6-K 1 ccufs2018_6k.htm CCUFS2018_6K ccufs2018_6k.htm - Generated by SEC Publisher for SEC Filing


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, 23rd 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


 

 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and shareholders of Compañía Cervecerías Unidas S.A.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated statements of financial position of Compañía Cervecerías Unidas S.A. and its subsidiaries (the “Company”) as of December 31, 2018 and 2017, and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2018, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, and the results of its operations and its cash flows for each of the three years in the period ended December, 31, 2018 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018, based on criteria established in

Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Controls over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Pwc Chile, Av. Andrés Bello 2711 - piso 5, Las Condes - Santiago, Chile
RUT: 81513-400-1 / Telêfono: (562) 2940 0000 / www.pwc.el


 

 

Compañía Cervecerías Unidas S.A.
2

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

 

Santiago – Chile
February 27, 2019

 

We have served as the Company’s auditor since at least 1992, which is when the Company became subject to SEC reporting requirements. We have not been able to determine the specific year we began serving as auditor of the Company.


 
 
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

23
2.1 Basis of preparation 23
2.2 Basis of consolidation 24
2.3 Financial information as per operating segments 25
2.4 Foreign currency and sdjustment units 26
2.5 Cash and cash equivalents 27
2.6 Other financial assets 27
2.7 Financial instruments 27
2.8 Financial asset impairment 30
2.9 Inventories 30
2.10 Current biological assets 30
2.11 Other non-financial assets 30
2.12 Property, plant and equipment 31
2.13  Leases 31
2.14 Investment property 32
2.15 Intangible assets other than goodwill 32
2.16 Goodwill 32
2.17 Impairment of non-financial assets other than goodwill 33
2 .18 Non-current assets of disposal groups classified as held for sale

33

2.19 Income taxes 33
2.20 Employees benefits 34
2.21 Provisions 34
2.22 Revenue recognition 34
2.23 Commercial agreements with distributors and supermarket chains 35
2.24 Cost of sales of products 35
2.25 Other incomes by function 36
2.26 Other expenses by function 36
2.27 Distribution expenses 36
2.28 Administrative expenses

36

2.29

Environment liabilities

36

Note 3 Estimates and application of professional judgment

36

Note 4 Accounting changes

37

Note 5 Risk Administration

39

Note 6 Financial Information as per operating segments

46

Note 7 Financial Instruments

54

Note 8 Cash and cash equivalents

60

Note 9 Other non-financial assets

67

Note 10 Trade and other receivables

68
Note 11 Accounts and transactions with related parties

71

 

 


 
 

Note 12 Inventories

77

Note 13 Biological assets

78

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

79

Note 15 Business Combinations

80

Note 16 Investments accounted for using equity method

81

Note 17 Intangible assets other than goodwill

84

Note 18 Goodwill

86

Note 19 Property, plant and equipment

88

Note 20 Investment Property

90

Note 21 Other financial liabilities

91

Note 22 Trade and other current payables

110

Note 23 Other provisions

110

Note 24 Income taxes

111

Note 25 Employee Benefits

115

Note 26 Other non-financial liabilities

118

Note 27 Common Shareholders’ Equity

118

Note 28 Non-controlling Interests

122

Note 29 Nature of cost and expense

124

Note 30 Other incomes by function

124

Note 31 Other Gains (Losses)

125

Note 32 Financial results

125

Note 33 Effects of changes in currency exchange rate

126

Note 34 Contingencies and Commitments

130

Note 35 Environment

133
Note 36 Subsequent Events 137

 


 
 

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, 2018

As of December 31, 2017

ThCh$

ThCh$

Current assets

 

 

 

Cash and cash equivalents

8

319,014,050

170,044,602

Other financial assets

7

22,745,469

10,724,196

Other non-financial assets

9

18,861,414

15,834,225

Trade and other current receivables

10

320,702,339

286,213,598

Accounts receivable from related parties

11

3,048,841

5,810,764

Inventories

12

228,062,237

201,987,891

Biological assets

13

8,489,873

8,157,688

Current tax assets

24

17,302,429

28,027,878

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

 

938,226,652

726,800,842

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

14

2,780,607

2,305,711

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

 

2,780,607

2,305,711

Total current assets

 

941,007,259

729,106,553

 

   

 

Non-current assets

 

 

 

Other financial assets

7

3,325,079

1,918,191

Other non-financial assets

9

5,007,150

4,644,827

Trade and other non-current receivables

10

3,363,123

3,974,395

Accounts receivable from related parties

11

190,865

258,471

Investments accounted for using equity method

16

142,017,781

99,270,280

Intangible assets other than goodwill

17

118,964,142

77,032,480

Goodwill

18

123,044,901

94,617,474

Property, plant and equipment (net)

19

1,021,266,631

917,913,428

Investment property

20

8,715,956

5,825,359

Deferred tax assets

24

37,691,088

40,351,329

Current tax assets non current

24

1,270,941

1,316,300

Total non-current assets

 

1,464,857,657

1,247,122,534

Total Assets

2,405,864,916

1,976,229,087

 
 

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, 2018

As of December 31, 2017

LIABILITIES 

ThCh$

ThCh$

Current liabilities

 

 

 

Other financial liabilities

21

62,766,946

53,591,658

Trade and other current payables

22

303,380,168

281,681,553

Accounts payable to related parties

11

6,936,910

10,069,043

Other current provisions

23

405,069

349,775

Current tax liabilities

24

75,885,449

22,526,634

Provisions for employee benefits

25

31,794,163

26,232,493

Other non-financial liabilities

26

164,555,540

74,298,299

Total current liabilities

 

645,724,245

468,749,455

Non-current liabilities

 

 

 

Other financial liabilities

21

228,185,297

161,001,732

Trade and other non-current payables

22

12,413

541,783

Other non-current provisions

23

7,425,759

1,240,389

Deferred tax liabilities

24

108,500,171

94,350,111

Provisions for employee benefits

25

26,901,088

23,517,009

Total non-current liabilities

 

371,024,728

280,651,024

Total liabilities

 

1,016,748,973

749,400,479

 

   

 

EQUITY

Equity attributable to equity holders of the parent

27

 

 

Paid-in capital

 

562,693,346

562,693,346

Other reserves

 

(151,048,226)

(178,075,279)

Retained earnings

 

868,481,588

716,458,990

Total equity attributable to equity holders of the parent

 

1,280,126,708

1,101,077,057

Non-controlling interests

28

108,989,235

125,751,551

Total Shareholders' Equity

1,389,115,943

1,226,828,608

Total Liabilities and Shareholders' Equity

2,405,864,916

1,976,229,087

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Net sales

6

1,783,282,337

1,698,360,794

1,558,897,708

Cost of sales

29

(860,011,392)

(798,738,655)

(741,819,916)

Gross margin

 

923,270,945

899,622,139

817,077,792

Other income by function

30

228,455,054

6,717,902

5,144,154

Distribution costs

29

(314,391,183)

(290,227,129)

(270,835,822)

Administrative expenses

29

(152,376,458)

(142,514,649)

(155,322,295)

Other expenses by function

29

(216,236,609)

(238,704,061)

(195,412,109)

Other gains (losses)

31

4,029,627

(7,716,791)

(8,345,907)

Income from operational activities

 

472,751,376

227,177,411

192,305,813

Finance income

32

15,794,456

5,050,952

5,680,068

Finance costs

32

(23,560,662)

(24,166,313)

(20,307,238)

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

16

(10,815,520)

(8,914,097)

(5,560,522)

Foreign currency exchange differences

32

3,299,657

(2,563,019)

456,995

Result as per adjustment units

32

742,041

(110,539)

(2,246,846)

Income before taxes

 

458,211,348

196,474,395

170,328,270

Tax income (expense)

24

(136,126,817)

(48,365,976)

(30,246,383)

Net income of year

 

322,084,531

148,108,419

140,081,887

 

 

 

 

 

Net income attibutable to:

 

 

 

 

Equity holders of the parent

 

306,890,792

129,607,353

118,457,488

Non-controlling interests

28

15,193,739

18,501,066

21,624,399

Net income of year

 

322,084,531

148,108,419

140,081,887

Net income per share (Chilean pesos) from:

 

 

 

 

Continuing operations

 

830.55

350.76

320.59

Diluted earnings per share (Chilean pesos) from:

 

 

 

 

Continuing operations

 

830.55

350.76

320.59

 

 

 

 

 

 

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Net income of year

 

322,084,531

148,108,419

140,081,887

Other comprehensive income

 

 

 

 

Components of other comprehensive income that will not be reclassified to income for the year, before taxes

 

 

 

 

Gains (losses) from defined benefit plans

27

(1,263,781)

19,669

(2,355,384)

Other comprehensive income that will not be reclassified to incom for the year, before taxes

 

(1,263,781)

19,669

(2,355,384)

Components of other comprehensive income that will be reclassified to income for the year, before taxes

 

 

 

 

Gains (losses) on exchange differences  on translation

27

37,990,079

(34,786,480)

(27,280,176)

Gains (losses) on cash flow hedges

27

63,008

(5,661)

84,962

Other comprehensive income that will be reclassified to income for the year, before taxes

 

38,053,087

(34,792,141)

(27,195,214)

Other comprehensive income, before tax

 

36,789,306

(34,772,472)

(29,550,598)

Income taxes related to components of other comprehensive income that will not be reclassified to income for the year

 

 

 

 

Income tax relating to defined benefit plans

27

339,533

(47,228)

659,198

Income taxes related to components of other comprehensive income that will not be reclassified to income for the year

 

339,533

(47,228)

659,198

Income taxes related to components of other comprehensive income that will be reclassified to income for the year

 

 

 

 

Income tax relating to cash flow hedges

27

(16,196)

728

(20,648)

Income taxes related to components of other comprehensive income that will be reclassified to income for the year

 

(16,196)

728

(20,648)

Total other comprehensive income and expense

 

37,112,643

(34,818,972)

(28,912,048)

Comprehensive income (expense)

 

       359,197,174

       113,289,447

       111,169,839

Comprehensive income (expense) attributable to:

 

 

 

 

Equity holders of the parent

 

       341,548,106

         96,580,893

         91,752,250

Non-controlling interests

 

17,649,068

16,708,554

19,417,589

Total Comprehensive income (expense)

 

       359,197,174

       113,289,447

       111,169,839

 

 

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

Total other reservations

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$

ThCh$

Balanced as of January 1, 2016

562,693,346

(95,435,386)

(2,526)

(2,302,418)

(5,486,086)

(103,226,416)

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 (4)

-

-

-

-

-

-

-

-

363,139

363,139

Total comprehensive income (expense)

-

(25,123,546)

41,607

(1,623,299)

-

(26,705,238)

118,457,488

91,752,250

19,417,589

111,169,839

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

-

-

-

-

(13,041,724)

(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)

(39,746,962)

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)

(142,973,378)

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)

(142,973,378)

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)

-

(33,026,460)

129,607,353

96,580,893

16,708,554

113,289,447

Increase (decrease) through changes in ownership interests in subsidaries  (7)

-

-

-

-

(2,075,441)

(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)

(35,101,901)

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)

(178,075,279)

716,458,990

1,101,077,057

125,751,551

1,226,828,608

Balanced as of January 1, 2018

562,693,346

(153,541,761)

28,244

(3,958,511)

(20,603,251)

(178,075,279)

716,458,990

1,101,077,057

125,751,551

1,226,828,608

Increase (decrease) due to changes in accounting policies (8)

-

-

-

-

-

-

(126,722)

(126,722)

(9,054)

(135,776)

Initial balance restated

562,693,346

(153,541,761)

28,244

(3,958,511)

(20,603,251)

(178,075,279)

716,332,268

1,100,950,335

125,742,497

1,226,692,832

Changes

 

 

 

 

 

 

 

 

 

 

Final dividends  (6)

-

-

-

-

-

-

(1,296,076)

(1,296,076)

-

(1,296,076)

Interim dividends (1)

-

-

-

-

-

-

(51,730,402)

(51,730,402)

-

(51,730,402)

Interim dividends according to policy (2)

-

-

-

-

-

-

(101,714,994)

(101,714,994)

-

(101,714,994)

Other increase (decrease) in Equity (3)

-

-

-

-

-

-

-

-

(7,374,653)

(7,374,653)

Effects business combination (10)

-

-

-

-

-

-

-

-

6,755,102

6,755,102

Total comprehensive income (expense) (9)

-

35,487,433

51,944

(882,063)

-

34,657,314

306,890,792

341,548,106

17,649,068

359,197,174

Increase (decrease) through changes in ownership interests in subsidaries  (11)

-

-

-

-

(7,630,261)

(7,630,261)

-

(7,630,261)

(33,782,779)

(41,413,040)

Total changes in equity

-

35,487,433

51,944

(882,063)

(7,630,261)

27,027,053

152,149,320

179,176,373

(16,753,262)

162,423,111

AS OF DECEMBER 31, 2018

562,693,346

(118,054,328)

80,188

(4,840,574)

(28,233,512)

(151,048,226)

868,481,588

1,280,126,708

108,989,235

1,389,115,943

 

(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- Common Shareholders’ Equity) and the interim dividends declared as of December 31 of each year.
(3) Mainly related to dividends to Non-controlling interest.
(4)  Corresponds to the non-controlling interest from the business combinations of paraguayan company Sajonia Brewing Company S.R.L. (Note 1 - General Information, letter D)).
(5)  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 of ThCh$ 3,816,220, gererating in a decrease in Other reserves of ThCh$ 7,801,153 (see Note 1 -  General Information (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  -  General Information (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.
(6) Corresponds to the differences between the final dividend and CCU’s policy of distributing a minimum dividend of at least 50% of income (Note 27 - Common Shareholders’ Equity).
(7) 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.
(8)  See Note 4 - Accounting changes.
(9) See Note 27 - Common Shareholders’ Equity
(10) See Note 15 – Business combinations.
(11) During 2018, the Company through its subsidiary CCU Inversiones S.A., acquired an additional interest of VSPT for an amount of ThCh$ 49,222,781 with a carrying amount of ThCh$ 36,165,735, generated, at CCU's consolidated level, a decrease in Other reserves of ThCh$ 13,054,114 and on December 17, 2018 the joint venture Foods Compañía de Alimentos CCU S.A. (“Foods”) and subsidiary CCU Inversiones S.A. sold  the  property over Alimentos Nutrabien S.A.generating an effect in Other reserves of ThCh $ 5,426,209 (Note 27 - Common Shareholders’ Equity).

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Cash flows from (used in) operating activities

 

 

 

 

Classes of cash receipts from operating activities:

       

Proceeds from goods sold and services rendered

 

2,063,846,199

2,027,615,713

1,862,763,071

Other proceeds from operating activities

30

211,980,184

27,287,853

23,086,788

Classes of cash payments from operating activities:

       

Payments of operating activities

 

(1,308,662,407)

(1,263,418,419)

(1,216,451,995)

Payments of salaries

 

(202,182,968)

(202,321,289)

(201,389,122)

Other payments for operating activities

 

(282,794,912)

(262,820,379)

(228,011,323)

Cash flow from (used in) operations

 

482,186,096

326,343,479

239,997,419

Dividends received

 

374,208

264,079

34,380

Interest paid

 

(17,691,156)

(18,564,514)

(16,958,068)

Interest received

 

13,627,809

4,870,651

5,635,697

Income tax reimbursed (paid)

 

(35,068,401)

(40,656,061)

(47,055,951)

Other cash movements

31

(14,115,425)

(10,096,203)

8,360,871

Net cash flows from operating activities

 

429,313,131

262,161,431

190,014,348

         

Cash flows from (used in) investing activities

 

 

 

 

Cash flows used to obtain control of subsidaries or other businesses

8

(5,819,495)

-

(641,489)

Cash flows used to purchase non-controlling interests

8

-

(1,149,689)

(2,174,370)

Other charges on the sale of interests in joint ventures

 

-

1,058,984

512,596

Other payments to acquire interests in joint ventures

8

(59,505,559)

(49,312,890)

(27,043,481)

Proceeds from sales of property, plan and equipment

 

1,064,516

1,554,696

2,753,539

Purchase of property, plant and equipment

 

(128,366,525)

(123,526,778)

(125,691,740)

Purchases of intangibles assets

 

(3,073,897)

(2,238,702)

(3,191,685)

Other cash movements

 

(3,301,141)

-

469,240

Net cash flows used in investing activities

 

(199,002,101)

(173,614,379)

(155,007,390)

         

Cash flows from (used in) financing activities

 

 

 

 

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

8

(49,222,782)

(7,800,000)

(19,111,686)

Proceeds from long-term loans and bonds

 

91,201,377

40,850,000

3,804,384

Porceeds from short-term loans and bonds

 

92,806,210

16,927,169

19,345,325

Total proceeds from loans

 

184,007,587

57,777,169

23,149,709

Loan and bonds payments

 

(112,665,293)

(25,754,218)

(27,910,666)

Payments of finance lease liabilities

 

(1,077,462)

(1,414,228)

(1,530,851)

Payments of loan from related parties

 

-

(717,900)

(750,000)

Dividends paid

 

(74,825,181)

(75,128,211)

(69,819,729)

Other cash movements

 

819,269

36,190

913,318

Net cash flows used in financing activities

 

(52,963,862)

(53,001,198)

(95,059,905)

         

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

177,347,168

35,545,854

(60,052,947)

Effects of changes in exchange rates on Cash and cash equivalents

 

(28,377,720)

465,565

1,531,891

Increase (decrease) in cash an cash equivalents

 

148,969,448

36,011,419

(58,521,056)

         

Cash and cash equivalents, beginning of the year

 

170,044,602

134,033,183

192,554,239

Cash and cash equivalents, final of the year

8

319,014,050

170,044,602

134,033,183

 

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, 2018

 

Note 1 General Information

 

A)  Company 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 and Electronic 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 amendment 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, nectar and sport drinks 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.

