179

ARS

259,533

331,708

Total current assets

730,279,834

681,686,519

 

 

 

 

 

 

CLP

539,580,834

517,938,635

UF

522,949

923,781

USD

43,187,612

41,529,482

Euros

9,744,502

8,084,595

ARS

109, 497 , 579

90 , 289 , 812

UYU

7,095,965

8,119,053

PYG

18,979,336

13,030,398

Others currencies

1,671,057

1,770,763

Total current assets by currencies

730 , 279 , 834

681, 686 , 519

 

 

F-116


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Non-Current assets are denominated in the following currencies:

 

NON-CURRENT ASSETS

As of December 31, 2017

As of December 31, 2016

ThCh$

ThCh$

Non-current assets

 

 

Other financial assets

1,918,191

203,784

UF

1,918,191

-

Euros

-

203,784

Trade and other non-current receivables

3,330,606

3,563,797

CLP

190,015

35,391

UF

2,452,475

2,936,552

ARS

688,116

426,311

PYG

-

165,543

Other non-financial assets

5,431,635

4,727,722

CLP

3,493,654

2,535,650

USD

664,290

669,470

ARS

1,258,949

1,519,236

PYG

14,742

3,366

Accounts receivable from related parties

258,471

356,665

UF

258,471

356,665

Investments accounted for using the equity method

99,270,280

64,404,946

CLP

26,782,445

28,556,091

USD

72,128,873

35,449,038

ARS

358,962

399,817

Intangible assets other than goodwill

77,032,480

77,934,155

CLP

65,914,305

64,981,853

ARS

4,385,112

5,508,504

UYU

2,975,596

3,247,094

PYG

3,757,467

4,196,704

Goodwill

94,617,474

96,926,551

CLP

76,119,432

76,646,071

USD

12,853,153

13,402,038

ARS

5,381,779

6,878,442

PYG

263,110

-

Property, plant and equipment (net)

917,913,428

904,104,722

CLP

808,313,408

787,734,139

USD

1,681

26,072

Euros

94,776

971,382

ARS

78,183,157

82,920,719

UYU

14,739,411

15,436,334

PYG

16,580,995

17,016,076

Investment property

5,825,359

6,253,827

CLP

4,862,410

5,015,603

ARS

962,949

1,238,224

Deferred tax assets

40,351,329

31,864,635

CLP

36,530,783

29,547,881

ARS

3,601,765

2,108,426

UYU

180,761

156,714

PYG

38,020

51,614

Total non-current assets

1,245,949,253

1,190,340,804

 

 

 

 

 

 

CLP

1,022,206,452

995,052,679

UF

4,629,137

3,293,217

USD

85,647,997

49,546,618

Euros

94,776

1,175,166

ARS

94,820,789

100,999,679

UYU

17,895,768

18,840,142

PYG

20,654,334

21,433,303

Total non-current assets by currencies

1,245,949,253

1,190,340,804

 

 

F-117


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Current liabilities are denominated in the following currencies:

 

CURRENT LIABILITIES

As of December 31, 2017

As of December 31, 2016

Until 90 days

More the 91 days until 1 year

Until 90 days

More the 91 days until 1 year

ThCh$

ThCh$

ThCh$

ThCh$

Current liabilities

 

 

 

 

