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EQUITY
12 Months Ended
Dec. 31, 2018
Disclosure of classes of share capital [abstract]  
EQUITY

NOTE 25 - EQUITY

 

  (a) Capital

 

The Company’s objective is to maintain an appropriate level of capitalization that enables it to ensure access to the financial markets for carrying out its medium and long-term objectives, optimizing the return for its shareholders and maintaining a solid financial position.

 

The paid capital of the Company at December 31, 2018 amounts to ThUS$ 3,146,265 divided into 606,407,693 common stock of a same series (ThUS$ 3,146,265 (*) divided into 606,407,693 shares as of December 31, 2017), a single series nominative, ordinary character with no par value. There are no special series of shares and no privileges. The form of its stock certificates and their issuance, exchange, disablement, loss, replacement and other similar circumstances, as well as the transfer of the shares, is governed by the provisions of Corporations Law and its regulations.

  

(*) Includes deduction of issuance costs for ThUS $ 3,299 and adjustment for placement of 10,282 shares for ThUS $ 156, approved at the Extraordinary Shareholders Meeting of the Company on April 27, 2017.

 

  (b) Subscribed and paid shares

 

On August 18, 2016, the Company held an extraordinary shareholders' meeting at which it was approved to increase the capital by issuing 61,316,424 payment shares, all ordinary, without par value. As of December 31, 2016, 60,849,592 shares had been placed against said increase, according to the following breakdown: (a) 30,499,685 shares subscribed and paid at the end of the pre-emptive option period, which expired on December 23, 2016; December 2016, collecting the equivalent of US $ 304,996,850; and (b) 30,349,907 additional shares subscribed on December 28, 2016, collecting the equivalent of US $ 303,499,070. Due to this last described placement, as of December 31, 2018, the number of subscribed and paid shares of the Company reached 606,407,693.

  

Consequently, as of December 31, 2018, the statutory capital of the Company is represented by 606,874,525 shares, all of the same and unique series, registered, ordinary, without par value, which is divided into: (a) 606,407,693 subscribed and paid shares mentioned above; and (b) 466,832 shares pending subscription and payment, which correspond to the balance of shares pending placement of the last capital increase, described in the previous paragraph.

 

The following table shows the movement of the authorized and fully paid shares described above:

 

Movement of authorized shares

 

          Expired shares        
    Opening     intended for     Closing  
Nro. Of shares   balance     compensation plans     balance  
                   
From January 1 to December 31, 2017     608,374,525       -       608,374,525  
From January 1 to December 31, 2018     608,374,525       (1,500,000 )(*)     606,874,525  

 

(*) On June 11, 2018, the term of subscription and payment of 1,500,000 shares to create and implement compensation plans for Company employees expired.

 

Movement fully paid shares

 

          Movement              
          value     Cost of issuance        
          of shares     and placement     Paid- in  
    N° of     (1)     of shares (2)     Capital  
    shares     ThUS$     ThUS$     ThUS$  
                         
Paid shares as of January 1, 2017     606,407,693       3,160,718       (11,154 )     3,149,564  
Capital reserve     -       -       (3,299 )     (3,299 )
Paid shares as of December 31, 2017     606,407,693       3,160,718       (14,453 )     3,146,265  
Paid shares as of January 1, 2018     606,407,693       3,160,718       (14,453 )     3,146,265  
Paid shares as of December 31, 2018     606,407,693 (3)     3,160,718       (14,453 )     3,146,265  

 

(1)          Amounts reported represent only those arising from the payment of the shares subscribed.

 

(2)          Decrease of capital by capitalization of reserves for cost of issuance and placement of shares established according to Extraordinary Shareholder´s Meetings, where such decreases were authorized.

 

(3)          At December 31, 2018, the difference between authorized shares and fully paid shares are 466,832 shares, of which correspond to the shares issued and unsubscribed from the capital increase approved at the Extraordinary Shareholders Meeting held on August 18, 2016.

 

  (c) Treasury stock

 

At December 31, 2018, the Company held no treasury stock, the remaining of ThUS$ (178) corresponds to the difference between the amount paid for the shares and their book value, at the time of the full right decrease of the shares which held in its portfolio.