 

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.

 

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.

 

As of December 31, 2018 the Company had a total  8,797  employees detailed as follows:

 

 

Number of employes

 

Parent company

Consolidated

Senior Executives

10

14

Managers and Deputy Managers

79

420

Other workers

283

8,363

Total

372

8,797

 

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.

 

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 (2017) 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 2017 and 2016.

 

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.

 

 

F-10


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The Company’s functional currency and presentation currency is the Chilean peso, except for some subsidiaries in Chile, Argentine, Uruguay, Paraguay and Bolivia that use the US Dollar, Argentine peso, Uruguayan Peso, Paraguayan guaraní and Bolivian, respectively. The functional currency of joint operations in Colombia and associates in Perú, are the Colombian peso and the Sol, 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, with the exception of subsidiaries that operate in hyperinflationary economies (See Note 4 – Accounting changes).

 

B)  Brands and licensing

 

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, Bavaria 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 the Chile operating segment, in the non-alcoholic beverages category, CCU has the Bilz, Pap, Pop Candy, Kem, Kem Xtreme, Nobis, Cachantun, Mas, 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, Sobe 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, Watt´s Selección 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 and cocktails categories, CCU owns the Mistral, Campanario, Horcón Quemado, Control C, Tres Erres, Espíritu de los Andes, La Serena, Iceberg, Ruta Cocktail, Cusqueño Sour, Sol de Cuba, 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 and Barsol (quebranta grapes distillate) brands and is the exclusive distributor in Chile of Pernod Ricard whisky, vodka and others liquors in the traditional channel. Finally, in the cider category, the Company owns the Cygan brand.

 

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 Miller, Heineken, Amstel and Sol. CCU also imports Kunstmann and Blue Moon brands, and exports beer to different countries, mainly under the Schneider, Heineken and Imperial brands. Until April, 2018 in Argentina, CCU was the exclusive license for the production and marketing of Budweiser beer (see letter C), under this Note) and from this date CCU owns the Isenbeck, Diosa, Iguana and Báltica brands and also incorporated, in the form of exclusive licensing agreements, in its portfolio Warsteiner and Grolsch brands. Aditionally, 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, as well as also sells and distributes of Eugenio Bustos and La Celia wines belonging to the bodega Finca La Celia (subsidiary in Argentina of the Chilean subsidiary Viña San Pedro de Tarapacá S.A. (VSPT)).

 

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 isotonic drink with the FullSport brand and energy drink with the Thor brand. In addition, it sells imported beer under the Heineken, Schneider, Imperial 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, Schneider, Paulaner, Sol and Kunstmann, brands.

 

 

F-11


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

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, Tarapacá Reserva, 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.

 

In December 2018, Viña San Pedro de Tarapacá S.A. signed an agreement to acquire a part of the Pernod Ricard wine business in Argentina. The purchase agreement, which is subject to local regulatory approval, includes the brands of Argentine wines Graffigna, Colón and Santa Silvia, which represent approximately 1.5 million cases of 9-liter wine bottles per year. Bodegas Graffigna has a winery in the province of San Juan, two fields in the same province, and a field in Mendoza.

 

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 brand. 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 subsidiary 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-12


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The described licenses are detailed as follows:

 

Main brands under license

Licenses

Validity Date

Aberlour, Absolut, Ballantine's, Beefeater, Blender´s Pride, Borzoi, Chivas Reagal, Cuvee MUMM, Dubonnet, Elyx, G.H. MUMM, Havana Club, Jameson, Kahlúa, Level, Long John, Longmorn, Malibu, Martell, Olmeca, Orloff, Passport, Pernod, Perrier Jouet, Ricard, Royale Salute, Sandeman, Scapa, Strathisla, The Glenlivet, Wyborowa, 100 Pipers, in Chile (1)

June 2019

Adrenaline, Adrenaline Rush (9)

February 2028

Amstel in Argentina (2)

July 2022

Austral in Chile (4)

July 2020

Blue Moon in Chile (5)

December 2021

Coors in Chile (6)

December 2025

Coors in Colombia (7)

December 2020

Crush, Canada Dry (Ginger Ale, Agua Tónica and Limón Soda) in Chile (8)

December 2023

Frugo in Chile

Indefinitely

Gatorade in Chile (9)

December 2043

Grolsch in Argentina (16)

May 2028

Heineken in Bolivia (10)

December 2024

Heineken in Chile, Argentina and Uruguay (11)

10 years renewables

Heineken in Colombia (12)

March 2028

Heineken in Paraguay

May 2023

Miller and Miller Genuine Draft in Colombia (15)

December 2026

Miller in Argentina (12)

December 2026

Nestlé Pure Life in Chile (8)

December 2022

Paulaner in Paraguay

April 2019

Pepsi, Seven Up and Mirinda in Chile

December 2043

Red Bull in Chile (13)

Indefinitely

Schneider in Paraguay

May 2023

Sol in Chile and Argentina (11)

10 years renewables

Sol in Colombia (3)

March 2028

Sol in Paraguay

January 2023

Té Lipton in Chile

March 2020

Tecate in Colombia (3)

March 2028

Warsteiner para Argentina (17)

May 2028

Watt´s in Uruguay

99 years

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

Indefinitely

Watt's in Paraguay (14)

July 2026

 

 

(1) Renewable for periods of 3 years.
(2) 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.
(3)

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

(4) Renewable for periods of two years, subject to the compliance of the contract conditions.
(5) 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).
(6)

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.

(7)

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

(8)

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

(9)

License was renewed for a period equal to the duration of the Shareholders Agreement of Bebidas CCU-PepsiCo SpA.

(10)

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

(11)

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.        

(12)

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.

(13) Indefinite contract, notice of termination 6 months in advance.

(14)

Sub-license is renewed automatically and successively for two periods of 5 years each, subject to the terms and conditions stipulated in the International Sub-license agreement of December 28, 2018 between Promarca Internacional Paraguay S.R.L. and Bebidas del Paraguay S.A.
(15) Distribution will begin in April 2017 and the begin of local production is estimated by October 2019.

 

 

F-13


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

(16) Till May, 2019, it shall be produced on behalf of CICSA by Cervecería Argentina SA Isenbeck and sold by Cervecería and Maltería Quilmes S.A.

(17) Till May, 2019, it shall be produced on behalf of CICSA by Cervecería Argentina SA Isenbeck and sold by Cervecería and Maltería Quilmes S.A. Prior to the expirty of its term, Parties shall negociate its continuity for five (5) more years.

 

C)  Early termination Budweiser license

 

The general aspects of the transaction are described below:

 

a)   Description of the Transaction.

 

According to the Material Event reported on September 6, 2017, the CMF was informed that CCU and Compañía Cervecerías Unidas Argentina S.A. (CCU-A), entity organized under the laws of the Republic of Argentina and a 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, among other matters, contemplates the early termination of license agreement in Argentina for the brand "Budweiser", signed between CCU-A and Anheuser-Busch, Incorporated (today Anheuser-Busch LLC, a subsidiary of ABI) dated March 26, 2008 (the "License Agreement").

     

As agreed to in the Early Termination of the License Agreement (the “Transaction”), ABI directly or its subsidiaries (hereinafter together referred to as the “ABI Group”), pays to CCU-A the amount of US$ 306,000,000.

 

The Transaction also includes the transfer from ABI to CCU-A of: (a) ownership of the brands Isenbeck and Diosa. This does not include the production 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 ABI Group), nor the contracts with its employees and/or distributors, nor the transfer of any liabilities 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 Argentine 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 and Diosa 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”).

 

In summary, this agreement with ABI consists of the early termination of the license agreement of the Budweiser brand in exchange for a portfolio of brands representing similar volumes, plus different payments of up to US$ 400,000,000 before taxes, over a period of up to three years.

 

b)   Status of the Transaction:

 

On March 14, 2018, CCU reported as a Material Event that CCU-A had been notified of the resolution of the Secretario de Comercio del Ministerio de Producción de la Argentina (SECOM), which, based on the favorable opinion of the Comisión Nacional de Defensa de la Competencia (CNDC), approved the Transaction. The resolution established that the Parties must submit to the CNDC, for review and approval, drafts of contracts that contained all of the terms and conditions of the Transaction (the "Contracts"). On March 16, 2018, the Parties filed the Contracts with the CNDC.

 

On April 27, 2018, CCU-A was notified of the resolution of the CNDC that approved the Contracts, thus fulfilling the condition established in the Term Sheet, becoming binding and therefore, the parties were legally obliged to close the Transaction. The signature of the respective contracts took place on May 2, 2018.

 

 

F-14


 
 
 

 

      As a consequence of the closing of the Transaction:

 

b.1)  CCU-A early terminated the license agreement with ABI in Argentina for the brand “Budweiser”.

 

b.2)  CCU-A received a payment from ABI of US$ 306,000,000, equivalents to ThCh$ 185,648,399 before taxes (See Note 30 – Other income by function).

 

b.3)  ABI transferred to CCU-A (i) the ownership of the Isenbeck and Diosa brands and certain assets related to said brands (not including the production plant owned by Cervecería Argentina S.A. Isenbeck, nor the contracts with its employees and/or distributors, nor the transfer of any liabilities of said entity); and (ii) ownership of the following registered trademarks in Argentina: Norte, Iguana and Báltica. The five brands mentioned above were valued at US$ 44,044,000, equivalents to ThCh$ 26,721,236 (See Note 17 – Intangible assets other than goodwill and Note 30 – Other income by function).

 

As of December 31, 2018, the net effect of the aforementioned compensations generated in the consolidated results of Compañía Cervecerías Unidas S.A. and subsidiaries a Net income attributable to the equity holders of the parent of ThCh$ 157,358,973, shown in (See Note 6 – Financial information as per operating segments).

 

b.4)  CCU-A was granted the licenses of the Warsteiner and Grolsch brands for the Argentine territory (these brands, together with Isenbeck, Diosa, Norte, Iguana and Báltica, the “Brands”);

 

b.5)  CCU-A received an ABI payment of US$ 10,000,000, equivalents to ThCh$ 6,109,800, before taxes, for the production of Budweiser of one year, which will be reflected in results under Other income by function as performance obligations are met, of which as of December 31, 2018 have been recognized in Other income by function US$ 6,451,629, equivalents to ThCh$ 4,840,167; and

 

b.6)  CCU-A will receive from ABI annual payments of up to US$ 28,000,000, equivalents to ThCh$ 17,107,440, before taxes, for a period of up to three years, depending on the volume and the timing of the transition to CCU-A of the production and/or commercialization of the Brands, which will be reflected in the results, under Net sales, Cost of sales and MSD&A, as the performance obligations are met, of which as of December 31, 2018 have been recognized in results an amount of US$ 19.802.868 , equivalents to ThCh$ 14,251,811.

 

This transaction did not result in impairment of the productive assets of the Company.

 

F-15


 

 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

D)  Direct and indirect significant subsidiaries

 

The consolidated financial statements include the following direct and indirect 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, 2018

As of December 31, 2017

Direct %

Indirect %

Total %

Total %

Aguas CCU-Nestlé Chile S.A.

76,007,212-5

Chile

Chilean Pesos

-

50.0917

50.0917

50.0917

Cervecera Guayacán SpA. (***) (13)

76,035,409-0

Chile

Chilean Pesos

-

25.0006

25.0006

-

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. (8)

76,248,389-0

Chile

Chilean Pesos

99.9999

0.0001

100.0000

100.0000

Bebidas CCU-PepsiCo SpA. (***)

76,337,371-1

Chile

Chilean Pesos

-

49.9888

49.9888

49.9866

CCU Inversiones II Ltda. (16)

76,349,531-0

Chile

US Dollar

99.7133

0.2867

100.0000

99.9999

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. (10)

76,593,550-4

Chile

Chilean Pesos

99.0242

0.7533

99.7775

99.9733

Inversiones Internacionales SpA.

76,688,727-9

Chile

US Dollar

-

80.0000

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

CCU Inversiones III SpA. (14)

76,933,685-0

Chile

US Dollar

-

99.9950

99.9950

-

Vending y Servicios CCU Ltda.

77,736,670-K

Chile

Chilean Pesos

-

99.9779

99.9779

99.9738

Inversiones Invex CCU Ltda.

78,418,890-6

Chile

US Dollar

6.7979

93.1941

99.9920

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. (*) (10)

91,041,000-8

Chile

Chilean Pesos

-

82.9870

82.9870

67.1992

Manantial S.A. (2)

96,711,590-8

Chile

Chilean Pesos

-

50.5507

50.5507

50.5507

Viña Altaïr SpA. (6)

96,969,180-9

Chile

Chilean Pesos

-

82.9870

82.9870

67.1992

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

Embotelladoras Chilenas Unidas S.A.

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

-

82.9870

82.9870

67.1992

Comercial CCU S.A.

99,554,560-8

Chile

Chilean Pesos

50.0000

49.9888

99.9888

99.9866

Viña Orgánica SPT S.A. (11)

99,568,350-4

Chile

Chilean Pesos

-

-

-

67.1992

Compañía Pisquera de Chile S.A.

99,586,280-8

Chile

Chilean Pesos

46.0000

34.0000

80.0000

80.0000

Andina de Desarrollo SACFAIMM

0-E

Argentina

Argentine Pesos

-

59.1971

59.1971

59.1970

Cía. Cervecerías Unidas Argentina S.A. (9)

0-E

Argentina

Argentine Pesos

-

99.9936

99.9936

99.9924

Compañía Industrial Cervecera S.A. (1)

0-E

Argentina

Argentine Pesos

-

99.9950

99.9950

99.9949

Finca Eugenio Bustos S.A. (4)

0-E

Argentina

Argentine Pesos

-

-

-

67.1992

Finca La Celia S.A.

0-E

Argentina

Argentine Pesos

-

82.9870

82.9870

67.1992

Los Huemules S.R.L.

0-E

Argentina

Argentine Pesos

-

74.9979

74.9979

74.9979

Sáenz Briones y Cía. S.A.I.C.

0-E

Argentina

Argentine Pesos

-

89.9150

89.9150

89.9150

Bebidas Bolivianas BBO S.A. (12)

0-E

Bolivia

Bolivians

-

51.0000

51.0000

-

International Spirits Investments USA LLC (7)

0-E

United States

US Dollar

-

80.0000

80.0000

80.0000

Inversiones CCU Lux S.à r.l. (15)

0-E

Luxemburgo

US Dollar

-

99.9999

99.9999

-

Southern Breweries C.S.C. (3)

0-E

Luxemburgo

US Dollar

37.7810

62.2141

99.9951

99.9942

Bebidas del Paraguay S.A. (5) (**)

0-E

Paraguay

Paraguayan Guaranies

-

50.0049

50.0049

50.0049

Distribuidora del Paraguay S.A. (**)

0-E

Paraguay

Paraguayan Guaranies

-

49.9589

49.9589

49.9589

Sajonia Brewing Company S.R.L. (5) (***)

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

 

 

 

 

 

 

 

 

 (*) Listed company in Chile.

(**) See Note 1 – General Information, letter E), Subsidiaries with direct or indirect participation of less than 50%

(***) Subsidiaries in which we have an interest of more or equal than 50% through one or more subsidiaries of the Company.

 

 

F-16


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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. 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.

 

Subsidiary

Tax ID

Country of origin

Functional currency

Share percentage with voting rights

As of December 31, 2018

As of December 31, 2017

%

%

Aguas CCU-Nestlé Chile S.A.

76,007,212-5

Chile

Chilean Pesos

50.0917

50.0917

Cervecera Guayacán SpA. (***) (13)

76,035,409-0

Chile

Chilean Pesos

25.0006

-

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. (8)

76,248,389-0

Chile

Chilean Pesos

100.0000

100.0000

Bebidas CCU-PepsiCo SpA. (***)

76,337,371-1

Chile

Chilean Pesos

49.9888

49.9866

CCU Inversiones II Ltda. (16)

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. (10)

76,593,550-4

Chile

Chilean Pesos

99.7775

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

Promarca S.A. (***)

76,736,010-K

Chile

Chilean Pesos

49.9917

49.9917

CCU Inversiones III SpA. (14)

76,933,685-0

Chile

US Dollar

100.0000

-

Vending y Servicios CCU Ltda.

77,736,670-K

Chile

Chilean Pesos

99.9779

99.9738

Inversiones Invex CCU Ltda.