Other financial liabilities

16,761,881

36,829,777

19,600,116

47,079,817

CLP

1,621,976

17,844,529

1,097,815

39,944,625

UF

823,223

2,798,184

740,814

2,843,982

USD

10,096,603

10,571,414

11,280,437

388,874

Euros

694,056

355,650

523,079

-

ARS

3,122,166

4,971,531

5,542,674

3,263,782

UYI

403,857

288,469

406,353

638,554

Others currencies

-

-

8,944

-

Trade and other current payables

280,932,266

749,287

258,298,853

1,440,626

CLP

169,971,096

-

166,920,713

303,060

UF

5,847

-

30,798

-

USD

34,814,603

498,752

18,281,460

937,822

Euros

6,030,900

250,535

8,160,258

-

ARS

65,677,731

-

59,603,954

-

UYU

1,978,456

-

3,309,074

-

PYG

2,179,652

-

1,638,181

199,744

Others currencies

273,981

-

354,415

-

Accounts payable to related parties

10,069,043

-

9,530,071

-

CLP

4,616,727

-

5,329,217

-

USD

2,785,193

-

2,196

-

Euros

1,416,055

-

4,197,020

-

PYG

1,251,068

-

1,638

-

Other current provisions

297,500

52,275

339,072

70,092

CLP

-

52,275

-

70,092

ARS

297,500

-

339,072

-

Current tax liabilities

18,162,016

4,364,618

7,544,398

4,262,036

CLP

5,663,732

4,364,618

5,316,283

4,262,036

USD

-

-

22,183

-

ARS

12,383,112

-

1,966,866

-

UYU

115,172

-

239,066

-

Provisions for employee benefits

25,751,992

480,501

22,255,693

582,535

CLP

17,619,085

480,501

16,579,716

582,535

ARS

7,521,224

-

5,367,378

-

UYU

335,454

-

308,599

-

PYG

276,229

-

-

-

Other non-financial liabilities

25,891,422

48,406,877

24,421,940

46,948,032

CLP

25,865,201

48,406,877

24,388,426

46,948,032

ARS

26,221

-

33,514

-

Total current liabilities

377,866,120

90,883,335

341,990,143

100,383,138

 

 

 

 

 

 

 

 

 

 

CLP

225,357,817

71,148,800

219,632,170

92,110,380

UF

829,070

2,798,184

771,612

2,843,982

USD

47,696,399

11,070,166

29,586,276

1,326,696

Euros

8,141,011

606,185

12,880,357

-

ARS

89,027,954

4,971,531

72,853,458

3,263,782

UYU

2,429,082

-

3,856,739

-

PYG

3,706,949

-

1,639,819

199,744

UYI

403,857

288,469

406,353

638,554

Others currencies

273,981

-

363,359

-

Total current liabilities by currency

377,866,120

90,883,335

341,990,143

100,383,138

 

 

F-118


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Non-Current liabilities are denominated in the following currencies:

 

NON-CURRENT LIABILITIES

As of December 31, 2017

As of December 31, 2016

More than 1 year until 3 years

More than 3 year unt i l 5 years

Over 5 years

More than 1 year until 3 years

More than 3 year unt i l 5 years

Over 5 years

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Non-current liabilities

 

 

 

 

 

 

Other financial liabilities

30,868,247

70,976,079

59,157,406

36,676,882

15,610,067

65,657,084

CLP

5,332,817

55,750,482

-

5,320,385

626,411

-

UF

22,924,023

15,225,597

59,157,406

17,811,112

14,983,656

65,657,084

USD

-

-

-

5,269,733

-

-

ARS

2,611,407

-

-

7,579,047

-

-

UYI

-

-

-

696,605

-

-

Trade and other non-current payables

541,783

-

-

1,082,898

-

-

CLP

404,081

-

-

808,160

-

-

UF

7,068

-

-

6,950

-

-

USD

130,634

-

-

267,788

-

-

Other non- current provisions

735,410

-

504,979

507,259

401,054

415,207

CLP

57,252

-

-

-

49,996

-

ARS

544,254

-

504,979

258,278

351,058

415,207

UYU

133,904

-

-

248,981

-

-

Deferred tax liabilities

27,074,149

9,333,081

57,942,881

26,487,686

7,963,522

52,364,250

CLP

26,303,193

8,892,998

53,811,477

26,183,335

7,767,522

48,824,727

ARS

735,208

431,503

2,703,872

287,582

191,721

2,048,919

UYU

-

-

989,517

-

-

1,040,704

PYG

35,748

8,580

438,015

16,769

4,279

449,900

Provisions employee benefits

301,903

-

23,215,106

335,925

-

21,496,490

CLP

-

-

20,052,918

-

-

18,481,842

ARS

-

-

3,162,188

-

-

3,014,648

PYG

301,903

-

-

335,925

-

-

Total non-current liabilities

59,521,492

80,309,160

140,820,372

65,090,650

23,974,643

139,933,031

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CLP

32,097,343

64,643,480

73,864,395

32,311,880

8,443,929

67,306,569

UF

22,931,091

15,225,597

59,157,406

17,818,062

14,983,656

65,657,084

USD

130,634

-

-

5,537,521

-

-

ARS

3,890,869

431,503

6,371,039

8,124,907

542,779

5,478,774

UYU

133,904

-

989,517

248,981

-

1,040,704

PYG

337,651

8,580

438,015

352,694

4,279

449,900

UYI

-

-

-

696,605

-

-

Total non-current liabilities by currency

59,521,492

80,309,160

140,820,372

65,090,650

23,974,643

139,933,031

 

