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Equity
12 Months Ended
Dec. 31, 2020
Disclosure Of Shareholders Equity Abstract  
Equity

 

27.  EQUITY

27.1.Equity attributable to the owners of Enel Chile

27.1.1. Subscribed and paid capital and number of shares

The issued capital of Enel Chile for the years ended December 31, 2020 and 2019 is ThCh$3,882,103,470 divided into 69,166,557,220 authorized, subscribed and paid shares. All of the shares issued by the Company are subscribed and paid, and they are listed for trade on the Bolsa de Comercio de Santiago de Chile, the Bolsa Electrónica de Chile, and the New York Stock Exchange (NYSE).

27.1.2. Treasury shares

As of December 31, 2020, and 2019, there are no treasury shares in the Group's portfolio. As of December 31, 2018, the treasury shares totaled ThCh$72,388,009 and represented 967,520,597 shares, which were acquired as a result of the merger with Enel Green Power Latin América Ltda. (“EGPL”). On April 29, 2019, these shares were legally deducted from the number of shares issued, as they had not been sold within one year from the date of acquisition, in accordance with the provisions of Article 27 of the Corporations Law No. 18,046.

27.1.3. Changes in Paid-in Capital as a Result of the Corporate Reorganization

Due to the corporate reorganization process (as described in Note 5), the Company increased its share capital in the voluntary tender offer of the shares of its subsidiary Enel Generación Chile and the merger with the company EGPL, in which the renewable assets of Enel SpA were incorporated into Enel Chile. The phases of this process are described below.

 

-Tender Offer for the acquisition of the shares “OPA by its Spanish acronym” of Enel Generación Chile

 

During the tender offer period between February 16 and March 22, 2018, the Company received acceptances and sale orders for a total of 2,582,336,287 shares of Enel Generación Chile and 5,691,996 ADSs equivalent to 170,759,880 shares of Enel Generación Chile; accordingly, the Company increased its interest and acquired 2,753,096,167 shares issued by Enel Generación Chile. According to the terms and conditions established in the transaction, the shareholders of Enel Generación Chile who agreed to sell their shares, would allocate 40% of the established purchase price (Ch$590 per share) to the subscription of newly issued shares of Enel Chile, thus receiving, in exchange for that 40%,  2.87807 shares in Enel Chile for each share issued by Enel Generación Chile and sold in the tender offer. By virtue of the above, the shareholders of Enel Generación Chile received Ch$1,624,326,738,530 in cash, divided into Ch$1,523,578,409,330 for Chilean shareholders and Ch$100,748,329,200 for foreign shareholders. Likewise, these shareholders subscribed shares of Enel Chile for a total of Ch$649,730,695,412 equivalent to 7,923,600,070 shares.

-Right to the preferential subscription of shares

 

According to the provisions of the Public Corporations Law, the Company's existing shareholders have a preferential right to subscribe the shares issued in a capital increase, in proportion to their holdings in the Company. Any shareholder existing at the time of the Enel Chile capital increase, could exercise such right by paying exclusively in cash for those shares. On March 16, 2018, the preferential subscription option was exercised for 47,860,124 shares, paying a price of Ch$82.00 for each share, thus increasing Capital by  Ch$3,924,530,168.

-Merger with Enel Green Power Latin América

 

The reorganization concluded with the merger of EGPL and Enel Chile, which occurred once the tender offer was declared successful and became effective on April 2, 2018. As a result of this merger, Enel Chile’s share capital increased by Ch$1,071,727,278,668,  , equivalent to 13,069,844,862 shares, corresponding to 827,205,371 shares of EGPL owned by Enel SpA, at an exchange rate of 15.8 Enel Chile shares for each EGPL share.

Changes in the number of Enel Chile’s shares as a result of the abovementioned corporate reorganization process are detailed as follows:

 

 

 

 

 

Number of outstanding shares of Enel Chile prior to the reorganization

 

 

49,092,772,762

 

 

 

 

 

Number of shares

Ratio for exchange of shares

Number of shares

Public Tender Offer Shares of Enel Generation (1):

 

 

 

Purchased shares - national market

2,582,336,287

2.88

7,432,144,598

Purchased shares - ADS

170,759,880

2.88

491,455,472

Total Public Tender Offer for Shares

2,753,096,167

 

7,923,600,070

 

 

 

 

Enel Chile Preemtive right shares (2):

 

 

 

Shares paid for by shareholders

47,860,124

 

47,860,124

Total Preemtive Rights

47,860,124

 

47,860,124

 

 

 

 

Merger with EGPL (3):

 

 

 

Shares issued to Enel SpA

827,205,371

15.8

13,069,844,862

Total Merger with EGPL

827,205,371

 

13,069,844,862

 

 

 

 

Repurchase of shares (4):

 

 

 

Withdrawal Rights exercised by minority shareholders of Enel Chile

(967,520,598)

 

(967,520,598)

Total repurchase of shares

(967,520,598)

 

(967,520,598)

 

 

 

 

Number of issued shares in Enel Chile after merger

 

 

69,166,557,220

 

 

 

 

Total number of shares issued

 

 

70,134,077,818

Total number of treasury shares

 

 

(967,520,598)

Number of issued shares in Enel Chile after merger

 

 

69,166,557,220

(1) The total amount for the issuance of these new shares was ThCh$649,730,695.