78,418,890-6

Chile

US Dollar

99.9920

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. (*) (10)

91,041,000-8

Chile

Chilean Pesos

82.9870

67.1992

Manantial S.A. (2)

96,711,590-8

Chile

Chilean Pesos

50.5507

50.5507

Viña Altaïr SpA. (6)

96,969,180-9

Chile

Chilean Pesos

82.9870

67.1992

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

Embotelladoras Chilenas Unidas S.A.

99,501,760-1

Chile

Chilean Pesos

99.9834

99.9834

Viña Valles de Chile S.A.

99,531,920-9

Chile

Chilean Pesos

82.9870

67.1992

Comercial CCU S.A.

99,554,560-8

Chile

Chilean Pesos

100.0000

100.0000

Viña Orgánica SPT S.A. (11)

99,568,350-4

Chile

Chilean Pesos

-

67.1992

Compañía Pisquera de Chile S.A.

99,586,280-8

Chile

Chilean Pesos

80.0000

80.0000

Andina de Desarrollo SACFAIMM

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Cía. Cervecerías Unidas Argentina S.A. (9)

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Compañía Industrial Cervecera S.A. (1)

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Finca Eugenio Bustos S.A. (4)

0-E

Argentina

Argentine Pesos

-

67.1992

Finca La Celia S.A.

0-E

Argentina

Argentine Pesos

82.9870

67.1992

Los Huemules S.R.L.

0-E

Argentina

Argentine Pesos

74.9979

74.9979

Sáenz Briones y Cía. S.A.I.C.

0-E

Argentina

Argentine Pesos

100.0000

100.0000

Bebidas Bolivianas BBO S.A. (12)

0-E

Bolivia

Bolivians

51.0000

-

International Spirits Investments USA LLC (7)

0-E

United States

US Dollar

80.0000

80.0000

Inversiones CCU Lux S.à r.l. (15)

0-E

Luxemburgo

US Dollar

99.9999

-

Southern Breweries C.S.C. (3)

0-E

Luxemburgo

US Dollar

100.0000

100.0000

Bebidas del Paraguay S.A. (5) (**)

0-E

Paraguay

Paraguayan Guaranies

50.0049

50.0049

Distribuidora del Paraguay S.A. (**)

0-E

Paraguay

Paraguayan Guaranies

49.9589

49.9589

Sajonia Brewing Company S.R.L. (5) (***)

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

 

 

 

 

 

 

 (*) Listed company in Chile.

(**) See Note 1 – General Information, letter E), Subsidiaries with direct or indirect participation of less than 50%

(***) Subsidiaries in which we have an interest of more or equal than 50% through one or more subsidiaries of the Company.

 

 

F-17


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

(1) Compañía Industrial Cervecera 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. (CK) 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%.

 

(2) Manantial 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.

(3) Southern Breweries S.C.S. (SB SCS) (Ex 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.

 

On December 7, 2018, Southern Breweries Limited (Subsidiary of CCU) was re-domicilied from Cayman Islands to Luxembourg and changed its name to Southern Breweries S.á.r.l., later and once the subsidiary was stablished in Luxembourg it was converted from S.á.r.l. to S.C.S. Finally, the Company sold one share of SB SCS to the subsidiary Inversiones CCU Lux S.á r.l. by an amount of US $ 2,600.

 

(4) Finca Eugenio Bustos S.A.

 

On December 5, 2016, the Board of Directors resolved the dissolution of Finca Eugenio Bustos S.A., which was formalized on May 18, 2018 before the Public Registry of Commerce of Argentina.

 

(5) Bebidas del Paraguay S.A. and Sajonia Brewing Company S.R.L.

 

On December 29, 2016, the Company paid committed capital of ThCh$ 2,226,656 in Bebidas del Paraguay S.A. and this transaction does not change the percentage of participation.

 

 

F-18


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

As explained in Note 15 – Business combinations, 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 activos

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

Investment Value

641,489

 

(6) Viña Altaïr SpA. and 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.

 

(7) International Spirits Investments USA LLC

 

On June 2017, Compañía Pisquera de Chile S.A. (CPCh), through its subsidiary International Spirits Investments USA LLC,  it incorporated in its portfolio the Peruvian brand BarSol, acquired the 40% of stock rights of Americas Distilling Investments LLC, which is the owner of the brand and productive assets in Perú.

(8) 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.

(9) Compañía Cervecerías Unidas Argentina S.A.

 

As a result of the early termination of Budweiser license, as described in Note 1 – General information, letter C), and based on the Audited Financial Statements as of and for the year ended on April 30, 2018 of the subsidiary Compañía Cervecerías Unidas Argentina S.A., on June 5, 2018, held the Ordinary and Extraordinary General Assembly of such subsidiary, agreed the distribution of dividends for a total amount of ARS 5,141,760,000 (equivalent to ThCh$ 129,858,280), according with the stock rights of their shareholders, which are domiciled in Chile, distributed to Inversiones Invex CCU Limitada the amount of ARS 4,146,778,022.40 (equivalent to ThCh$ 104,729,404 (80.65 %)) and Inversiones Invex CCU Dos Limitada the amount of ARS 994,981,977.60 (equivalent to ThCh$ 25,128,876 (19.35%)). According to the above mentioned, the distribution of dividends to the Chilean shareholders, is based on the realized result to April 30, 2018 of the subsidiary Compañía Cervecerías Unidas Argentina S.A.

 

 

F-19


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018


(10) 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. 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.

 

On January 29, 2018, the Company acquired an additional 0.18% of subsidiary CCU Inversiones S.A. for an amount of ThCh$ 49,400,000, equivalent to 934,774,763 shares, thus resulting in an 99.02% stake in this subsidiary.

(11) Viña Orgánica SPT S.A.

 

On July 31, 2018, subsidiary Viña Orgánica SPT S.A. merged with Viña San Pedro Tarapacá S.A., which became the legal continuer and beginning from August 1, 2018. The transactions mentioned above had no significant effects on the results of the Company.

 

(12) Bebidas Bolivianas BBO S.A. (BBO)

 

On May 7, 2014, the Company acquired 34% of the stock rights of Bebidas Bolivianas BBO S.A.(BBO) 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.

 

Subsequently, on August 9, 2018, the Company acquired an additional the 17% of the shares of BBO for an amount of
US$ 8,500,000, equivalents to ThCh$ 5,457,935, thus resulting in an 51% stake in BBO (see
Note 15 – Business combinations).  The Company has determinated the fair values of assets and liabilities for this business combinations as follows:

 

 

Assets and Liabilities

Fair Value

ThCh$

Total current assets

3,942,346

Total non-current assets

22,748,015

Total Assets

26,690,361

Total current liabilities

5,393,779

Total non-current liabilities

8,854,809

Total liabilities

14,248,588

 

 

Net identifiable assets acquired

12,441,773

Non-controlling interests

(6,096,469)

Goodwill

10,376,570

Investment value

16,721,874

 

As a result of the previously mentioned fair values intangibles and goodwill have been generated, which are exposed in Note 17 – Intangible assets other than goodwill and Note 18 – Goodwill.

 

On September 20, 2018, the Company paid committed capital of US$ 1,530,029 (equivalent to ThCh$ 1,044,688) in BBO, since both partners concurred with the same capital contributions, the percentages of participation were maintained.

 

(13) Cervecera Guayacán SpA.

 

On August 31, 2018, the subsidiary Cervecería Kunstmann S.A. (CK) acquired an additional 30.0004% of the stock rights of Cervecera Guayacán SpA. for an amount of ThCh$ 361,560, equivalent to 39,232 shares and the subscription and payment

 

F-20


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

of ThCh$ 470,711, equivalent to 49,038 shares. As a consequence above mentioned CK has the 50.0004% stake in Cervecera Guayacán SpA. (see Note 15 – Business combinations). The Company has determinated the fair values of assets and liabilities for this business combination as follows:

 

Assets and Liabilities

Fair Value

ThCh$

Total current assets

507,149

Total non-current assets

1,355,220

Total Assets

1,862,369

Total current liabilities

238,265

Total non-current liabilities

306,828

Total liabilities

545,093

 

 

Net identifiable assets

1,317,276

Non-controlling interests

(658,633)

Goodwill

456,007

Investment value

1,114,650

 

As a result of the previously mentioned fair values intangibles and goodwill have been generated, which are exposed in Note 17 – Intangible assets other than goodwill and Note 18 – Goodwill.

 

(14) CCU Inversiones III SpA.

 

On september 13, 2018, the subsidiary Southern Breweries S.C.S. (ex Southern Breweries Limited) incorporated the company CCU Inversiones III SpA. in Chile, whose purpose will be to make all kinds of investments, in any type of goods, foreign currency, financial instruments and commercial paper, including shares or social rights in companies incorporated in Chile or abroad, among others.

 

(15) Inversiones CCU Lux S.á r.l.

 

On November 13, 2018,  the subsidiary Inversiones CCU Lux S.á r.l. was created in Luxembourg, where the subsidiary CCU Inversiones II Ltda. made the total stock payment of Euros 12,000 (12,000 shares), equivalent to ThCh$ 9,252.

 

(16) CCU Inversiones II Limitada

 

On December 17, 2018, the Company made a capital contribution to the subsidiary CCU Inversiones II Ltda., through the shareholding contribution of the Bolivian subsidiary, Bebidas Bolivianas BBO S.A. for an amount of
US$ 40,294,696, equivalents to ThCh $ 27,659,891.

 

E)  Subsidiaries with direct or indirect participation of less than 50%

 

These Consolidated Financial Statements incorporate as a subsidiary to Distribuidora del Paraguay S.A., a company in which we have a total participation of 49.9589%.

 

Bebidas del Paraguay S.A. (BdP) and Distribuidora del Paraguay S.A. (DdP) are considered to be one economic group that shares their operational and financial strategy, leaded by the same management team that seeks compliance with the strategic plan defined simultaneously for both entities. Additionally BdP produces different brands owned by it. DdP is its sole and exclusive customer, which is responsible for the distribution and marketing of BdP’s products. The administrative and commercial integration added to its operational and financial dependence of DdP explain the reason why BdP proceeds to present this entity as a subsidiary of CCU.

 

 

F-21


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

F) 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, 2018, Promarca S.A. recorded a profit of ThCh$ 4,581,922 (ThCh$ 4,524,117 in 2017 and ThCh$ 4,812,696 in 2016), 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:

 

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 – Intangible assets other than goodwill.

 

(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 January 7, 2016, CPCh sold its 49% interest to Agroproductos Bauzá S.A. (Agroproductos Bauzá). See Note 14- Non-current assets of disposal groups classified as held for sale.

 

(c) Bebidas CCU-Pepsico SpA. (BCP)

 

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.

 

On December 31, 2018, BCP recorded a profit of ThCh$ 1,137,233 (ThCh$  1,078,916 in 2017 and ThCh$  1,066,005 in 2016), which in accordance with the Company’s policies is 100% distributable.

 

(d) Bebidas Carozzi CCU SpA. (BCCCU)

 

The purpose of this company is the production, marketing and distribution of instant powder drinks in the national territory.

 

On December 31, 2018, BCCCU recorded a profit of ThCh$ 1,263,169 (ThCh$ 2,278,345 in 2017 and ThCh$ 797,268  in 2016), which in accordance with the Company’s policies is 100% distributable.

 

F-22


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

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. Except for the standards included in Note 4 - Accounting Changes, which explains the treatment that was applied for each of them.

 

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 - Estimates and application of professional judgment for disclosure of significant accounting estimates and judgments.

 

All IFRS standards, amendments and enhancements whose adoption was required by January 1, 2018, have been adopted by the Company, without significant impacts on the financial statements as of December 31, 2018, including what is mentioned in Note 4 – Accounting changes for IFRS 9 and IFRS 15.

 

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.

 

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

 

Next Standard Improvements and Amendments

Mandatory for years beginning in:

Amendments to IAS 12

Income taxes.

January, 1, 2019

Amendments to IAS 19

Employees benefits.

January, 1, 2019

Amendments to IAS 23

Borrowing costs.

January, 1, 2019

Amendments to IAS 28

Investment in Associates and Joint Ventures.

January, 1, 2019

Amendments to IAS 1 and IAS 8

Presentation of Financial Statements and Accounting Policies, Changes in Accounting Estimates and Errors.

January, 1, 2020

Amendments to IFRS 3

Business combination.

January, 1, 2019

Amendments to IFRS 9

Financial Instruments.

January, 1, 2019

Amendments to IFRS 11

Joint arrangements.

January, 1, 2019

Amendments to IFRS 3

Definition of a Business.

January, 1, 2020

IFRS 16

Leases.

January, 1, 2019

IFRS 17

Insurance Contracts.

January, 1, 2021

IFRIC 23

Uncertainty over Income Tax Treatments.

January, 1, 2019

 

 

 

 

 

 

F-23


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 16, Standards for which the Company has performed the following analysis:

 

Nature of the change:

 

- 

The Company at the date of issuance of these Consolidated Financial Statements have not apply of standard IFRS 16, this standard will apply the annual period since January 1, 2019, date from its mandatory adoption.

 

- 

This standard 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. If the case of the lease modifications such as lease value, term, index of readjustment, associated interest rate, etc., the lessee will recognize the amount of the new measurement of the lease liability as an adjustment to the asset for the right-to-use.

 

- 

The only exceptions are short-term and low-value leases in accordance with the IFRS 16.

 

Evaluation methodology:

 

- 

The Company has carried out a survey of lease agreements in accordance with the guidelines provided by IFRS 16.

 

- 

The information has been standardized according to the main characteristics of each contract, such as: description, contract payment flows, start and end date of the contract, term, renewal method, currency, readjustability index, among others.

 

- 

The current value of the obligations has been determined based on the payment flow of each of the contracts, discounting these at the implicit rate associated with them and in the case of not having it, at the average indebtedness rate that the Company would obtain by requesting financing from banking institutions of each economic environment in which the Company operates.

 

Impacts:

 

For lease commitments whose analysis is within the scope of IFRS 16, the Company estimates to recognize assets for right of use and an lease liability for an amount of approximately ThCh$ 22,627,871 as of January 1, 2019.

 

Adoption of IFRS16

 

The Company will apply the simplified transition approach and will not restate the comparative amounts for the year 2018.

 

 

2.2         Basis of consolidation

 

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.

 

 

F-24


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Joint operations

 

As explained in Note 1- General information, 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.

 

 

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 - Financial information as per operating segment).

 

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.

 

F-25


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

Corporate revenues and expenses are presented separately within the other.

 

 

2.4         Foreign currency and sdjustment units

 

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, Paraguayan Guarani and Bolivian, respectively. The functional currency of the joint venture in Colombia is the Colombian Peso.

 

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 and not operating in countries whose economy is considered hyperinflationary, are translated into Chilean pesos using the exchange rates prevailing at the date of the Consolidated Financial Statements while exchange differences originated by the conversion of assets and liabilities, are recorded under Reserve of exchange differences on translation within Other equity reserves. Incomes, costs and expenses are translated at the average monthly exchange rate for the respective fiscal years. These exchange rates have not suffered significant fluctuations during these months.

 

The results and financial situation in CCU Group's entities, which have a functional currency different from the presentation currency, being their functional currency the currency of a hyperinflationary economy (as the case of subsidiaries in Argentina as from 1 July 2018 as described in Note 4 – Accounting changes), are converted into the presentation currency as established in IAS 21 and IAS 29. The comparative figures, as the Group's presentation currency is the currency of a non-hyperinflationary economy, are not changed with respect to those that were presented as current amounts of year in question, within the Financial Statements of the preceding period, that is, these amounts are not adjusted for subsequent changes that have occurred in the price level or exchange rates.

 

 

F-26


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

The exchange rates of the primary foreign currencies, adjustment units and index used in the preparation of the consolidated financial statements are detailed as follows:

 

Chilean Pesos as per unit of foreign currency or adjustable unit

As of December 31, 2018

As of December 31, 2017

As of December 31, 2016

Ch$

Ch$

Ch$

Foreign currencies

 

 

 

 

 

US Dollar

USD

 

694.77

614.75

669.47

Euro

EUR

 

794.75

739.15

705.60

Argentine Peso

ARS

 

18.43

32.96

42.13

Uruguayan Peso

UYU

 

21.44

21.34

22.82

Canadian Dollar

CAD

 

509.62

491.05

498.38

Sterling Pound

GBP

 

882.36

832.09

826.10

Paraguayan Guarani

PYG

 

0.12

0.11

0.12

Bolivians

BOB

 

101.28

89.61

97.59

Colombian Peso

COP

 

0.21

0.21

0.22

Adjustment units

 

 

 

 

 

Unidad de fomento (*)

UF

 

27,565.79

26,798.14

26,347.98

Unidad de indexada (**)

UI

 

86.19

79.62

80.15

 

 

 

 

 

 

 

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

(**) The Unidad Indexada (UI) is a Uruguay inflation-indexed, Uruguayan peso-denominated monetary unit. The UI rate is set daily in advance based on changes in the previous month´s inflation rate.

 

Index used in hyperinflationary economies

As of December 31, 2018

As of December 31, 2017

As of December 31, 2016

 
 

Argentina Consumer Price Index

 

 

               183.13

               124.80

               100.00

 

Index percentage variation of Argentina Consumer Price Index

 

 

47.5%

24.8%

                     -  

 

 

 

 

 

 

 

 

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

 

IFRS 9 – Financial instruments, replaces the IAS 39 – Financial instruments, for the annual periods beginning on January 1, 2018 and which brings together three aspects of accounting and which are: classification and measurement; impairment and hedge accounting.