 

F-119


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 34 Contingencies and Commitments

 

Operating lease agreements

 

The total amount of the Company’s obligations with third parties relating to lease operating and services agreements that can not be terminated is detailed as follows:

 

Lease operating and services agreements not to be terminated

As of December 31, 2017

ThCh$

Within 1 year

76,034,131

Between 1 and 5 years

114,491,827

Over 5 years

58,866,710

Total

249,392,668

 

Purchase and supply agreements

 

The total amount of the Company’s obligations to third parties relating to purchase and supply agreements as of December 31, 2017 is detailed as follows:

 

Purchase and supply agreements

Purchase and supply agreements

Purchase and contract related to wine and grape

ThCh$

ThCh$

Within 1 year

161,359,622

15,331,741

Between 1 and 5 years

339,156,393

14,983,613

Over 5 years

37,054,453

95,823

Total

537,570,468

30,411,177

 

Capital investment commitments

 

As of December 31, 2017, the Company had capital investment commitments related to Property, Plant and Equipment and Intangibles (software) for approximately ThCh$ 46,613,721.

 

Litigation

 

The following are the most significant proceedings faced by the Company and its subsidiaries, including all those present a possible risk of occurrence and causes whose committed amounts, individually, are more than ThCh$ 25,000. Those losses contingencies for which an estimate cannot be made have been also considered.

 

F-120


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Trials and claim

 

Subsidiary

Court

Number

Description

Status

Estimated accrued loss contingency

Viña Tarapacá Ex Zavala, Viña Misiones de Rengo S.A.

14th Civil Court of Santiago

28869-2007

Breach of contract.

Appeal of first instance verdict.

ThCh$ 50,000

Comercial CCU S.A.

Labour Court of Osorno

O-88-2017

Labor trial for layoff.

Appeal of first instance verdict.

ThCh$ 52,275

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

Pleading phase.

US$ 32,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Intempestive breach of distribution contract

Execution is pending.

US$ 74,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

Execution is pending.

US$ 41,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

On evidentiary phase.

US$ 53,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

Pleading phase.

US$ 56,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

Pleading phase.

US$ 56,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

Pleading phase.

US$ 42,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

On evidentiary phase.

US$ 42,000

Compañía Industrial Cervecera S.A. (CICSA)

Court of first instance in Argentina

-

Labor trial for layoff.

Pleading phase.

US$ 59,000

Compañía Industrial Cervecera S.A. (CICSA)

-

-

City Council´s Administrative Claim related to advertising and publicity fees.

The process is in pre-trial administrative phase.

US$ 484,000

 

 

 

 

 

 

 

 

F-121


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Subsidiary

Court

Number

Description

Status

Estimated accrued loss contingency

Saenz Briones & Cía. S.A.I.C.

Court of first instance in Argentina

-

Labor trial for layoff.

On evidentiary phase.

US$ 64,000

Saenz Briones & Cía. S.A.I.C.

Court of first instance in Argentina

-

Labor trial for layoff.

On evidentiary phase.

US$ 91,000

Saenz Briones & Cía. S.A.I.C.

Court of first instance in Argentina

-

Labor trial for layoff.

On evidentiary phase.

US$ 87,000

Saenz Briones & Cía. S.A.I.C.

Court of first instance in Argentina

-

Labor trial for layoff.

On evidentiary phase.

US$ 55,000

 

 

 

 

 

 

 

The Company and its subsidiaries have established provisions to allow for such contingencies for ThCh$ 1,300,695 and ThCh$ 1,248,243, as of December 31, 2017 and 2016, respectively (See Note 23 ).

 

Tax processes

 

At the date of issue of these consolidated financial statements, there is no tax litigation that involves significant passive or taxes in claim different to mentioned in Note 24 .

 

Guarantees

 

As of December 31, 2017, CCU and its subsidiaries have not granted direct guarantees as part of their usual financing operations. However, indirect guarantees have been constituted, in the form of stand-by and general security product of financing. The main terms of the indirect guarantees constituted are detailed below:

 

The loan obtained by the subsidiary CICSA in Argentina, as described in N ote 21 , is guaranteed by CCU S.A. through a stand- by unrestricted issued by Banco del Estado de Chile:

 

Institution

Amount

Due date

Banco de la Nación Argentina S.A.