(2) The payment made by the minority shareholders of Enel Chile was ThUS$3,924,530.

(3) The valuation of the capital increase due to the merger was ThCh$1,071,727,279.

(4) The total amount paid for the repurchase of shares was ThCh$72,388,009.

 

27.2 Dividends

 

 

 

 

 

 

 

 

Dividend No.

Type of
Dividend

Agreement
date

Payment Date

Total Amount M$

Pesos per
Share

Charged to Fiscal

4

Interim

12-20-2017

01-26-2018

37,134,944

 0.75642

2017

5

Final

04-25-2018

05-18-2018

155,025,509

 2.24134

2017

6

Interim

11-29-2018

01-25-2019

31,288,371

 0.45236

2018

7

Final

04-29-2019

05-17-2019

185,737,592

 2.68537

2018

8

Interim

11-26-2019

01-31-2020

30,933,437

 0.44723

2019

9

Final

04-29-2020

05-27-2020

146,758,726

 2.12182

2019

9

Eventual

04-29-2020

05-27-2020

114,883,119

 1.66096

(1)

 

(1)

On April 29, 2020, the distribution of the obligatory minimum dividend (final dividend No. 9) was agreed upon, with charge to the profit for 2019. Additionally, and to offset the resulting impairment of the subsidiary Enel Generación Chile in 2019 (see Note 16.c.iv, Development during 2019), the distribution of a provisional dividend (No. 9) was approved with charge to the retained earnings for previous years.

 

27.3 Foreign currency translation reserves

The detail by company of the translation differences attributable to owners of the Group, of the consolidated statement of financial position as of December 31, 2020, 2019 and 2018, is as follows:

 

 

 

 

 

 

For the years ended December 31,

 

12-31-2020

12-31-2019

12-31-2018

Reserves for Accumulated Currency Translation Differences

ThCh$

ThCh$

ThCh$

Enel Generación Chile S.A.

   (7,746,933)

 (3,292,629)

 302,222

GNL Chile S.A.

 907,869

 1,022,047

 900,483

Grupo Enel Green Power Chile

 110,921,404

 168,387,151

 100,452,131

Enel AMPCI Ebus Chile SpA

 (432,247)

 —

 —

TOTAL

 103,650,093

 166,116,569

 101,654,836

 

27.4 Restrictions on subsidiaries transferring funds to the parent

Our subsidiary Enel Generación Chile must comply with certain financial ratios or covenants, which require a minimum level of equity or contain other characteristics that restrict the transfer of assets to the Parent. As of December 31, 2020, the Company's interest in the net restricted assets of Enel Generación Chile amounts to ThCh$ 712,519,037  (ThCh$752,696,419 as of December 31, 2019).

27.5 Other reserves

Other reserves for the years ended December 31, 2020 and 2019, are as follows:

 

 

 

 

 

 

01.01.2020

2020 Changes

12-31-2020

Detail of other reserves

ThCh$

ThCh$

ThCh$

Exchange differences on translation

 166,116,569

 (62,466,476)

 103,650,093

Cash flow hedges

 (291,006,520)

 188,060,425

 (102,946,095)

Financial assets at fair value with changes in other comprehensive income

 8,384

 (6,601)

 1,783

Other miscellaneous reserves

 (2,280,627,568)

 2,296,302

 (2,278,331,266)

TOTAL

 (2,405,509,135)

 127,883,650

 (2,277,625,485)

 

 

 

 

 

01.01.2019

2019 Changes

12-31-2019

Detail of other reserves

ThCh$

ThCh$

ThCh$

Exchange differences on translation

 101,654,836

 64,461,733

 166,116,569

Cash flow hedges

 (191,870,545)

 (99,135,975)

 (291,006,520)

Financial assets at fair value with changes in other comprehensive income

 11,041

 (2,657)

 8,384

Other miscellaneous reserves

 (2,285,467,896)

 4,840,328

 (2,280,627,568)

TOTAL

 (2,375,672,564)

 (29,836,571)

 (2,405,509,135)

 

 

 

 

 

01.01.2018

2018 Changes

12-31-2018

Detail of other reserves

ThCh$

ThCh$

ThCh$

Exchange differences on translation

 6,976,383

 94,678,453

 101,654,836

Cash flow hedges

 (32,849,736)

 (159,020,809)

 (191,870,545)

Financial assets at fair value with changes in other comprehensive income

 11,284

 (243)

 11,041

Other miscellaneous reserves

 (971,468,479)

 (1,313,999,417)

 (2,285,467,896)

TOTAL

 (997,330,548)

 (1,378,342,016)

 (2,375,672,564)

 

 

 

 


 

a)

Reserves for exchange differences on translation: These reserves arise primarily from exchange differences relating to the translation of financial statements of the Company’s consolidated entities with functional currencies other than the Chilean peso (see Note 2.7.3).