 

F-27


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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:

 

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 is measured in an amount equal to the "expectations of credit losses", using the simplified approach established in IFRS 9 and in order to determine whether or not there is impairment from portfolio, a risk analysis is carried out according to the historical experience (three years) on the uncollectability, which is adjusted according to macroeconomic variables, in order to obtain sufficient prospective information for the estimation and considering other factors of aging 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. Additionally, the company maintains credit insurance for individually significant accounts receivable. 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.

 

 

F-28


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 classified as hedges are accounted for as cash flow hedges.

 

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%. See Note 4 - Accounting changes.

 

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.

 

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

 

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.

 

 

F-29


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

 

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 paid guarantees related with leases and materials to be consumed related to industrial safety implements.

 

 

F-30


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

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 - Summary of significant accounting policies 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.

 

F-31


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 (See Note 2 - Summary of significant accounting policies 2.17).

 

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 - Summary of significant accounting policies 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 - Goodwill) 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.

 

 

F-32


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

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.

 

 

F-33


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

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 - Other provisions).

 

 

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.

 

 

F-34


 

 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 and once the performance obligation is satisfied.

 

In relation to IFRS 15, the Company has applied the criteria established in this standard for these Consolidated Financial Statements, as indicated in Note 4 - Accounting changes, letter a).

 

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 and once the performance obligation is satisfied.

 

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.

 

The revenue recognition related to exports are recorded net of 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 and once the performance obligation is satisfied.

 

 

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.

 

 

F-35


 

 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

2.25       Other incomes by function

 

Other incomes by function mainly include incomes from sale of fixed assets and other assets, recovery of claims, leases and payments related to advance term license.

 

2.26       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.

 

 

2.27        Distribution expenses

 

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

 

 

2.28       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.

 

 

2.29       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 - Summary of significant accounting policies (2.16) and Note 18- Goodwill).

The valuation of commercial trademarks to determine the existence of potential losses due to potential impairment (Note 2 - Summary of significant accounting policies (2.17) and Note 17 – Intangible assets other than goodwill).

The assumptions used in the current calculation of liabilities and obligations to employees (Note 2 - Summary of significant accounting policies (2.20) and Note 25 – Employee benefits).

Useful lives of property, plant and equipment (Note 2 - Summary of significant accounting policies (2.12) and Note 19 – Property, plant and equipment) and intangibles (Note 2 - Summary of significant accounting policies (2.15) and Note 17 - Intangible assets other than goodwill).

The assumptions used for calculating the fair of value financial instruments (Note 2 - Summary of significant accounting policies (2.7) and Note 7 – Financial instruments).

 

F-36


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

The likelihood of occurrence and amounts estimated in an uncertain or contingent manner (Note 2 - Summary of significant accounting policies (2.21) andNote 23 – Other provisions).

The valuation of current Biological assets (Note 2 - Summary of significant accounting policies (2.10) andNote 13 – Biological assets).

 

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

 

a)   The accounting policies described in the Consolidated Financial Statements as of December 31, 2018 reflect the modifications made by IFRS 15 and IFRS 9 which went into effect as of January 1, 2018. The following is an explanation of the initial impact of the application of these rules:

 

-  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 credit losses to determine the impairment of its financial assets.

 

Based on the evaluation, we have determined that there are no significant changes impacting the classification and measurement of the Company’s financial assets as a result of the application of IFRS 9. We haven’t identified significant impacts on accounting policies for financial liabilities, since the new requirements only impacts accounting for liabilities, other than derivative financial instruments, which are designated at fair value through profit or loss, on which the Company, as of January 1, 2018, does not have, nor has there been debt renegotiations that could be affected by the new clarifications about the accounting treatment regarding modification of liabilities; however for derivative financial instruments that are recognized at fair value through profit or loss the effect as of January 1, 2018, the Company has determined an increase of ThCh$ 1,307, net of deferred taxes, which was recorded under Retained earnings in Equity as of January 1, 2018.

 

In relation to the new impairment model, the standard requires the recognition of impairment losses based on expected credit losses (ECL), instead of only incurred credit losses as indicated in IAS 39. Based on the evaluations performed on the portfolio of Trade receivables as of January 1, 2018, the Company determined a decrease of ThCh$ 128,029, net of deferred taxes, which was recorded under Retained earning in Equity as of January 1, 2018 and additionally modified, as of said date, the respective accounting policy.

 

The Company has adopted to continue using the IFRS 9’s exception that allows continuing the record of hedge accounting according to IAS 39.

 

The date of adoption of this new standard is mandatory as of January 1, 2018. The Company applied this rule 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.

 

As of January 1, 2018, financial assets and liabilities are classified as fair value with changes in profit or loss, measured at amortized cost and at fair value in other comprehensive income, without affecting the classification maintained by the Company.

 

-  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.

 

 

F-37

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 rebates.

 

The Company adopted IFRS 15 based on the modified retrospective approach. These was no impact of adoption and no adjustment to the opening balance of retained earnings was made.

 

b)   Financial reporting in hyperinflationary economies

 

Inflation in Argentina has shown significant increases since the beginning of 2018. The cumulative inflation rate of three years, calculated using different combinations of consumer price indices, has exceeded 100% for several months, and it’s still increasing. The cumulative three-year inflation calculated using the general price index has already exceeded 100%. Therefore, as prescribed by IAS 29, Argentina was declared a hyperinflationary economy as of July 1, 2018.

 

According to aforementioned, IAS 29 must be applied by all entities whose functional currency is the Argentine peso for the accounting periods ended after July 1, 2018, as if the economy had always been hyperinflationary. In this regard, IAS 29 requires that the Financial Statements of an entity whose functional currency is the currency of a hyperinflationary country be restated in terms of the current purchasing power at the end of the reporting period. The above mentioned implies that the restatement of non-monetary items must be made from their date of origin, last restatement, valuation or another particular date in some very specific cases and considering that the Financial Statements are prepared under the historical cost criteria.

 

The adjustment factor used in each case is obtained based on the combined index of the National Consumer Price Index (IPC), with the Wholesale Price Index (IPIM), published by the National Institute of Statistics and Census of the Argentine Republic (INDEC), according to the series prepared and published by the Argentine Federation of Professional Councils of Economic Sciences (FACPCE).

 

For consolidation purposes, for subsidiaries whose functional currency is the Argentine peso, paragraph 43 of IAS 21 has been considered, which requires that the Financial Statements of a subsidiary that has a functional currency of a hyperinflationary economy to be restated in accordance with IAS 29, before being converted so that they are included in the Consolidated Financial Statements. The comparative amounts presented previously (2017 for the purposes of the Consolidated Statement of Financial Position and years 2017 and 2016 for the Consolidated Statement of Incomes by Function, Consolidated Statement of Comprehensive Income, Consolidated Statement of Changes in Equity and Consolidated Statement of Cash Flows) in Chilean pesos) have not been restated.

 

Re-expression due to hyperinflation will be recorded until the period in which the economy of the entity ceases to be considered as a hyperinflationary economy; at that time, adjustments made for hyperinflation will be part of the cost of non-monetary assets and liabilities.

 

The comparative amounts in the Company’s Financial Statements are presented in a stable currency and they are not adjusted by inflationary changes.

 

The application by first time of IAS 29 gave rise to a positive adjustment of ThCh$ 92,241,004, net of taxes, which have been charged to the "Reserve of exchange differences on translation" account (Other comprehensive income). On the other hand, during fiscal year 2018, the application of this standard generated a gain in net monetary position of ThCh$ 2,312,604 (before tax), which is recognized in the Consolidated Statement of Incomes under "Result as per adjustment units". Additionally, since the Argentine economy was declared as hyperinflationary, a loss of ThCh$ 6,086,727 was recorded in results for the year, generated by the inflation adjustment and translation at the year-end exchange rate as of December 31, 2018.

 

 

F-38

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

The most significant effects on the non-monetary items restated, after rating the Argentine economy in a situation of hyperinflation are the following:

 

 

ThCh$

Current assets

1,905,102

Non-current assets

118,989,487

Current liabilities

-

Non-current liabilities

(27,149,456)

Total Shareholders' Equity

93,745,133

Non-controlling interests

(1,504,129)

Equity attributable to equity holders of the parent

92,241,004

 

c)   During the year ended on December 31, 2018, there have been no other 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.

 

 

Note 5  Risk Administration

 

Risk Management

 

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 fulfils the purpose of managing the risks by business needs.

 

In companies with a non-controlling interest (VSPT, CPCH, Aguas CCU-Nestlé S.A., Bebidas del Paraguay S.A., Cervecería Kunstmann S.A. and Bebidas Bolivianas BBO S.A.) 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 derivate 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 derivate instruments for speculative or investment purposes. Nevertheless, some derivatives are not treated as hedges for accounting purpose because they do not qualify as such. Transactions with derivate 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 price (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.

 

 

F-39


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 on the Chilean peso as compared to the US Dollar, Euro, Argentine Peso, Uruguayan Peso, Paraguayan Guarani, Bolivian Peso and Colombian Peso.
 

As of December 31, 2018, the Company maintained foreign currency obligations amounting to ThCh$ 88,218,862 (ThCh$ 69,160,367 in 2017), mostly denominated in US Dollars. Foreign currency obligations (ThCh$ 25,403,961 as of December 31, 2018 and ThCh$ 10,945,398 as of December 31, 2017) represent a 9% (6% in 2017) of total other financial liabilities. The remaining 91% (94% in 2017) 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$ 234,306,916 (ThCh$ 140,345,944 in 2017) 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$ 7,871,677 (net liability ThCh$ 7,894,180 as of December 31, 2017).
 

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

As of December 31, 2018, the net exposure of the Company in Chile in foreign currencies, after the use of derivate instruments, is assets in the amount of ThCh$ 1,364,230 (liability in the amount of ThCh$ 1,026,554 as of December 31, 2017).
 

As of December 31, 2018, of the Company’s total sales, both in Chile and abroad, 7% (7% in 2017 and 8% in 2016) corresponds to export sales in foreign currencies, mainly US Dollars and Euros and approximately 61% (62% in 2017 and 63% 2016) of total direct 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.
 

The Company is also exposed to fluctuations in exchange rates relating to the conversion from Argentine Peso, Uruguayan Peso, Paraguayan Guaraní, Bolivian Peso and Colombian Peso to Chilean Pesos with respect to assets, liabilities, income and expenses of its subsidiaries in Argentina, Uruguay, Paraguay and Bolivia, associated in Perú and join 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, 2018, the net investment in foreign subsidiaries, associates and joint ventures amounts to ThCh$ 247,679,930, ThCh$ 958,474 and ThCh$ 121,448,016, respectively (ThCh$ 133,134,842, ThCh$ 7,406,020 and ThCh$ 71,070,399 as of December 31, 2017).
 

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, 2018, related to assets and liabilities denominated in foreign currency, was a gain of ThCh$ 3,299,657 (loss of ThCh$ 2,563,019 in 2017 and a gain of ThCh$ 456,995 in 2016). Considering exposure as of December 31, 2018 and assuming a 10% increase 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 net income would be a net income after taxes of ThCh$ 99,589 (a loss of ThCh$ 76,478 in 2017 and gain of ThCh$ 289,448 in 2016) associated of the owners of the controller.

 

Considering that approximately 7% of the Company’s sales revenue comes from export sales carried out in Chile (7% in 2017 and 8% in 2016), in currencies other than Chilean Peso, and that approximately 61% (62% in 2017 and  63% in 2016) of the Company’s direct costs are in or indexed to the US Dollar and assuming that the functional currencies will appreciate (depreciate) by 10% in respect to the US Dollar, and keeping all other variables constant, the hypothetical effect on the

 

 

F-40

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Company’s income would be a loss after taxes of ThCh$ 22,116,350 (ThCh$ 18,772,323 in 2017 and ThCh$ 13,908,457 in 2016).
 

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 31, 2018 was net income of ThCh$ 56,533,194 (ThCh$ 46,395,490 in 2017 and ThCh$ 23,057,091 in 2016). Therefore, a depreciation (appreciation) of 10% in the exchange rate of the Argentine Peso, the Uruguayan Peso, the Paraguayan Guarani and the Bolivian peso against the Chilean Peso, would result in a loss (income) before taxes of ThCh$ 5,653,319 (ThCh$ 4,639,549 in 2017 and ThCh$ 2,305,709 in 2016).
 

The net investment in foreign subsidiaries, associates and joint ventures as of December 31, 2018, amounted to ThCh$ 247,679,930, ThCh$ 958,474 and ThCh$ 121,448,016, respectively (ThCh$ 133,134,842, ThCh$ 7,406,020 and ThCh$ 71,070,399 in 2017). 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$ 37,008,642 (ThCh$ 21,161,126 in 2017 and ThCh$ 17,869,963 in 2016) 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 rate risk
 

Interest rate risk mainly originates from the Company’s financing sources. The main exposure is related 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, 2018, the Company had a total ThCh$ 8,576,258 in variable interest debt (ThCh$ 6,560,842 in 2017). Consequently, as of December 31, 2018, the company’s financing structure is made up of (without considering the effects of cross currency swaps approximately 3% (3% in 2017) debt with variable interest rate, and 97% (97% in 2017) in debt with fixed interest rates.
 

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

As of December 31, 2018, after considering the effect of interest rates and currency swaps, approximately 99.8% (99% in 2017) of the Company’s debt is at fixed interest rates.
 

The terms and conditions of the Company’s obligations as of December 31, 2018, including Exchange rates, interest rates, maturities and effective interest rates, are detailed in Note 21 – Other financial liabilities.
 

Interest rate sensitivity analysis

 

The total financial cost recognized in the Consolidated Statement of Income for the twelve months ended as of December 31, 2018, related to short and long-term debt amounted to ThCh$ 23,560,662 (ThCh$ 24,166,313 in 2017 and ThCh$ 20,307,238 in 2016). 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$ 5,059 (ThCh$ 17,176 in 2017 and ThCh$ 34,228 in 2016).

 

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 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 if the market conditions are favorable to the Company.

 

F-41


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Inflation in Argentina has shown significant increases since the beginning of 2018. The cumulative inflation rate of three years, calculated using different combinations of consumer price indices, has exceeded 100% for several months, and it’s still increasing. The cumulative three-year inflation calculated using the general price index has already exceeded 100%. Therefore, as prescribed by IAS 29, Argentina was declared a hyperinflationary economy as of July 1, 2018.

 

Inflation sensitivity analysis

 

Income from indexation units recognized in the Consolidated Statement of Income for the twelve-months ended as of December 31, 2018, related to UF indexed short and long-term debt, is a gain of ThCh$ 742,041 (a loss of ThCh$ 110,539 in 2017 and a loss of ThCh$ 2,246,846 in 2016). 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$ 3,380,752 (ThCh$ 1,419,965 in 2017 and ThCh$ 3,062,661 in 2016) 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 malt supply from both 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 raw materials price fluctuation risk. During 2018, the Company in Chile did not acquire barley (0 tons in 2017) and 73,498 tons of malts (68,000 tons in 2017). CCU Argentina acquires malt mainly from local producers. These raw materials represent approximately 5% (6% in 2017 and 7% in 2016) of the direct cost of the Chile Operating segment.

 

As of December 31, 2018, in the Chile Operation segment, the cost of cans represented approximately 12% of direct costs (12% in 2017 and 15% in 2016). In the International Business Operating segment, the cost of cans represented approximately 38% of direct raw materials costs as of December 31, 2018 (33% in 2017 and 34% in 2016).

 

Concentrates, Sugar and plastic containers

 

The main raw materials used in the production of non-alcoholic beverages are concentrated, which are mainly acquired from licenses, 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 27% (29% in 2017 and 30% in 2016) of the direct cost of the Chile Operating segment. The Company does not engage in hedging raw materials purchases.

 

Grapes and wine

 

The main raw materials used by subsidiary Viña San Pedro Tarapacá S.A. for wine production are grapes harvested from its own vineyards and grapes and wine acquires from third parties through long-term and spot contracts. In the last 12 months, approximately 26% (22% in 2017) of VSPT’s total wine supply came from its own vineyards. Regarding our export market, and considering our focus on this market, approximately 41% (34% in 2017) of our wine supply for export came from our own vineyards.

 

The remaining 74% (78% in 2017) supply was purchased from third parties through long-term and spot contracts. In the last 12 months, the subsidiary VSPT acquired 63% (69% in 2017) of the necessary grapes and wine from third parties through spot contracts. Additionally, the long-term transactions were 11% (9% in 2017) of the total supply.

 

We should consider that as of December 31, 2018, wine represents 64% (61% in 2017 and 56% in 2016) of the total direct cost of the Wine Operating segment, and supplies purchased from third parties represented 38% (42% in 2017).