US$ 7,000,000

December 31, 2018

 

 

 

 

 

 

F-122


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The subsidiary Finca La Celia S.A. maintains financial debt with local banks in Argentina, guaranteed by VSPT through stand-by letters issued by Banco del Estado de Chile and they are within the financing policy framework approved by VSPT Board of Directors, according to the following detail:

 

Institution

Amount

Due date

Banco Santander Río

US$ 1,100,000

February 20, 2018

Banco BBVA Francés

US$ 1,500,000

June 30, 2018

Banco San Juan

US$ 1,200,000

June 30, 2018

Banco Patagonia

US$ 1,600,000

June 30, 2018

Banco Patagonia

US$ 1,600,000

July 7, 2021

 

 

 

 

 

 

 

Note 35 Environment

 

Distribution of CCU´s main environmental costs in the Industrial Units , accumulated to December 2017:

-        Industrial Waste Water Treatment (IWWT): 50.8 %

These expenses are mainly related to the maintenance and control of the respective Industrial Waste Water Treatment Plants (IWWT).

 

-        Solid Industrial Residues (SIR): 36.4 %

These expenses are related to the handling and disposal of Solid Industrial Residues (SIR), including hazardous Waste (ResPel) and valorisation of recyclable residues.

 

-        Gas Emission Expenses: 0 .7 %

These expenses are related to the calibration and verification of monitoring and operational instrumentation of stationary sources (mainly industrial boilers and electric generators) and their respective emissions, in order to provide compliance to rules and central and local government regulations.

 

-        Other Environmental Expenses: 12.1 %

These expenses are related to the verification and compliance of Food Safety, Environmental Management and Operational Health & Safety Management Standards (ISO 22000, ISO 14001 and ISO 18001 OHSAS respectively) in CCU´s industrial sites and distribution centers, which are in different stages of implementation and certification. The implementation and certification of those three standards is a corporate goal of CCU.

 

F-123


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The main expenses of each year, detailed by project, are the following:

 

Company that made the disbursement

Project

Expenses

For the years ended as of December 31,

2017

2016

2015

ThCh$

ThCh$

ThCh$

Cervecera CCU Chile Ltda.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

1,388,954

1,319,489

1,160,516

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

641,683

666,781

607,091

 

Gases

Management of atmospheric emissions.

16,687

21,655

26,031

 

Others

Management of internal and external regulatory compliance.

236,910

233,364

173,115

CCU Argentina S.A.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

930,683

820,999

1,089,788

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

527,248

560,710

602,247

 

Gases

Management of atmospheric emissions.

8,925

21,847

2,857

 

Others

Management of internal and external regulatory compliance.

201,726

141,379

167,668

Cervecería Kunstmann S.A.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

98,614

86,515

87,069

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

36,292

40,150

10,633

 

Others

Management of internal and external regulatory compliance.

37,623

45,876

45,781

Compañía Pisquera de Chile S.A.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

207,922

237,994

224,045

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

55,341

43,059

78,746

 

Others

Management of internal and external regulatory compliance.

14,280

12,582

15,628

Transportes CCU Ltda.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

-

9,792

18,687

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

388,198

288,856

196,114

 

Gases

Management of atmospheric emissions.

7,544

13,356

17,297

 

Others

Management of internal and external regulatory compliance.

155,951

141,138

130,044

VSPT S.A.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

417,134

454,828

381,893

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

202,204

165,697

172,089

 

Others

Management of internal and external regulatory compliance.

21,916

10,916

5,227

Embotelladora s Chilenas Unidas S.A.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

653,910

593,414

665,990

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

623,732

421,771

53,539

 

Gases

Management of atmospheric emissions

16,400

14,305

10,233

 

Others

Management of internal and external regulatory compliance.

119,226

156,295

96,019

Aguas CCU-Nestlé Chile S.A.

IWWT

Maintenance and control of the Industrial Waste Water Treatment Plants (IWWT).

19,453

35,550

29,057

 

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

10,818

3,910

3,661

 

Gases

Management of atmospheric emissions

400

-

-

 

Others

Management of internal and external regulatory compliance.

67,023

69,330

50,904

Fàbrica de Envases Plàsticos S.A.

SIR

Solid waste (SIR) and hazardous waste (ResPel) management.

175,805

129,487

137,359

 

Others

Management of internal and external regulatory compliance.