 

  (d) Reserve of share- based payments

 

Movement of Reserves of share- based payments:

 

          Stock                    
    Opening     option     Deferred     Net movement     Closing  
Periods   balance     plan     tax     of the period     balance  
    ThUS$     ThUS$     ThUS$     ThUS$     ThUS$  
                               
From January 1 to December 31, 2016     35,647       3,698       (807 )     2,891       38,538  
From January 1 to December 31, 2017     38,538       943       -       943       39,481  
From January 1 to December 31, 2018     39,481       (1,607 )     -       (1,607 )     37,874  

 

These reserves are related to the “Share-based payments” explained in Note 34.

  

  (e) Other sundry reserves

 

Movement of Other sundry reserves:

 

    Opening     Legal     Closing  
Periods   balance     reserves     balance  
    ThUS$     ThUS$     ThUS$  
                   
From January 1 to December 31, 2016     2,634,679       5,602       2,640,281  
From January 1 to December 31, 2017     2,640,281       (501 )     2,639,780  
From January 1 to December 31, 2018     2,639,780       (864 )     2,638,916  

 

Balance of Other sundry reserves comprises the following:

 

    As of     As of     As of  
    December 31,     December 31,     December 31,  
    2018     2017     2016  
    ThUS$     ThUS$     ThUS$  
                   
Higher value for TAM S.A. share exchange (1)     2,665,692       2,665,692       2,665,692  
Reserve for the adjustment to the value of fixed assets (2)     2,620       2,620       2,620  
Transactions with non-controlling interest (3)     (25,913 )     (25,911 )     (25,911 )
Cost of issuance and placement of shares     -       -       (9 )
Others     (3,483 )     (2,621 )     (2,111 )
Total     2,638,916       2,639,780       2,640,281  

 

  (1) Corresponds to the difference between the value of the shares of TAM S.A., acquired by Sister Holdco S.A. (under the Subscriptions) and by Holdco II S.A. (by virtue of the Exchange Offer), which is recorded in the declaration of completion of the merger by absorption, and the fair value of the shares exchanged by LATAM Airlines Group S.A. as of June 22, 2012.

  

  (2) Corresponds to the technical revaluation of the fixed assets authorized by the Commission for the Financial Market in the year 1979, in Circular No. 1529. The revaluation was optional and could be made only once; the originated reserve is not distributable and can only be capitalized.

  

  (3) The balance as of December 31, 2018 corresponds to the loss generated by: Lan Pax Group S.A. e Inversiones Lan S.A. in the acquisition of shares of Aerovías de Integración Regional Aires S.A. for ThUS $ (3,480) and ThUS $ (20), respectively; the acquisition of TAM S.A. of the minority interest in Aerolinhas Brasileiras S.A. for ThUS $ (885), the acquisition of Inversiones Lan S.A. of the minority participation in Aires Integra Regional Airlines S.A. for an amount of ThUS $ (2) and the acquisition of a minority stake in Aerolane S.A. by Lan Pax Group S.A. for an amount of ThUS $ (21,526) through Holdco Ecuador S.A.

 

  (f) Reserves with effect in other comprehensive income.

 

Movement of Reserves with effect in other comprehensive income:

 

    Currency     Cash flow     Actuarial gain
or loss on defined
       
    translation     hedging     benefit plans        
    reserve     reserve     reserve     Total  
    ThUS$     ThUS$     ThUS$     ThUS$  
                         
Opening balance as of January 1, 2016     (2,576,041 )     (90,510 )     (10,717 )     (2,677,268 )
Derivatives valuation gains (losses)     -       126,360       -       126,360  
Deferred tax     -       (34,344 )     -       (34,344 )
Actuarial reserves by employee benefit plans     -       -       (3,104 )     (3,104 )
Deferred tax actuarial IAS by employee benefit plans     -       -       921       921  
Difference by subsidiaries conversion     489,486       -       -       489,486  
Closing balance as of December 31, 2016     (2,086,555 )     1,506       (12,900 )     (2,097,949 )
                                 