 

 

F-42


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Raw material Price sensitivity analysis

 

Total direct costs in the Consolidated Statement of Income for the twelve months ended as of December 31, 2018, amounted to ThCh$ 650,386,343 (ThCh$ 586,223,676 in 2017 and ThCh$ 540,692,964 in 2016). 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$ 30,150,723 (ThCh$ 28,604,884 in 2017 and ThCh$ 28,075,829 in 2016) for the Chile Operating segment, ThCh$ 13,545,233 (ThCh$ 10,404,929 in 2017 and ThCh$ 8,089,082 in 2016) for the International Business Operating segment and ThCh$ 8,734,204 (ThCh$ 8,215,317 in 2017 and ThCh$ 7,222,786 in 2016) 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, whole sale distributors and supermarket chains in the domestic market; b) accounts receivable from exports; and c) financial instruments maintained with Banks and financial institutions, such as demand deposits, mutual fund investments, instrument acquired under resale commitments and derivatives.

 

Domestic market

 

The credit risk related to trade accounts receivable from domestic markets is managed by the Credit and Collections Management Department, and is monitored by the Credit Committee of each business unit. The domestic market mainly refers to accounts receivables in Chile and represents 63% of total trade accounts receivable (66% in 2017 and 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, 2018, is equivalent to 84% (88% in 2017) of total accounts receivable.

 

Overdue, but not impaired, trade accounts receivables represent customers that are less than 22 days overdue (30 in 2017).

 

As of December 31, 2018, the Company has approximately 1,294 customers (1,205 customers in 2017) with more than Ch$ 10 million in debt each, which altogether represent approximately 86% (85% in 2017) of total trade accounts receivable. There are 261 customers (240 customers in 2017) with balances in excess of Ch$ 50 million each, representing approximately 75% (74% in 2017) of the total accounts receivable. The 90% (94% in 2017) of those accounts receivable are covered by credit insurance.

 

The Company sells its products through retail customers, wholesale distributors and supermarket chains, with a credit worthiness of 99% (99% in 2017).

 

As of December 31, 2018, 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, 2018, that amount to ThCh$ 6,059,201 (ThCh$ 4,154,752 in 2017) 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 12% of total trade accounts receivable (12% in 2017). VSPT has a wide base of customers, in more than eighty countries, which are subject to the policies, procedures and controls established by VSPT. In addition, VSPT acquires credit insurance to cover 99.5% (99.7% in 2017) of individually significant accounts receivable; and as of December 31, 2018 more than 90% (90% in 2017) 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, 2018, there were 58 customers (63 customers in 2017) with more than ThCh$ 65,000 of debt each, which represent 92% (91% in 2017) of VSPT´s total export market accounts receivable.

 

 

F-43


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

With regards to VSPT’s export customers, overdue, but no impaired, trade accounts receivables are customers that are less than 28 days overdue (20 days average in 2017).

 

The Company believes that no credit risk provisions are necessary other than the individual and collective provisions determined as of December 31, 2018. See analysis of accounts receivable aging and losses due to impairment of accounts receivables (Note 10 – Trade and other receivables).

 

Financial investments and derivatives

 

Financial investments correspond to time deposits, which are financial instruments acquired with repurchase agreements at fixed interest rate, maturing in less than three months placed in financial institutions in Chile, so there are not exposed to significant market risk. Derivatives are measured at fair value and traded only in the Chilean market. As of 2018, the amendment to IFRS 9, which requires changes to the valuation of derivative financial instruments considering the counterparty risk (CVA and DVA), is applied.

 

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 operation activities and available cash will be sufficient to finance working capital, capital investments, interest payments, dividend payment and debt payment requirement for the next 12-months period and in the foreseeable future.

 

 

F-44


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The Company’s financial liabilities expiring as of December 31, 2018 and 2017, based on non-discounted contractual cash flows are summarized as follows:

 

As of December 31, 2018

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 derivatives

 

 

 

 

 

 

 

Bank borrowings

 113,360,982

    4,171,430

   38,017,422

   20,574,967

   59,839,650

    3,381,796

 125,985,265

Bond payable

 139,362,478

    2,349,873

    4,855,854

   18,896,434

   18,053,262

 167,691,118

 211,846,541

Financial leases obligations

17,912,134

       241,724

       725,183

    1,911,683

    1,909,956

   23,078,634

   27,867,180

Deposits for return of bottles and containers

   13,967,995

               -  

   13,967,995

               -  

               -  

               -  

   13,967,995

Sub-Total

 284,603,589

    6,763,027

   57,566,454

   41,383,084

   79,802,868

 194,151,548

 379,666,981

Derivative financial liabilities

 

 

 

 

 

 

 

Derivative financial instruments

     4,997,124

    4,997,124

               -  

               -  

               -  

               -  

     4,997,124

Derivative hedge liabilities

     1,351,530

       639,032

       620,516

424,299

               -  

               -  

     1,683,847

Sub-Total

     6,348,654

    5,636,156

       620,516

424,299

               -  

               -  

     6,680,971

Total

 290,952,243

   12,399,183

   58,186,970

   41,807,383

   79,802,868

 194,151,548

 386,347,952

 

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 derivatives

 

 

 

 

 

 

 

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

Derivative financial liabilities

 

 

 

 

 

 

 

Derivative financial instruments

   10,416,675

   10,416,675

               -  

               -  

               -  

               -  

   10,416,675

Derivative hedge liabilities

     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

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

 

 

F-45

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, Paraguay and Bolivia.

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-46

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

a)     Information as per operating segments for the years ended  December 31, 2018 and 2017:

 

 

Chile

International Business

Wines

Others

Total

 

2018

2017

2018 (4)

2017

2018

2017

2018 (4)

2017

2018 (5)

2017

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Sales revenue external customers

1,080,974,052

1,020,763,055

473,972,819

457,178,413

201,305,759

200,455,713

-

-

1,756,252,630

1,678,397,181

Other income

15,754,493

14,667,777

9,404,839

2,740,533

4,190,594

3,105,064

(2,320,219)

(549,761)

27,029,707

19,963,613

Sales revenue between segments

12,845,646

11,688,658

548,184

398,100

1,022,378

893,005

(14,416,208)

(12,979,763)

-

-

Net sales

1,109,574,191

1,047,119,490

483,925,842

460,317,046

206,518,731

204,453,782

(16,736,427)

(13,529,524)

1,783,282,337

1,698,360,794

  Change %

6.0

-

5.1

-

1.0

-

-

-

5.0

-

Cost of sales

(501,255,744)

(483,604,499)

(230,068,601)

(190,387,412)

(133,271,578)

(126,244,373)

4,584,531

1,497,629

(860,011,392)

(798,738,655)

  % of Net sales

45.2

46.2

47.5

41.4

64.5

61.7

-

-

48.2

47.0

Gross margin

608,318,447

563,514,991

253,857,241

269,929,634

73,247,153

78,209,409

(12,151,896)

(12,031,895)

923,270,945

899,622,139

  % of Net sales

54.8

53.8

52.5

58.6

35.5

38.3

-

-

51.8

53.0

MSD&A (1)

(407,242,869)

(383,169,121)

(210,591,361)

(225,341,789)

(52,408,689)

(53,941,735)

(11,332,903)

(6,330,835)

(681,575,822)

(668,783,480)

  % of Net sales

36.7

36.6

43.5

49.0

25.4

26.4

-

-

38.2

39.4

Other operating income (expenses)

1,586,173

2,438,416

223,078,626

678,153

1,828,938

251,765

532,889

687,209

227,026,626

4,055,543

Adjusted operating result  (2)

202,661,751

182,784,286

266,344,506

45,265,998

22,667,402

24,519,439

(22,951,910)

(17,675,521)

468,721,749

234,894,202

  Change %

10.9

-

488.4

-

(7.6)

-

-

-

99.5

-

  % of Net sales

18.3

17.5

55.0

9.8

11.0

12.0

-

-

26.3

13.8

Net financial expense

-

-

-

-

-

-

-

-

(7,766,206)

(19,115,361)

Equity and income of associates and joint ventures

-

-

-

-

-

-

-

-

(10,815,520)

(8,914,097)

Foreign currency exchange differences

-

-

-

-

-

-

-

-

3,299,657

(2,563,019)

Results as per adjustment units

-

-

-

-

-

-

-

-

742,041

(110,539)

Other gains (losses)

-

-

-

-

-

-

-

-

4,029,627

(7,716,791)

Income before taxes

 

 

 

 

 

 

 

 

458,211,348

196,474,395

Tax income (expense)

               

(136,126,817)

(48,365,976)

Net income for year

 

 

 

 

 

 

 

 

322,084,531

148,108,419

Non-controlling interests

               

15,193,739

18,501,066

Net income attributable to equity holders of the parent

 

 

 

 

 

 

 

 

306,890,792

129,607,353

Depreciation and amortization

63,148,804

64,807,818

19,798,708

15,568,301

7,935,006

7,505,440

2,406,676

4,317,945

93,289,194

92,199,504

ORBDA (3)

265,810,555

247,592,104

286,143,214

60,834,299

30,602,408

32,024,879

(20,545,234)

(13,357,576)

562,010,943

327,093,706

  Change %

7.4

-

370.4

-

(4.4)

-

-

-

71.8

-

  % of Net sales

24.0

23.6

59.1

13.2

14.8

15.7

-

-

31.5

19.3

 

 

 

 

 

 

 

 

 

 

 

(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).

(4)   The net impact, related to early termination of Budweiser license,  on International Business Operating segment earnings was a one-time gain of ThCh$ 211,228,960 in ORBDA and a loss in Other for an amount of ThCh$ 2,386,517. 

(5)   The net impact, related to early termination of Budweiser license (See Note 1 – General information, letter C), on CCU’s consolidated earnings was a one-time gain of ThCh$ 208,842,443 in ORBDA and ThCh$ 157,358,973 in Net income attributable to equity holder of the parent.

 

 

F-47

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

b)     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-48


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Sales information by geographic location

 

Net sales per geographical location

For the years ended as of December 31,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Chile (1)

1,289,513,013

1,226,668,091

1,176,972,109

Argentina (2)

421,607,095

413,466,737

329,585,488

Uruguay

17,708,773

16,402,136

15,204,331

Paraguay

43,565,171

41,823,830

37,135,780

Bolivia (3)

10,888,285

                     -  

                     -  

Foreign countries

493,769,324

471,692,703

381,925,599

Total

1,783,282,337

1,698,360,794

1,558,897,708

(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.

(3)   See Note 15 – Business combinations, letter a).

 

Sales information by customer

 

 

For the years ended as of December 31,

Net Sales

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Domestic sales

1,664,613,889

1,572,617,473

1,429,152,068

Exports sales

118,668,448

125,743,321

129,745,640

Total

1,783,282,337

1,698,360,794

1,558,897,708

 

Sales information by product category

 

Sales information by product category

For the years ended as of December 31,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Alcoholic business

1,206,506,503

1,158,451,078

1,041,923,724

Non-alcoholic business

549,746,127

519,946,103

493,397,317

Others (1)

27,029,707

19,963,613

23,576,667

Total

1,783,282,337

1,698,360,794

1,558,897,708

(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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Chile operating segment

63,148,804

64,807,818

61,736,849

International Business operating segment

19,798,708

15,568,301

11,928,705

Wines operating segment

7,935,006

7,505,440

7,078,872

Others (1)

2,406,676

4,317,945

2,783,619

Total

93,289,194

92,199,504

83,528,045

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

 

 

F-49


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Cash flows Operating Segments

 

Cash flows Operating Segments

 

For the years ended as of December 31,

 

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Cash flows from (used in ) Operating activities

 

429,313,131

262,161,431

190,014,348

Chile operating segment

 

157,294,023

161,413,504

152,862,350

International business operating segment

 

228,740,495

58,773,027

13,065,093

Wines operating segment

 

14,340,011

16,167,068

32,949,789

Others (1)

 

28,938,602

25,807,832

(8,862,884)

 

 

 

 

 

Cash flows from (used in ) Investing Activities

 

(199,002,101)

(173,614,379)

(155,007,390)

Chile operating segment

 

(98,325,850)

(78,746,298)

(57,119,431)

International business operating segment

 

(35,475,310)

(32,312,751)

(40,032,866)

Wines operating segment

 

(16,749,301)

(10,870,574)

(13,499,538)

Others (1) (*)

(48,451,640)

(51,684,756)

(44,355,555)

 

 

 

 

 

Cash flows from (used in ) Financing Activities

 

(52,963,862)

(53,001,198)

(95,059,905)

Chile operating segment

 

(78,048,783)

(65,996,567)

(90,636,820)

International business operating segment

 

(100,573,425)

(8,217,846)

18,820,789

Wines operating segment

 

3,741,241

(15,171,642)

(18,841,106)

Others (1)

 

121,917,105

36,384,857

(4,402,768)

 

 

 

 

 

(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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Chile operating segment

 

78,887,075

80,866,369

53,809,780

International Business operating segment

 

32,756,828

32,312,751

39,592,739

Wines operating segment

 

16,961,638

10,948,212

14,767,858

Others (1)

 

2,834,881

1,638,148

20,713,048

Total

 

131,440,422

125,765,480

128,883,425

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

 

 

F-50


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Assets as per operating segments

 

Assets as per Operating segment

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Chile operating segment

1,183,145,732

1,045,791,551

International Business operating segment

463,913,523

274,766,962

Wines operating segment

341,959,321

315,298,950

Others (1)

416,846,340

340,371,624

Total

2,405,864,916

1,976,229,087

(1)    Includes assets corresponding to the Corporate Support Units.

 

Assets per geographic location

 

Assets per geographical location

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Chile (1)

1,924,196,897

1,689,394,491

Argentina (2)

373,091,516

213,714,384

Uruguay

26,925,415

25,015,615

Paraguay

53,126,091

48,104,597

Bolivia (3)

28,524,997

                     -  

Total

2,405,864,916

1,976,229,087

(1)   Includes the assets corresponding to the Corporate Support Units and eliminations between geographic location and investments in associates and joint ventures. 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.

(3)   See Note 15 – Business combinations, letter a).

 

Liabilities as per operating segments

 

Liabilities as per Operating segment

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Chile operating segment

457,517,605

388,121,093

International Business operating segment

172,893,966

119,351,344

Wines operating segment

112,427,830

95,094,080

Others (1)

273,909,572

146,833,962

Total

1,016,748,973

749,400,479

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

 

 

F-51


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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,

2018 (*)

2017

2016

ThCh$

ThCh$

ThCh$

Sales revenue external customers

 

1,756,252,630

1,678,397,181

1,535,321,041

Other income

 

27,029,707

19,963,613

23,576,667

Net sales

 

1,783,282,337

1,698,360,794

1,558,897,708

  Change %

 

5.0

8.9

-

Cost of sales

 

(860,011,392)

(798,738,655)

(741,819,916)

  % of Net sales

 

48.2

47.0

47.6

Gross margin

 

923,270,945

899,622,139

817,077,792

  % of Net sales

 

51.8

53.0

52.4

MSD&A (1)

 

(681,575,822)

(668,783,480)

(619,542,751)

  % of Net sales

 

38.2

39.4

39.7

Other operating income (expenses)

 

227,026,626

4,055,543

3,116,679

Adjusted operating result  (2)

 

468,721,749

234,894,202

200,651,720

  Change %

 

99.5

17.1

-

  % of Net sales

 

26.3

13.8

12.9

Net financial expense

32

(7,766,206)

(19,115,361)

(14,627,170)

Equity and income of associates and joint ventures

16

(10,815,520)

(8,914,097)

(5,560,522)

Foreign currency exchange differences

32

3,299,657

(2,563,019)

456,995

Results as per adjustment units

32

742,041

(110,539)

(2,246,846)

Other gains (losses)

31

4,029,627

(7,716,791)

(8,345,907)

Income before taxes

 

458,211,348

196,474,395

170,328,270

Tax income (expense)

24

(136,126,817)

(48,365,976)

(30,246,383)

Net income for year

 

322,084,531

148,108,419

140,081,887

Non-controlling interests

28

15,193,739

18,501,066

21,624,399

Net income attributable to equity holders of the parent

 

306,890,792

129,607,353

118,457,488

Depreciation and amortization

29

93,289,194

92,199,504

83,528,045

ORBDA (3)

 

562,010,943

327,093,706

284,179,765

  Change %

 

71.8

15.1

-

  % of Net sales

 

31.5

19.3

18.2

 

 

 

 

 

 

(*)   The net impact, related to early termination of Budweiser license (See Note 1 – General information, letter C), on CCU’s consolidated earnings was a one-time gain of ThCh$ 208,842,443 in ORBDA and ThCh$ 157,358,973 in Net income attributable to equity holder of the parent. 