21,973

21,410

19,326

 

 

 

 

 

 

 

 

F-124


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

The main disbursements (investment) of each year, detailed by project, are the following:

 

As of December 31, 2017

Company that made the disbursement

Project

Concept

Status [Finished, In process]

Disbursements made

Amount committed future periods

Estimated Completion Date Disbursements

 

ThCh$

ThCh$

Cervecera CCU Chile Ltda.

IWWT

Temuco: replacement cells anaerobic reactor, extension of IWWT.

Finished

71,334

-

Finished

 

SIR

Containers for glass and solid waste.

Finished

12,173

-

Finished

 

Gases

Santiago: thermal plant improvements, videoconferencing rooms, steam and biogas meters; Temuco: fuel change from FO6 to LNG, boiler economizer 1 and 2 and improvements in steam consumption.

Finished

384,720

-

Finished

 

Others

Santiago: DS 10 and DS 78 compliance, sanitary permits; Temuco: SEC certification of BG plant, fire sensors.

Finished

637,229

-

Finished

CCU Argentina S.A.

IWWT

IWWT stage 2 and 3, Salta.

In progress

509,641

109,047

Dec-18

 

Others

Commitments ISO 22 K / 14K / 18 OSH.

Finished

16,518

-

Finished

Cervecería Kunstmann S.A.

Others

Plant insurance standardization.

Finished

197,979

-

Finished

Compañía Pisquera de Chile S.A.

IWWT

Process water meters.

Finished

4,918

-

Finished

 

SIR

Containers for glass.

Finished

3,390

-

Finished

 

Gases

4-ton/hr boiler.

Finished

185,663

-

Finished

 

Others

PE: Casino Normalization.

Finished

421,118

-

Finished

Transportes CCU Ltda.

Gases

Electric forklift.

Finished

3,838,140

-

Finished

VSPT S.A.

IWWT

EE Generator for IWWT, water flowmeter plant and HC separator chamber.

Finished

21,694

-

Finished

 

SIR

Hand dryers.

Finished

6,660

-

Finished

 

Gases

Electrical meters, cold Insulation in G2 and cube, video system conference.

Finished

33,927

-

Finished

 

Others

Extension of hazardous waste warehouse, VESDA fire detection in Isla de Maipo and Molina, DS 10 compliance, sulfur warehouse container, 900-liter diesel pond.

Finished

26,841

-

Finished

Embotelladora s Chilenas

IWWT

Santiago: COD measurement.

Finished

23,849

-

Finished

Unidas S.A.

Gases

Santiago: NOX NP Renca compensation and Condensate Recovery.

Finished

100,518

-

Finished

 

Others

Santiago: DS 10 compliance, upgrade ammonia system, SEC electrical standardization and new hazardous waste warehouse. Antofagasta: chemicals warehouse, implementation of emergency brigade teams.

Finished

309,900

-

Finished

Aguas CCU-Nestlé

IWWT

IWWT Coinco.

Finished

1,133,835

-

Finished

Chile S.A.

Others

Decanter pond, steam pipes, soda pond, emergency brigade.

Finished

33,180

-

Finished

Fábrica de Envases Plásticos S.A.

Others

DS 43 and PREXOR compliance.

Finished

40,250

-

Finished

 

 

 

 

 

 

 

 

 

F-125


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

As of December 31, 2016

Company that made the disbursement

Project

Concept

Status [Finished, In process]

Disbursements made

Amount committed future periods

Estimated Completion Date Disbursements

 

ThCh$

ThCh$

Cervecera CCU Chile Ltda.

IWWT

IWWT Temuco Stage II; IWWT expansion (Screw) Temuco.

In progress

2,854,428

156,383

Dec - 17

 

SIR

Changing and increasing containers for glass and rubbish.

Finished

37,602

-

Finished

 

Gases

Change fuel from FO6 to GNL Temuco, upgrade odor control, Quilicura thermal plant improvements, videoconferencing rooms.

In progress

265,248

103,093

Dec - 17

 

Others

DS 10 and RE 43 compliance; Emergency brigade and fire protection system.

In progress

108,188

352,424

Dec - 17

CCU Argentina S.A.

IWWT

IWWT Stage 2 and 3, Salta.

In progress

217,401

134,386

Dec - 17

 

Gases

Boiler 1 Economizer, Luján.