 

b)

Cash flow hedge reserves: These reserves represent the cumulative effective portion of gains and losses on cash flow hedges (see Note 3.g.5 and 3.h).

 

c)

Other miscellaneous reserves:

 

The main items and their effects are the following:

 

 

 

 

 

 

For the years ended

 

2020

2019

2018

Other Miscellaneous Reserves

ThCh$

ThCh$

ThCh$

Company restructuring reserve ("Division") (i)

 (534,057,733)

 (534,057,733)

 (534,057,733)

Reserve for transition to IFRS (ii)

 (457,221,836)

 (457,221,836)

 (457,221,836)

Reserve for subsidiaries transactions (iii)

 12,502,494

 12,502,494

 12,502,494

Reserves for Tender Offer of Enel Generation “Reorganization of Renewable Assets”   (iv)

 (910,437,224)

 (910,437,224)

 (910,437,224)

Reserves “Reorganization of Renewable Assets” (v)

 (407,354,462)

 (407,354,462)

 (407,354,462)

Argentine hyperinflation (vi)

 11,216,652

 8,939,332

 3,508,753

Other miscellaneous reserves (vii)

 7,020,843

 7,001,861

 7,592,112

TOTAL

 (2,278,331,266)

 (2,280,627,568)

 (2,285,467,896)


 

i)

Corporate restructuring reserve (Division): This represents the effect generated by the corporate reorganization of Enersis S.A. (currently Enel Américas), concluded in 2016, by which the company divided its businesses between Chile and the rest of South America. The new company was called Enersis Chile (now Enel Chile), and was assigned the equity corresponding to the related business in Chile.

 

ii)

Reserves for transition to IFRS: In compliance with the provisions of Circular No. 456 by the Financial Market Commission, the price-level restatement of accumulated paid-in capital has been incorporated in this category from the date of the Company’s transition to IFRS, i.e., January 1, 2004, through December 1, 2008.

 

iii)

Reserves for business combinations: These represent the effect generated by the purchases of interest under common control.

 

iv)

"Reorganization of Renewable Assets” Enel Generación Chile Takeover Reserve: This represents the difference between the carrying amount of non-controlling interest acquired as part of the tender offer aimed at acquiring all shares issued by the subsidiary Enel Generación Chile (see Note 5.i).

 

v)

"Reorganization of Renewable Assets” Reserve: This corresponds to the reserve constituted by the merger between Enel Green Power Latin América and Enel Chile on April 2, 2018. It represents the recognition of the difference produced by the capital increase in Enel Chile (corresponding to the market value of interest in Enel Green Power Chile and subsidiaries) and the carrying amount of Enel Green Power Latin América's equity that was incorporated under share capital in the net equity distributable to the owners of Enel Chile, as a result of the merger.

 

vi)

Hyperinflation in Argentina: This corresponds to the calculated effect of the application of IAS 29 “Financial Reporting in Hyperinflationary Economies” on the branch held by the Enel Generación Chile Group in Argentina (see Note 2.9).

 

vii)

Other miscellaneous reserves This reserve derives from transactions performed in prior years.

 

27.6 Non-controlling Interests

The detail of non-controlling interests as of December 31, 2020, 2019 and 2018, is as follows:

 

 

 

 

 

 

 

 

 

 

Non-controlling Interests

 

 

 

Equity

Profit (Loss)

 

 

12-31-2020

12-31-2020

12-31-2019

2020

2019

2018

 

Companies

%

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

    

Enel Distribución Chile S.A.

0,91%

 8,188,827

 7,691,319

 749,261

 1,079,941

 1,112,709

 

Enel Generación Chile S.A.

6,45%

 111,567,532

 126,700,973

 (10,006,037)

 12,667,880

 42,883,953

 

Empresa Eléctrica Pehuenche S.A.

7,35%

 10,113,358

 10,079,858

 6,403,829

 6,241,062

 6,885,422

 

Sociedad AgrÍcola de Cameros Ltda.

42,50%

 2,068,169

 1,837,612

 230,557

 (504,550)

 (254,604)

 

Geotermica del Norte SA

15,41%

 55,283,359

 57,871,809

 645,440

 (264,158)

 (187,989)

 

Empresa Nacional de Geotermia SA

49,00%

 11,134

 995,614

 (515,293)

 (74,963)

 41,780

 

Parque Eolico Talinay Oriente SA

39,09%

 55,283,519

 57,586,860

 945,454

 868,127

 662,374

 

Others

 

 (157,189)

 (178,379)

 20,267

 (73,726)

 (5,825)

 

TOTAL

 

 242,358,709

 262,585,666

 (1,526,522)

 19,939,613

 51,137,820