 

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

 

 

F-52

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The following is a reconciliation of our Net income, the main comparable IFRS measure to Adjusted Operating Result for the years ended December 31, 2018, 2017 and 2016:

 

 

For the years ended December 31,

2018 (*)

2017

2016

ThCh$

ThCh$

ThCh$

Net income of year

322.084.531

148,108,419

140,081,887

Add (Subtract):

 

 

 

Other gains (losses)

(4.029.627)

7,716,791

8,345,907

Finance income

(15.794.456)

(5,050,952)

(5,680,068)

Finance costs

23.560.662

24,166,313

20,307,238

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

10.815.520

8,914,097

5,560,522

Foreign currency exchange differences

(3.299.657)

2,563,019

(456,995)

Result as per adjustment units

(742.041)

110,539

2,246,846

Tax income (expense)

136.126.817

48,365,976

30,246,383

Adjusted operating result

468.721.749

234,894,202

200,651,720

Depreciation and amortization

93.289.194

92,199,504

83,528,045

ORBDA

562.010.943

327,093,706

284,179,765

 (*)  The net impact, related to early termination of Budweiser license (See Note 1 – General information, letter C), on CCU’s consolidated earnings was a one-time gain of ThCh$ 208,842,443 in ORBDA and ThCh$ 157,358,973 in Net income attributable to equity holder of the parent. 

 

 

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.

2018

2017

2016

ThCh$

ThCh$

ThCh$

Consolidated statement of income

 

 

 

Distribution costs

(314,391,183)

(290,227,129)

(270,835,822)

Administrative expenses

(152,376,458)

(142,514,649)

(155,322,295)

Other expenses by function

(216,236,609)

(238,704,061)

(195,412,109)

Other expenses included in ´Other expenses by function´

1,428,428

2,662,359

2,027,475

Total MSD&A

(681,575,822)

(668,783,480)

(619,542,751)

 

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 – Investments accounted for using equity method.

 

 

F-53

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2018

As of December 31, 2017

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

11,522,482

-

3,158,391

-

Market securities and investments in other companies

11,010,433

-

7,565,805

-

Derivative hedge assets

212,554

3,325,079

-

1,918,191

Total other financial assets

22,745,469

3,325,079

10,724,196

1,918,191

Accounts receivable - trade and other receivable (net)

320,702,339

3,363,123

286,213,598

3,974,395

Accounts receivable from related parties

3,048,841

190,865

5,810,764

258,471

Total accounts receivables

323,751,180

3,553,988

292,024,362

4,232,866

Sub-Total financial assets

346,496,649

6,879,067

302,748,558

6,151,057

Cash and cash equivalents

319,014,050

-

170,044,602

-

Total financial assets

665,510,699

6,879,067

472,793,160

6,151,057

Bank borrowings

38,160,178

75,200,804

24,623,746

73,886,831

Bonds payable

4,081,175

135,281,303

3,306,135

69,476,612

Financial leases obligations

365,972

17,546,162

176,586

17,638,289

Deposits for return of bottles and containers

13,967,995

-

13,228,328

-

Total financial liabilities measured at amortized cost

56,575,320

228,028,269

41,334,795

161,001,732

Derivative financial instruments

4,997,124

-

10,416,675

-

Derivative hedge liabilities

1,194,502

157,028

1,840,188

-

Total financial derivative liabilities

6,191,626

157,028

12,256,863

-

Total other financial liabilities (*)

62,766,946

228,185,297

53,591,658

161,001,732

Account payable- trade and other payable

303,380,168

12,413

281,681,553

541,783

Accounts payable to related parties

6,936,910

-

10,069,043

-

Total commercial obligations and other accounts payable

310,317,078

12,413

291,750,596

541,783

Total financial liabilities

373,084,024

228,197,710

345,342,254

161,543,515

 

 

 

 

 

(*) See Note 21 - Other financial liabilities.

 

F-54

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Fair value of Financial instruments

 

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

 

a)   Financial assets and liabilities are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

Book Value

Fair Value

Book Value

Fair Value

 

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

11,522,482

11,522,482

3,158,391

3,158,391

Market securities and investments in other companies

11,010,433

11,010,433

7,565,805

7,565,805

Derivative hedge assets

3,537,633

3,537,633

1,918,191

1,918,191

Total other financial assets

26,070,548

26,070,548

12,642,387

12,642,387

Accounts receivable - trade and other receivable (net)

324,065,462

324,065,462

290,187,993

290,187,993

Accounts receivable from related parties

3,239,706

3,239,706

6,069,235

6,069,235

Total accounts receivables

327,305,168

327,305,168

296,257,228

296,257,228

Sub-Total financial assets

353,375,716

353,375,716

308,899,615

308,899,615

Cash and cash equivalents

319,014,050

319,014,050

170,044,602

170,044,602

Total financial assets

672,389,766

672,389,766

478,944,217

478,944,217

Bank borrowings

113,360,982

117,211,707

98,510,577

102,062,465

Bonds payable

139,362,478

187,276,391

72,782,747

79,559,896

Financial leases obligations

17,912,134

24,278,897

17,814,875

29,314,234

Deposits for return of bottles and containers

13,967,995

13,967,995

13,228,328

13,228,328

Total financial liabilities measured at amortized cost

284,603,589

342,734,990

202,336,527

224,164,923

Derivative financial instruments

4,997,124

4,997,124

10,416,675

10,416,675

Derivative hedge liabilities

1,351,530

1,351,530

1,840,188

1,840,188

Total financial derivative liabilities

6,348,654

6,348,654

12,256,863

12,256,863

Total other financial liabilities (*)

290,952,243

349,083,644

214,593,390

236,421,786

Account payable- trade and other payable

303,392,581

303,392,581

282,223,336

282,223,336

Accounts payable to related parties

6,936,910

6,936,910

10,069,043

10,069,043

Total commercial obligations and other accounts payable

310,329,491

310,329,491

292,292,379

292,292,379

Total financial liabilities

601,281,734

659,413,135

506,885,769

528,714,165

 

 

 

 

 

(*) 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-55


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

b)   Financial instruments by category:

 

As of December 31, 2018

Fair value with changes in income

Financial assets measured at amortized cost

Hedge derivatives

Total

ThCh$

ThCh$

ThCh$

ThCh$

Financial assets

 

 

 

 

Derivative financial instruments

11,522,482

-

-

11,522,482

Marketable securities and investments in other companies

11,010,433

-

-

11,010,433

Derivative hedge assets

-

-

3,537,633

3,537,633

Total other financial assets

22,532,915

-

3,537,633

26,070,548

Cash and cash equivalents

-

319,014,050

-

319,014,050

Trade and other receivable (net)

-

324,065,462

-

324,065,462

Accounts receivable from related parties

-

3,239,706

-

3,239,706

Total financial assets

22,532,915

646,319,218

3,537,633

672,389,766

 

As of December 31, 2018

Fair value with changes in income

Hedge derivatives

Financial liabilities measured at amortized cost

Total

ThCh$

ThCh$

ThCh$

ThCh$

Financial liabilities

 

 

 

 

Bank borrowings

-

-

113,360,982

113,360,982

Bonds payable

-

-

139,362,478

139,362,478

Financial leases obligations

-

-

17,912,134

17,912,134

Deposits for return of bottles and containers

-

-

13,967,995

13,967,995

Derivative financial instruments

4,997,124

-

-

4,997,124

Derivative hedge liabilities

-

1,351,530

-

1,351,530

Total other financial liabilities

4,997,124

1,351,530

284,603,589

290,952,243

Account payable- trade and other payable

-

-

303,392,581

303,392,581

Accounts payable to related parties

-

-

6,936,910

6,936,910

Total financial liabilities

4,997,124

1,351,530

594,933,080

601,281,734

 

As of December 31, 2017

Fair value with changes in income

Financial assets measured at amortized cost

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 receivable (net)

-

290,187,993

-

290,187,993

Accounts receivable from related parties

-

6,069,235

-

6,069,235

Total financial assets

10,724,196

466,301,830

1,918,191

478,944,217

 

 

F-56


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

As of December 31, 2017

Fair value with changes in income

Hedge derivatives

Financial liabilities 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

Deposits for return of bottles and containers

-

-

13,228,328

13,228,328

Derivative financial instruments

10,416,675

-

-

10,416,675

Derivative hedge liabilities

-

1,840,188

-

1,840,188

Total other financial liabilities

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 parties

-

-

10,069,043

10,069,043

Total financial liabilities

10,416,675

1,840,188

494,628,906

506,885,769

 

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, 2018

As of December 31, 2017

Number agreegments

Nominal amounts thousand

Asset

Liability

Number agreegments

Nominal amounts thousand

Asset

Liability

ThCh$

ThCh$

ThCh$

ThCh$

Cross currency interest rate swaps CLP/USD

1

2,000

3,325,079

1,194,502

1

2,000

1,918,191

1,484,538

Less than a year

-

-

1,194,502

-

-

-

1,484,538

Between 1 and 5 years

 

2,000

3,325,079

-

 

2,000

1,918,191

-

Cross currency interest rate swaps USD/EURO

1

11,600

212,554

157,028

1

7,872

-

355,650

Less than a year

 

-

212,554

-

 

7,872

-

355,650

Between 1 and 5 years

11,600

-

157,028

 

-

-

-

Total

2

 

3,537,633

1,351,530

2

 

1,918,191

1,840,188

Forwards USD

32

269,371

11,264,711

3,832,634

27

245,641

3,095,825

9,722,619

Less than a year

269,371

11,264,711

3,832,634

245,641

3,095,825

9,722,619

Forwards Euro

10

79,326

225,815

1,153,302

14

65,598

44,474

694,056

Less than a year

79,326

225,815

1,153,302

65,598

44,474

694,056

Forwards CAD

3

2,650

28,381

3,986

3

1,750

15,530

-

Less than a year

 

2,650

28,381

3,986

1,750

15,530

-

Forwards GBP

4

1,030

3,575

7,202

2

480

2,562

-

Less than a year

1,030

3,575

7,202

480

2,562

-

Total

49

 

11,522,482

4,997,124

46

 

3,158,391

10,416,675

Total instruments

51

 

15,060,115

6,348,654

48

 

5,076,582

12,256,863

 

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).

 

 

F-57


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 Scotiabank Chile. See additional disclosures in Note 21 – Other financial liabilities.

 

As of December 31, 2018

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

8,256,869

EUR

8,201,343

55,526

06-18-2021

Banco de Chile

Flow interest rate on bank bonds

UF

60,388,039

CLP

58,257,462

2,130,577

09-15-2021

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

The Consolidated Statement of Other Comprehensive Income includes under the caption cash flow hedge, for the years ended December 31, 2018, a credit before income taxes of ThCh$  63,008 (ThCh$  5,661 and ThCh$  84,962, in 2017 and  2016, 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-58


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

As of December 31, 2018

Recorded fair value

Fair value hierarchy

level 1

level 2

level 3

ThCh$

ThCh$

ThCh$

ThCh$

Derivative financial instruments

11,522,482

-

11,522,482

-

Market securities and investments in other companies

11,010,433

11,010,433

-

-

Derivative hedge assets

3,537,633

-

3,537,633

-

Total other financial assets

26,070,548

11,010,433

15,060,115

-

Derivative financial instruments

4,997,124

-

4,997,124

-

Derivative hedge liabilities

1,351,530

-

1,351,530

-

Total financial derivative liabilities

6,348,654

-

6,348,654

-

 

 

 

 

 

 

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

-

Total other financial assets

12,642,387

7,565,805

5,076,582

-

Derivative financial instruments

10,416,675

-

10,416,675

-

Derivative hedge liabilities

1,840,188

-

1,840,188

-

Total financial derivative liabilities

12,256,863

-

12,256,863

-

 

 

 

 

 

 

During the year ended as of December 31, 2018, 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-59


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018


Note 8
 Cash and cash equivalents

                                                                          

Cash and cash equivalent balances are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

As of December 31, 2016

 

ThCh$

ThCh$

ThCh$

Cash on hand

221,071

97,228

106,203

Bank balances

64,085,358

45,389,589

41,519,788

Cash

64,306,429

45,486,817

41,625,991

Time deposits

46,723,278

4,804,224

14,955,778

Securities purchased under resale agreements

196,319,058

102,695,758

75,447,904

Investments in mutual funds

10,194,222

16,586,749

24,772

Short term investments classified as cash equivalents

206,513,280

119,282,507

75,472,676

Cash equivalents

253,236,558

124,086,731

90,428,454

Overnight deposits

1,471,063

471,054

1,978,738

Total other cash and cash equivalents

1,471,063

471,054

1,978,738

Total

319,014,050

170,044,602

134,033,183

 

 

F-60


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The composition of cash and cash equivalents by currency as of December 31, 2018, is detailed as follows:

 

 

Chilean Peso

US Dollar

Euro

Argentine Peso

Uruguayan Peso

Paraguayan Guarani

Bolivian

Others

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Cash on hand

77,940

5,290

-

5,477

-

-

132,364

-

221,071

Bank balances

39,692,222

17,550,277

954,640

1,039,825

548,975

2,495,748

1,127,401

676,270

64,085,358

Cash

39,770,162

17,555,567

954,640

1,045,302

548,975

2,495,748

1,259,765

676,270

64,306,429

Time deposits

24,755,756

-

-

21,967,522

-

-

-

-

46,723,278

Securities purchased under resale agreements

196,319,058

-

-

-

-

-

-

-

196,319,058

Investments in mutual funds

-

-

-

10,194,222

-

-

-

-

10,194,222

Short term investments classified as cash equivalents

196,319,058

-

-

10,194,222

-

-

-

-

206,513,280

Cash equivalents

221,074,814

-

-

32,161,744

-

-

-

-

253,236,558

Overnight deposits

-

1,471,063

-

-

-

-

-

-

1,471,063

Total other cash and cash equivalents

-

1,471,063

-

-

-

-

-

-

1,471,063

Total

260,844,976

19,026,630

954,640

33,207,046

548,975

2,495,748

1,259,765

676,270

319,014,050

 

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

Bolivian

Others

Total

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Cash on hand

75,623

16,154

-

5,451

-

-

-

-

97,228

Bank balances

30,110,816

4,691,411

182,966

1,391,103

718,348

7,758,211

-

536,734

45,389,589

Cash

30,186,439

4,707,565

182,966

1,396,554

718,348

7,758,211

-

536,734

45,486,817

Time deposits

4,804,224

-

-

-

-

-

-

-

4,804,224

Securities purchased under resale agreements

102,695,758

-

-

-

-

-

-

-

102,695,758

Investments in mutual funds

-

-

-

16,586,749

-

-

-

-

16,586,749

Short term investments classified as cash equivalents

102,695,758

-

-

16,586,749

-

-

-

-

119,282,507

Cash equivalents

107,499,982

-

-

16,586,749

-

-

-

-

124,086,731

Overnight deposits

-

471,054

-

-

-

-

-

-

471,054

Total other cash and cash equivalents

-

471,054

-

-

-

-

-

-

471,054

Total

137,686,421

5,178,619

182,966

17,983,303

718,348

7,758,211

-

536,734

170,044,602

 

 

F-61


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

Bolivian

Others

Total

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Cash on hand

100,921

788

-

4,494

-

-

-

-

106,203

Bank balances

27,164,330

6,479,095

786,887

2,158,115

1,136,783

3,291,550

-

503,028

41,519,788

Cash

27,265,251

6,479,883

786,887

2,162,609

1,136,783

3,291,550

-

503,028

41,625,991

Time deposits

14,754,416

-

-

201,362

-

-

-

-

14,955,778

Securities purchased under resale agreements

75,447,904

-

-

-

-

-

-

-

75,447,904

Investments in mutual funds

-

-

-

24,772

-

-

-

-

24,772

Short term investments classified as cash equivalents

75,447,904

-

-

24,772

-

-

-

-

75,472,676

Cash equivalents

90,202,320

-

-

226,134

-

-

-

-

90,428,454

Overnight deposits

-

1,978,738

-

-

-

-

-

-

1,978,738

Total other cash and cash equivalents

-

1,978,738

-

-

-

-

-

-

1,978,738

Total

117,467,571

8,458,621

786,887

2,388,743

1,136,783

3,291,550

-

503,028

134,033,183

 

 

F-62


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The composition of time deposits is detailed as follows:

 

As of December 31, 2018:

 

Financial entity

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

Banco de Chile

12-21-2018

01-30-2019

USD

486,812

3.50

Banco de Chile

12-24-2018

01-09-2019

CLP

1,250,613

0.21

Banco de Chile

12-26-2018

01-25-2019

USD

139,017

3.25

Banco de Chile

12-27-2018

01-25-2019

USD

62,548

2.75

Banco Francés - Argentina

12-07-2018

03-07-2019

ARS

5,921,330

0.53

Banco Francés - Argentina

12-12-2018

03-12-2019

ARS

5,110,766

0.50

Banco HSBC - Argentina

12-12-2018

03-12-2019

ARS

4,921,479

0.50

Banco Itaú - Argentina

11-07-2018

01-07-2019

ARS

6,013,947

0.58

Banco Santander - Chile

12-18-2018

01-10-2019

CLP

2,803,033

0.25

Banco Santander - Chile

12-19-2018

01-10-2019

CLP

10,010,400

0.26

Banco Santander - Chile

12-27-2018

01-24-2019

CLP

10,003,333

0.25

Total

 

 

 

46,723,278

 

 

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

 

 

 

F-63


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

As of December 31, 2018:

 

Financial entity

Underlying Asset (Time Deposit) (*)

Date of placement

Due date

Currency

Amount

Monthly interest rate (%)

ThCh$

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-17-2018

01-04-2019

CLP

6,807,616

0.24

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-20-2018

01-10-2019

CLP

3,552,994

0.23

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-21-2018

01-10-2019

CLP

1,196,505

0.23

BanChile Corredores de Bolsa S.A.