Opening balance as of January 1, 2017     (2,086,555 )     1,506       (12,900 )     (2,097,949 )
Derivatives valuation gains (losses)     -       18,436       -       18,436  
Deferred tax     -       (1,802 )     -       (1,802 )
Actuarial reserves by employee benefit plans     -       -       2,758       2,758  
Deferred tax actuarial IAS by employee benefit plans     -       -       (784 )     (784 )
Difference by subsidiaries conversion     (45,035 )     -       -       (45,035 )
Closing balance as of December 31, 2017     (2,131,590 )     18,140       (10,926 )     (2,124,376 )
                                 
Opening balance as of January 1, 2018     (2,131,590 )     18,140       (10,926 )     (2,124,376 )
Derivatives valuation gains (losses)     -       (26,899 )     -       (26,899 )
Deferred tax     -       (574 )     -       (574 )
Actuarial reserves by employee benefit plans     -       -       (5,819 )     (5,819 )
Deferred tax actuarial IAS by employee benefit plans     -       -       1,567       1,567  
Difference by subsidiaries conversion     (597,615 )     -       -       (597,615 )
Closing balance as of December 31, 2018     (2,729,205 )     (9,333 )     (15,178 )     (2,753,716 )

 

  (f.1) Currency translation reserve

 

These originate from exchange differences arising from the translation of any investment in foreign entities (or Chilean investment with a functional currency different to that of the parent), and from loans and other instruments in foreign currency designated as hedges for such investments. When the investment (all or part) is sold or disposed and loss of control occurs, these reserves are shown in the consolidated statement of income as part of the loss or gain on the sale or disposal. If the sale does not involve loss of control, these reserves are transferred to non-controlling interests.

 

  (f.2) Cash flow hedging reserve

 

These originate from the fair value valuation at the end of each period of the outstanding derivative contracts that have been defined as cash flow hedges. When these contracts expire, these reserves should be adjusted and the corresponding results recognized.

  

  (f.3) Reserves of actuarial gains or losses on defined benefit plans

 

Correspond to the increase or decrease in the obligation present value for defined benefit plan due to changes in actuarial assumptions, and experience adjustments, which is the effects of differences between the previous actuarial assumptions and what has actually occurred.

 

  (g) Retained earnings

 

Movement of Retained earnings:

 

                      Other        
          Result           increase        
    Opening     for the           (decreases)     Closing  
Periods   balance     period     Dividends     (1) (2)     balance  
    ThUS$     ThUS$     ThUS$     ThUS$     ThUS$  
                               
From January 1 to December 31, 2016     317,950       69,220       (20,766 )     -       366,404  
From January 1 to December 31, 2017     366,404       155,304       (46,591 )     -       475,117  
From January 1 to December 31, 2018     475,117       181,935       (54,580 )     (4,797 )     597,675  

 

  (1) Adjustments adoption IFRS 9 and IFRS 15 ThUS (9,549) (See Note 2)
  (2) Variation effect in Accumulated results, by application IAS 29, Argentina hyperinflation:

 

Items   ThUS$  
       
Property, plant and equipment     4,573  
Intangible assets other than goodwill     69  
Goodwill     335  
Deferred incomes     (377 )
Other non-financial assets     152  
Total Adjust accumulated results     4,752  

 

  (h) Dividends per share

 

    Minimum mandatory     Final dividend  
    dividend     dividend  
Description of dividend   2018     2017  
             
Date of dividend     12/31/2018       12/31/2017  
Amount of the dividend (ThUS$)     54,580       46,591 (*)
Number of shares among which the dividend is distributed     606,407,693       606,407,693  
Dividend per share (US$)     0.0900       0.0768  

 

(*) By virtue of the Essential Fact issued on April 26, 2018, the shareholders of LATAM approved the distribution of the final dividend proposed by the Board of Directors in Ordinary Session of April 26, 2018, which amounts to ThUS $ 46,591, which corresponds to 30% of the profits for the year corresponding to 2017.

 


The payment was made on May 17, 2018.