Finished

227,079

29,780

Finished

 

Others

Fire Network in Distribution Center SV; Compromises ISO 22 K/14K/18 K OSHAS Luján.

In progress

32,360

25,076

Dec - 17

Cervecería Kunstmann S.A.

IWWT

New IWWT PTR – IC Technology.

In progress

2,050,705

548,710

Dec - 17

 

Others

DIA; Increase installed power; Equipment protection structures.

In progress

33,835

278,000

Dec - 17

Compañía Pisquera de Chile S.A.

IWWT

IWWT, Change of hydro-ejectors, water plant and dam, IWWT improvement in Salamanca and Sotaquí, new sewage plant, water process meters.

Finished

133,879

6,864

Finished

 

SIR

Improved sludge system; Containers for glass.

Finished

20,224

1,610

Finished

 

Others

Requirement for ISO standards in Salamanca, Monte Patria, Sotaquí and Pisco Elqui; DS 10 compliance in Salamanca and Montepatria.

In progress

268,003

379,547

Dec - 17

Transportes CCU Ltda.

SIR

Ceiling of waste area in Llay Llay Distribution Center.

In progress

-

57,224

Dec - 17

 

Gases

LED lighting in the Talca Distribution Center.

In progress

81,355

43,939

Dec - 17

 

Others

Access to Copiapó DC and acoustic closure at the Cervecería Santiago DC.

In progress

138,743

103,057

Dec - 17

VSPT S.A.

IWWT

Sewage plant; Degassing pond improvement.

Finished

76,285

-

Finished

 

SIR

Solid packing separator.

Finished

3,128

-

Finished

 

Gases

Electric power generator for IWWT, power meters.

Finished

19,296

-

Finished

 

Others

Fire network Molina, DS 10 compliance, standardization 5 dining rooms, autonomous breathing equipment.

Finished

220,005

-

Finished

Embotelladora s Chilenas Unidas S.A.

Gases

Condensate recovery, meters and monitoring of consumption, mantle insulation of boilers, heat recovery compressor discharge, upgrade exhaust gas analyzer, upgrade system control and installation of lighting system.

In progress

54,282

29,402

Dec- 17

 

Others

Safety acid injection; Standardizing kitchen ECCUSA; autonomous breathing equipment to Santiago and Antofagasta.

In progress

112,904

27,843

Dec - 17

Aguas CCU-Nestlé

IWWT

IWWT Coinco.

In progress

559,569

410,347

Dec - 17

Chile S.A.

Gases

Lighting lines 1, 2  and 3, steam networks, solar Lighting.

Finished

21,425

-

Finished

 

Others

Coinco flammables warehouse , RE 43 and DS 594 compliance.

In progress

28,694

222,221

Dec - 17

Fábrica de Envases Plásticos S.A.

Gases

Control of electrical variables, change of lighting.

In progress

187,373

22,404

Dec - 17

 

Others

Risk Mitigation, reduction weight of PET bottles, bathroom expansion, various SIG -OCA, ammonia sensors

In progress

158,522

47,436

Dec - 17

 

 

 

 

 

 

 

 

F-126


 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2017

 

 

Note 36 Subsequent Events

 

 

a)    The Consolidated Financial Statements of CCU S.A. have been approved by the Board of Directors on February 28, 2018.

 

b)    According to Note 1, point (6) , the term of the Offer for the remaining shares of the subsidiary Viña San Pedro Tarapacá S.A. (VSPT) expired on January 26, 2018. On January 29, 2018, the outcome notice of the tender offer was published, acquiring CCU Inversiones S.A. an additional 15.79% of said subsidiary for the amount of ThCh$ 49,222 , 782, equivalent to 6,310,613,119 shares, thus resulting in an 83.01% stake in VSPT.

 

c)    On January 12, 2018, CCU, through its subsidiary CCU Inversiones ll Limitada, paid a commited capital in Zona Franca Central Cervecera S.A.S for an amount of US$ 17,546,322, equivalent to ThCh$ 10 , 668 , 866.

 

d)    There are no others subsequent events between the closing date and the filing date of these Financial Statements (February 28, 2018) that could significantly affect their interpretation.

 

 

 

F-127


Signatures

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.

Compañía Cervecerías Unidas S.A.
(United Breweries Company, Inc.)

  /s/ Felipe Dubernet      
  Chief Financial Officer 
 

 

Date: February 28, 2018