Banco BICE - Chile

12-21-2018

01-10-2019

CLP

1,997,067

0.23

BanChile Corredores de Bolsa S.A.

Banco Security - Chile

12-21-2018

01-10-2019

CLP

709,418

0.23

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-21-2018

01-10-2019

CLP

296,155

0.23

BanChile Corredores de Bolsa S.A.

Banco Security - Chile

12-21-2018

01-10-2019

CLP

184,213

0.23

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-21-2018

01-16-2019

CLP

283,475

0.23

BanChile Corredores de Bolsa S.A.

Banco Security - Chile

12-21-2018

01-16-2019

CLP

91,813

0.23

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-26-2018

01-15-2019

CLP

10,004,000

0.24

BanChile Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-26-2018

01-10-2019

CLP

300,885

0.24

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-26-2018

01-10-2019

CLP

1,100,440

0.24

BanChile Corredores de Bolsa S.A.

Banco del Estado de Chile

12-26-2018

01-10-2019

CLP

490,196

0.24

BanChile Corredores de Bolsa S.A.

Banco de Chile

12-26-2018

01-10-2019

CLP

5,001,235

0.24

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-28-2018

01-15-2019

CLP

3,500,840

0.24

BanChile Corredores de Bolsa S.A.

Scotiabank Chile

12-28-2018

01-15-2019

CLP

1,500,360

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Chile

12-13-2018

01-14-2019

CLP

4,105,904

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Chile

12-14-2018

01-02-2019

CLP

1,094,729

0.24

BancoEstado Corredores de Bolsa S.A.

Banco del Estado de Chile

12-14-2018

01-02-2019

CLP

7,009,520

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-14-2018

01-02-2019

CLP

1,911,598

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Santander - Chile

12-14-2018

01-02-2019

CLP

415,536

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Security - Chile

12-14-2018

01-02-2019

CLP

5,690,513

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Santander - Chile

12-14-2018

01-30-2019

CLP

250,340

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Security - Chile

12-20-2018

01-30-2019

CLP

500,440

0.24

BancoEstado Corredores de Bolsa S.A.

Scotiabank Chile

12-24-2018

01-10-2019

CLP

199,653

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-24-2018

01-10-2019

CLP

950,991

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Chile

12-26-2018

01-30-2019

CLP

2,634,725

0.24

BancoEstado Corredores de Bolsa S.A.

Banco del Estado de Chile

12-26-2018

01-30-2019

CLP

6,702,680

0.24

BancoEstado Corredores de Bolsa S.A.

Scotiabank Chile

12-26-2018

01-30-2019

CLP

4,829,042

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-26-2018

01-30-2019

CLP

8,848,606

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Santander - Chile

12-26-2018

01-30-2019

CLP

6,560,550

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Itaú Corpbanca - Chile

12-26-2018

01-30-2019

CLP

1,650,525

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Security - Chile

12-26-2018

01-30-2019

CLP

4,881,954

0.24

BancoEstado Corredores de Bolsa S.A.

Banco Consorcio

12-26-2018

01-30-2019

CLP

3,427,727

0.24

BancoEstado Corredores de Bolsa S.A.

Banco de Chile

12-27-2018

01-15-2019

CLP

3,279,009

0.25

BancoEstado Corredores de Bolsa S.A.

Banco del Estado de Chile

12-27-2018

01-15-2019

CLP

472,241

0.25

BancoEstado Corredores de Bolsa S.A.

Banco de Chile

12-27-2018

01-10-2019

CLP

600,200

0.25

BancoEstado Corredores de Bolsa S.A.

Banco de Crédito e Inversiones - Chile

12-27-2018

01-15-2019

CLP

3,001,000

0.25

BBVA Corredores de Bolsa Ltda.

Banco del Estado de Chile

11-30-2018

01-04-2019

CLP

3,899,730

0.26

BBVA Corredores de Bolsa Ltda.

Banco Itaú Corpbanca - Chile

11-30-2018

01-04-2019

CLP

2,216,658

0.26

BBVA Corredores de Bolsa Ltda.

Banco del Estado de Chile

12-13-2018

01-02-2019

CLP

2,859,342

0.25

BBVA Corredores de Bolsa Ltda.

Banco del Estado de Chile

12-13-2018

01-30-2019

CLP

270,405

0.25

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-13-2018

01-16-2019

CLP

233,620

0.25

BBVA Corredores de Bolsa Ltda.

Banco Security - Chile

12-13-2018

01-16-2019

CLP

1,969,680

0.25

BBVA Corredores de Bolsa Ltda.

Banco de Chile

12-13-2018

01-02-2019

CLP

3,550,258

0.25

BBVA Corredores de Bolsa Ltda.

Banco Santander - Chile

12-17-2018

01-02-2019

CLP

2,876,187

0.25

BBVA Corredores de Bolsa Ltda.

Banco Itaú Corpbanca - Chile

12-17-2018

01-02-2019

CLP

7,880,787

0.25

BBVA Corredores de Bolsa Ltda.

Scotiabank Chile

12-17-2018

01-16-2019

CLP

1,474,627

0.25

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-17-2018

01-16-2019

CLP

1,550,072

0.25

BBVA Corredores de Bolsa Ltda.

Banco Itaú Corpbanca - Chile

12-17-2018

01-16-2019

CLP

1,230,260

0.25

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-17-2018

01-02-2019

CLP

4,911,284

0.25

BBVA Corredores de Bolsa Ltda.

Banco de Chile

12-19-2018

01-10-2019

CLP

6,881,358

0.26

BBVA Corredores de Bolsa Ltda.

Banco del Estado de Chile

12-19-2018

01-10-2019

CLP

7,941,664

0.26

BBVA Corredores de Bolsa Ltda.

Scotiabank Chile

12-19-2018

01-10-2019

CLP

3,822,988

0.26

BBVA Corredores de Bolsa Ltda.

Banco Santander - Chile

12-19-2018

01-10-2019

CLP

4,451,265

0.26

BBVA Corredores de Bolsa Ltda.

Banco Itaú Corpbanca - Chile

12-19-2018

01-10-2019

CLP

1,963,352

0.26

BBVA Corredores de Bolsa Ltda.

Banco Itaú Corpbanca - Chile

12-19-2018

01-10-2019

CLP

185,620

0.26

BBVA Corredores de Bolsa Ltda.

Banco Security - Chile

12-19-2018

01-10-2019

CLP

1,967,453

0.26

BBVA Corredores de Bolsa Ltda.

Banco Security - Chile

12-19-2018

01-10-2019

CLP

895,503

0.26

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-24-2018

01-10-2019

CLP

4,802,350

0.26

BBVA Corredores de Bolsa Ltda.

Banco Santander - Chile

12-24-2018

01-10-2019

CLP

2,602,140

0.26

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-24-2018

01-10-2019

CLP

2,501,517

0.26

BBVA Corredores de Bolsa Ltda.

Banco de Chile

12-24-2018

01-09-2019

CLP

900,546

0.26

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-27-2018

01-30-2019

CLP

1,190,413

0.26

BBVA Corredores de Bolsa Ltda.

Banco de Crédito e Inversiones - Chile

12-27-2018

01-10-2019

CLP

3,801,316

0.26

BBVA Corredores de Bolsa Ltda.

Scotiabank Chile

12-27-2018

01-15-2019

CLP

9,453,276

0.26

BBVA Corredores de Bolsa Ltda.

Banco Itaú Corpbanca - Chile

12-27-2018

01-09-2019

CLP

2,000,692

0.26

Total

 

 

 

 

196,319,058

 

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

 

 

F-64


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

Scotiabank Azul - 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.

Scotiabank Azul - Chile

12-27-2017

01-08-2018

CLP

1,700,567

0.25

BBVA Corredores de Bolsa Ltda.

Scotiabank Azul - 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.

Scotiabank Azul - 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-65


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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-66


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Payments for business acquisitions are detailed as follows:

 

 

 

 

For the years ended as of December 31,

 

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Total disbursement per business acquisition

 

 

 

 

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

 

59,505,559

49,312,890

27,043,481

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

 

49,222,782

7,800,000

19,111,686

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

 

-

1,149,689

2,174,370

Payment for changes in ownership interests in subidiaries (4)

 

5,819,495

-

641,489

Total

 

114,547,836

58,262,579

48,971,026

(1)  Corresponds to payments of commited capital made between 2016 to 2018 in Central Cervecera de Colombia S.A.S. and the acquisition in 2017 of 50% of Zona Franca Central Cervecera S.A.S. (see Note 16 – Investments accounted using equity method). Additionally, in 2016, includes the amount paid in proportion to the creation of the company Promarca Internacional SpA. (See Note 1 – General information, letter E)).  

(2)  In 2018, through its subsidiary CCU Inversiones S.A. correspond to the acquisition of 15.79% of VSPT (see Note 1 – General information, letter D)). In 2017, corresponds to the acquisition of 2.5% of interet in VSPT, through its subsidiary CCU Inversiones S.A. (see Note 1 – General information, letter D)). 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 – General information, letter D)).

(3)  In 2017, mainly corresponds to the payment of 40% of the acquisitions of Americas Distilling Investment LLC. In 2016, corresponds to capital contributions in Bebidas Bolivianas BBO S.A.

(4)  Corresponds to the payment to obtain control of Bebidas Bolivianas BBO S.A. and Cervecera Guayacán SpA. (See Note 15 – Business combinations, letter a) and b)). Additionally in 2016 includes the payment for ownership on Sajonia Brewing Company S.R.L. of Paraguay (see Note 15 – Business combinations, letter c)).

 

Note 9  Other non-financial assets

 

The Company maintained the following other non-financial assets:

 

 

As of December 31, 2018

As of December 31, 2017

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Insurances paid

3,565,768

-

3,348,593

-

Advertising

7,976,638

3,173,523

7,383,730

3,632,423

Advances to suppliers

4,695,341

-

3,643,691

-

Prepaid expenses

1,685,096

1,705,693

583,165

755,703

Total advances

17,922,843

4,879,216

14,959,179

4,388,126

Guarantees paid

62,316

106,571

59,452

242,535

Consumables

393,234

-

446,565

-

Dividends receivable

423,994

-

353,150

-

Other

59,027

21,363

15,879

14,166

Total other assets

938,571

127,934

875,046

256,701

Total

18,861,414

5,007,150

15,834,225

4,644,827

 

 

Nature of each non-financial asset:

 

a)   Insurances paid: Annual payments for insurances policies are included, which are capitalized and then amortized according the term of the contract.

 

b)   Advertising: Corresponds to advertising and promotion contracts related to customers and advertising service providers, that promote our brands which are capitalized and then amortized according the term of the contract.

 

c)   Advances to suppliers: Payments made to suppliers mainly for assets constructions and purchases of property, plants and equipments.

 

 

F-67


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

d)   Prepaid expenses: Services paid in advance that give entitlement to benefits usually for a period of 12 months, they are reflected against result as they are accrued.

 

e)   Guarantees paid: It is the initial payment for the lease of goods required by the lessor to ensure compliance with the conditions stipulated in the contract.

 

f)    Materials to be consumed: Under this item are mainly included security supplies, clothing or supplies to be used in administrative offices, such as: eyeglasses, gloves, masks, aprons, etc.

  

g)   Dividends receivable: Dividends receivable from associates and joint ventures.

 

 

Note 10  Trade and other receivables

 

The trade and other receivables are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Chile operating segment

162,477,091

-

159,465,654

-

International business operating segment

76,166,145

-

62,587,204

-

Wines operating segment

51,478,501

-

40,284,490

-

Total commercial debtors

290,121,737

-

262,337,348

-

Impairment loss estimate

(6,059,201)

-

(4,154,752)

-

Total commercial debtors - net

284,062,536

-

258,182,596

-

Others accounts receivables (1)

36,639,803

3,363,123

28,031,002

3,974,395

Total other accounts receivable

36,639,803

3,363,123

28,031,002

3,974,395

Total

320,702,339

3,363,123

286,213,598

3,974,395

(1)   As of December 31, 2018, this item mainly includes ThCh$ 1,392,650 in current and ThCh$ 1,240,461 (ThCh$ 2,411,833 in 2017) 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 14 – Non-current assets of disposal groups classifield as held for sale).

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Chilean Peso

191,979,443

183,948,334

Argentine Peso

67,553,470

55,526,379

US Dollar

34,113,849

27,810,990

Euro

10,152,559

9,326,882

Unidad de Fomento

2,678,592

2,590,736

Uruguayan Pesos

5,128,068

4,372,909

Paraguayan Guarani

8,774,244

5,495,532

Bolivian

1,340,388

-

Others currencies

2,344,849

1,116,231

Total

324,065,462

290,187,993

 

 

F-68


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The detail of the accounts receivable maturities as of December 31, 2018, 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$

Chile operating segment

162,477,091

152,644,412

5,928,791

1,085,806

844,101

1,973,981

International business operating segment

76,166,145

63,419,349

9,546,370

1,092,229

701,571

1,406,626

Wines operating segment

51,478,501

44,304,213

6,248,007

272,721

305,811

347,749

Total commercial debtors

290,121,737

260,367,974

21,723,168

2,450,756

1,851,483

3,728,356

Impairment loss estimate

(6,059,201)

(148,214)

(542,195)

(600,433)

(1,407,848)

(3,360,511)

Total commercial debtors - net

284,062,536

260,219,760

21,180,973

1,850,323

443,635

367,845

Others accounts receivables

36,639,803

36,056,454

321,767

162,295

99,233

54

Total other accounts receivable

36,639,803

36,056,454

321,767

162,295

99,233

54

Total current

320,702,339

296,276,214

21,502,740

2,012,618

542,868

367,899

Others accounts receivables

3,363,123

3,363,123

-

-

-

-

Total non-current

3,363,123

3,363,123

-

-

-

-

 

 

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$

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

Total commercial debtors

262,337,348

242,707,750

13,286,335

1,852,184

1,901,047

2,590,032

Impairment loss estimate

(4,154,752)

-

(421,560)

(695,114)

(1,001,699)

(2,036,379)

Total commercial debtors - net

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

3,974,395

3,974,395

-

-

-

-

Total non-current

3,974,395

3,974,395

-

-

-

-

 

 

The Company markets its products through wholesale customers, retail and supermarket chains. As of December 31, 2018, the accounts receivable from the three most important supermarket chains in Chile and Argentina represent 27.3% (28.1% in 2017) of the total accounts receivable.

 

As indicated in the Risk management note (See Note 5 – Risk administration), 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.

 

 

F-69


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The general criteria for the determination of the provision for impairment has been established in the framework of IFRS 9, which requires analysing the behavior of the client portfolio in the long term in order to generate an expected credit loss index by tranches based on the age of the portfolio. This analysis delivered the following results for the Company:

 

 

Current balance

Overdue balances

0 a 3 months

3 a 6 months

6 a 12 months

More than 12 months

%  Impairment loss estimate by stretch

0.10

4.30

32.60

100.00

100.00

 

 

 

 

 

 

 

The percentage of impairment determined for the portfolio in each court may differ from the direct application of the previously presented parameters because these percentages are applied to the uncovered portfolio of credit insurance that the Company takes. Past due balances over 6 months and for which no estimates have been made for impairment losses, correspond mainly to items protected by credit insurance. Additionally, there are expired amounts in this stretch, which according to the policy, partial losses due to impairment are estimated based on an individual case-by-case analysis.

 

For the above mentioned, management estimates that it does not require establishing allowances for further impairment, 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 write off normally takes more than 1 year.

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Balance at the beginning of year

(4,154,752)

(3,837,914)

First application effect IFRS 9

(192,377)

-

Initial balance restated

(4,347,129)

(3,837,914)

Impairment estimate for accounts receivable

(1,697,861)

(1,948,264)

Uncollectible accounts

527,545

634,256

Add back of unused provisions

448,056

832,704

Estimates resulting from business combinations (1)

(1,354,559)

-

Effect of translation into presentation currency

364,747

164,466

Total

(6,059,201)

(4,154,752)

(1)   See Note 15 – Business Combinations.

 

F-70


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

Conditions of the balances and transaccions with related parties:

 

(1) Business operations agreed upon Chilean peso with a payment condition usually up to 30 days.

 

(2) Business operations agreed upon in foreign currencies and with a payment condition up to 30 days. Balances are presented at the closing exchange rate.

 

(3)

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 with maturing in the year 2023. 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.

 

(4)

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 to expire on the following dates: May 31, 2018, May 31, 2019 and May 31, 2020.

 

(5)

Business operations agreed upon in Chilean Pesos that will accrue a TAB interest rate to 30 days plus a spread of 0.78% annual.

 

The transaction table includes the main transactions made with related parties.

 


F-71

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The detail of the accounts receivable and payable from related parties as of December 31, 2018 and 2017, are detailed as follows:

 

Accounts receivable from related parties

 

Current:

 

Tax ID

Company

Country of origin

Ref.

Relationship

Transaction

Currency

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

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

2,959

2,253

76,035,409-0

Cervecera Guayacán SpA.

Chile

(1)

Associate of subsidiary (until July 2018)

Sales of products

CLP

-

80,298

76,079,669-7

Minera Antucoya

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

161

355

76,111,872-2

Inversiones Tv Medios Ltda.

Chile

(1)

Related to the controller

Sales of products

CLP

33

-

76,115,132-0

Canal 13 SpA.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

51

-

76,178,803-5

Viña Tabalí S.A.

Chile

(1)

Related to the controller's shareholder

Services provided

CLP

51,667

40,965

76,178,803-5

Viña Tabalí S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

153

-

76,363,269-5

Inversiones Alabama Ltda.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

738

-

76,380,217-5

Hapag-Lloyd Chile SpA.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

141

-

76,481,675-7

Cervecería Szot SpA.

Chile

(1)

Associate of subsidiary

Services provided

CLP

2,869

-

76,481,675-7

Cervecería Szot SpA.

Chile

(1)

Associate of subsidiary

Sales of products

CLP

23,090

15,009

76,481,675-7

Cervecería Szot SpA.

Chile

(1)

Associate of subsidiary

Remittanse send

CLP

495

-

76,481,675-7

Cervecería Szot SpA.

Chile

(5)

Associate of subsidiary

Loan

CLP

50,000

-

76,486,051-9

Inversiones Río Elqui SpA.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

24,029

-

76,727,040-2

Minera Centinela

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

608

781

76,806,870-4

Transacciones e Inv. Arizona S.A.

Chile

(1)

Related to the controller

Sales of products

CLP

11

-

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

(1)

Related to non-controlling subsidiary

Sales of products

CLP

101,664

245,385

77,755,610-K

Comercial Patagona Ltda.

Chile

(1)

Subsidiary of joint venture

Sales of products

CLP

1,222,832

667,195

78,105,460-7

Alimentos Nutrabien S.A.

Chile

(1)

Subsidiary of joint venture (until november 2018)

Sales of products

CLP

-

151

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

(1)

Shareholder of joint operation

Services provided

CLP

751,805

2,997,036

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

(1)

Shareholder of joint operation

Sales of products

CLP

-

402,666

81,148,200-5

Ferrocarril de Antofagasta a Bolivia S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

5,070

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

(4)

Shareholder of subsidiary

Supply contract

UF

47,082

77,929

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(3)

Shareholder of subsidiary

Loan

UF

32,149

31,191

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(1)

Shareholder of subsidiary

Sales of products

CLP

1,478

-

90,081,000-8

Compañía Chilena de Fósforos S.A.

Chile

(1)

Shareholder of subsidiary (until January 2018)

Sales of products

CLP

-

2,893

90,160,000-7

Compañía Sud Americana de Vapores S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

1,264

165

91,021,000-9

Invexans S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

33

3,713

91,705,000-7

Quiñenco S.A.

Chile

(1)

Controller's Shareholder

Sales of products

CLP

3,929

2,759

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

4,384

4,341

92,048,000-4

SAAM S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

149

83

93,920,000-2

Antofagasta Minerals S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

3,167

2,640

94,625,000-7

Inversiones Enex S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

195,720

234,880

96,427,000-7

Inversiones y Rentas S.A.

Chile

(1)

Controller

Services provided

CLP

3,465

3,465

96,536,010-7

Inversiones Consolidadas Ltda.

Chile

(1)

Related to the controller

Sales of products

CLP

853

121

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

3,545

514

96,591,040-9

Empresas Carozzi S.A.

Chile

(1)

Shareholder of joint operation

Sales of products

CLP

-

76,635

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

315

67

96,790,240-3

Minera Los Pelambres

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

300

659

96,819,020-2

Agrícola El Cerrito S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

11

-

96,847,140-6

Inmobiliaria Norte Verde S.A.

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

33

-

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Services provided

CLP

139,647

74,387

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Remittanse send

CLP

2,923

-

96,922,250-7

Agrícola Valle Nuevo S.A.

Chile

(1)

Related to the controller

Sales of products

CLP

33

-

97,004,000-5

Banco de Chile

Chile

(1)

Related to the controller's shareholder

Sales of products

CLP

44,604

62,816

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Remittanse send

CLP

20,035

4,334

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Services provided

CLP

269,946

685,412

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Sales of products

CLP

11,071

16,654

96,951,040-5

Inversiones Rosario S.A.

Chile

(1)

Related to the controller

Sales of products

CLP

22

-

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

(2)

Associate (until July 2018)

Sales of products

USD

-

30,791

0-E

Central Cervecera de Colombia S.A.S.

Colombia

(2)

Joint venture

Sales of products

USD

9,480

9,248

0-E

Gráfica Editorial Intersudamericana S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Sales of products

PYG

-

220

0-E

Palermo S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Sales of products

PYG

-

8,247

0-E

Paraguay Soccer S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Sales of products

PYG

-

85

0-E

QSR S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Sales of products

PYG

434

410

Total

 

 

 

 

 

 

3,048,841

5,810,764

 

 

F-72


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Non Current:

Tax ID

Company

Country of origin

Ref.

Relationship

Transaction

Currency

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(3)

Shareholder of subsidiary

Loan

UF

143,783

166,928

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(4)

Shareholder of subsidiary

Supply contract

UF

47,082

91,543

Total

 

 

 

 

 

 

190,865

258,471

Accounts payable to related parties

 

Current:

 

Tax ID

Company

Country of origin

Ref.

Relationship

Transaction

Currency

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

76,115,132-0

Canal 13 SpA.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

277,515

196,805

76,380,217-5

Hapag-Lloyd Chile SpA.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

32,646

54,194

76,481,675-7

Cervecería Szot SpA.

Chile

(1)

Associate of subsidiary

Purchase of products

CLP

2,199

17,288

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

(1)

Related to non-controlling subsidiary

Services received

CLP

8,704

13,733

77,755,610-K

Comercial Patagona Ltda.

Chile

(1)

Subsidiary of joint venture

Services received

CLP

92,129

106,671

78,053,790-6

Servipag Ltda.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

4,218

-

78,105,460-7

Alimentos Nutrabien S.A.

Chile

(1)

Subsidiary of joint venture (until november 2018)

Purchase of products

CLP

-

543

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

(1)

Shareholder of joint operation

Purchase of products

CLP

1,160,168

958,293

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

(1)

Shareholder of subsidiary

Purchase of products

CLP

417

37,433

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

(1)

Related to the controller's shareholder

Purchase of products

CLP

44,239

139,373

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

1,711

2,025

96,591,040-9

Empresas Carozzi S.A.

Chile

(1)

Shareholder of joint operation

Purchase of products

CLP

736,974

1,595,771

94,625,000-7

Inversiones Enex S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

76

76

96,689,310-9

Transbank S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

5,868

3,462

96,798,520-1

Saam Extraportuarios S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

17,201

1,971

96,810,030-0

Radiodifusión SpA.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

41,170

55,244

96,908,970-K

San Antonio Terminal Internacional S.A.

Chile

(1)

Related to the controller's shareholder

Services received

CLP

15,724

7,541

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Remittanse received

CLP

7,869

-

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Purchase of products

CLP

1,204,662

1,152,343

96,919,980-7

Cervecería Austral S.A.

Chile

(1)

Joint venture

Royalty

CLP

109,091

-

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

1,244

22,730

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Remittanse received

CLP

46,708

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Purchase of products

CLP

19,920

17,406

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

(1)

Joint venture

Consignation sales

CLP

211,985

233,565

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

(2)

Associate (until July 2018)

Services received

USD

-

44,451

0-E

Ecor Ltda.

Bolivia

(2)

Related to the subsidiary's shareholder

Services received

BOB

11,879

-

0-E

Central Cervecera de Colombia S.A.S.

Colombia

(2)

Joint venture

Services received

USD

24,449

14,199

0-E

Nestlé Waters Marketing & Distribution

France

(2)

Related to the subsidiary's shareholder

Purchase of products

Euros

12,256

-

0-E

Amstel Brouwerijen B.V.

Netherlands

(2)

Related to the controller's shareholder

License and technical assistance

Euros

120,726

66,583

0-E

Heineken Brouwerijen B.V.

Netherlands

(2)

Related to the controller's shareholder

Purchase of products

USD

1,044,963

1,241,991

0-E

Heineken Brouwerijen B.V.

Netherlands

(2)

Related to the controller's shareholder

License and technical assistance

Euros

1,486,100

1,349,472

0-E

Heineken Brouwerijen B.V.

Netherlands

(2)

Related to the controller's shareholder

Royalty

USD

12,879

2,586,380

0-E

Heineken Brouwerijen B.V.

Netherlands

(2)

Related to the controller's shareholder

Services received

USD

1,025

1,025

0-E

Banco Amambay S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Services received

PYG

-

148

0-E

Banco BASA S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Services received

PYG

18

-

0-E

Emprendimientos Hoteleros S.A.E.C.A

Paraguay

(2)

Related to the subsidiary's shareholder

Services received

PYG

11,249

8,481

0-E

Gráfica y Editorial Intersuda S.A.

Paraguay

(2)

Related to the subsidiary's shareholder

Purchase of products

PYG

-

448

0-E

Watt's Alimentos S.A.

Paraguay

(2)

Related joint venture shareholder

Purchase of products

USD

106,531

92,566

0-E

Societé des Produits Nestlé S.A.

Switzerland

(2)

Related to the subsidiary's shareholder

Royalty

CHF

62,397

46,572

Total

 

 

 

 

 

 

6,936,910

10,069,043

 

 

F-73


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Most significant transactions and effects on results:

 

As of December 31, 2018 and 2017 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

2018

2017

Amounts

(Charges)/Credits (Effect on Income)

Amounts

(Charges)/Credits (Effect on Income)

ThCh$

ThCh$

ThCh$

ThCh$

76,079,669-7

Minera Antucoya

Chile

Related to the controller's shareholder

Sales of products

2,045

1,636

1,501

1,200

76,178,803-5

Viña Tabali S.A.

Chile

Related to the controller's shareholder

Services provided

90,214

90,214

85,931

85,931

76,115,132-0

Canal 13 SpA.

Chile

Related to the controller's shareholder

Advertising

2,641,844

(2,641,844)

2,064,067

(2,064,067)

76,313,970-0

Inversiones Irsa Ltda.

Chile

Related to the controller

Dividends paid

4,522,295

-

4,457,428

-

76,481,675-7

Cervecería Szot SpA.

Chile

Associate of subsidiary

Capital contribution

-

-

52,771

-

76,553,712-6

Heliservicios 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

7,246

5,797

5,085

4,068

77,051,330-8

Cervecería Kunstmann Ltda

Chile

Related to non-controlling subsidiary

Services received

113,507

(113,507)

152,578

(152,578)

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

Related to non-controlling subsidiary

Sales of products

773,056

589,466

640,590

484,283

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Sales of products

5,777,863

3,466,718

4,807,422

2,884,453

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Services received

405,845

(405,845)

355,279

(355,279)

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Purchase of products

12,726,958

-

11,062,488

-

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Services provided

2,756,584

2,756,584

3,154,653

3,154,653

79,985,340-K

Cervecera Valdivia S.A.

Chile

Shareholder of subsidiary

Dividends paid

990,073

-

818,433

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Loan

26,483

5,826

25,204

6,467

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Purchase of grape

5,358,014

-

4,855,607

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Dividends paid

768,325

-

637,313

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Sales of products

3,731

2,985

4,727

3,782

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Supply contract

73,994

4,750

70,839

6,604

90,703,000-8

Nestlé Chile S.A.

Chile

Shareholder of subsidiary

Dividends paid

3,922,143

-

4,158,228

-

91,705,000-7

Quiñenco S.A.

Chile

Controller's Shareholder

Sales of products

20,362

16,290

15,941

12,753

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

Related to the controller's shareholder

Services received

277,482

(277,482)

298,865

(298,865)

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

Related to the controller's shareholder

Purchase of products

227,106

(227,106)

260,177

(260,177)

93,920,000-2

Antofagasta Minerals S.A.

Chile

Related to the controller's shareholder

Sales of products

34,966

27,973

33,441

26,753

94,625,000-7

Inversiones Enex S.A.

Chile

Related to the controller's shareholder

Sales of products

1,474,819

1,179,855

1,445,395

1,156,316

96,427,000-7

Inversiones y Rentas S.A.

Chile

Controller

Office lease

9,106

9,106

9,622

9,622

96,427,000-7

Inversiones y Rentas S.A.

Chile

Controller

Dividends paid

35,137,554

-

34,633,542

-

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

Related to the controller's shareholder

Investments

1,231,060,000

-

645,420,000

-

96,571,220-8

Banchile Corredora de Bolsa S.A.

Chile

Related to the controller's shareholder

Investment Rescue

1,220,115,263

1,225,263

654,640,312

720,312

96,591,040-9

Empresas Carozzi S.A

Chile

Related joint venture

Sales of products

35,820

28,656

91,198

72,958

96,657,690-7

Inversiones Punta Brava S.A.

Chile

Related to the controller's shareholder

Sales of products

1,095

876

1,150

920

96,657,690-7

Inversiones Punta Brava S.A.

Chile

Related to the controller's shareholder

Services received

87,394

(87,394)

83,946

(83,946)

96,689,310-9

Transbank S.A.

Chile

Related to the controller's shareholder

Commission

167,149

(167,149)

131,269

(131,269)

96,798,520-1

SAAM Extraportuario S.A

Chile

Related to the controller's shareholder

Services received

83,711

(83,711)

55,148

(55,148)

96,810,030-0

Radiodifusión SpA.

Chile

Related to the controller's shareholder

Services provided

470,325

(470,325)

391,598

(391,598)

96,919,980-7

Cervecería Austral S.A.

Chille

Joint venture

Dividends received

372,088

-

245,068

-

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Sales of products

-

-

413,117

183,835

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Purchase of products

10,055,050

-

8,481,780

-

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Services provided

279,607

279,607

253,473

253,473

96,919,980-7

Cerveceria Austral S.A.

Chile

Joint venture

Royalty

329,276

(329,276)

333,356

(333,356)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Interests

165,325

(165,325)

369,097

(369,097)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Transportation of securities

368,839

(368,839)

359,579

(359,579)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Derivatives

42,723,097

6,622,290

63,548,208

5,500,174

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Sales of products

247,781

198,225

219,821

175,857

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Investments

323,366,723

-

2,146,826

-

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Investment Rescue

321,199,617

334,173

2,155,817

3,596

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Remittanse send

-

-

717,900

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Services provided

444,677

444,677

731,310

731,310

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Purchase of products

11,590

(11,590)

15,329

(15,329)

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Consignation sales

3,029,169

-

2,804,870

-

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate (until july 2018)

Sales of products

194,516

73,916

425,664

161,752

0-E

Central Cervecera de Colombia S.A.S.

Colombia

Joint venture

Capital contribution

-

-

28,232,532

-

0-E

Zona Franca Central Cervecera S.A.S.

Colombia

Joint venture

Capital contribution

59,505,559

-

21,080,358

-

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

247,395

(247,395)

211,740

(211,740)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Purchase of products

432,639

-

306,553

-

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

License and technical assistance

9,609,913

(9,609,913)

11,051,487

(11,051,487)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Services received

73,733

(73,733)

166,677

(166,677)

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Sales of products

-

-

846,179

634,634

0-E

Societé des Produits Nestlé S.A.

Switzerland

Related to the subsidiary's shareholder

Royalty

543,331

(543,331)

520,363

(520,363)

 

 

 

 

 

 

 

 

 

 

 

F-74


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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$

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

(3,427,941)

76,178,803-5

Viña Tabalí S.A.

Chile

Related to the controller's shareholder

Services provided

85,931

85,931

52,470

52,470

76,313,970-0

Inversiones Irsa Ltda.

Chile

Related to the controller

Dividends paid

4,457,428

-

4,132,618

-

76,481,675-7

Cervecería Szot SpA.

Chile

Associate of subsidiary

Capital contribution

52,771

-

-

-

76,553,712-6

Heliservicios 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

Related to non-controlling subsidiary

Services received

152,578

(152,578)

83,220

(83,220)

77,051,330-8

Cervecería Kunstmann Ltda.

Chile

Related to non-controlling subsidiary

Sales of products

640,590

484,283

522,566

418,052

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Sales of products

4,807,422

2,884,453

4,259,983

1,746,594

77,755,610-K

Comercial Patagona Ltda.

Chile

Subsidiary of joint venture

Services received

355,279

(355,279)

329,258

(329,258)

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Services provided

3,154,653

3,154,653

3,234,158

3,234,158

78,259,420-6

Inversiones PFI Chile Ltda.

Chile

Shareholder of subsidiary

Purchase of products

11,062,488

-

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

Dividends paid

637,313

-

599,123

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Loan

25,204

6,467

23,844

7,017

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Purchase of grape

4,855,607

-

4,255,971

-

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Supply contract

70,839

6,604

67,267

8,321

81,805,700-8

Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda.

Chile

Shareholder of subsidiary

Sales of products

4,727

3,782

-

-

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

12,753

13,984

11,186

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

Related to the controller's shareholder

Services received

298,865

(298,865)

339,457

(339,457)

92,011,000-2

Empresa Nacional de Energía Enex S.A.

Chile

Related to the controller's shareholder

Purchase of products

260,177

(260,177)

100,146

(100,146)

93,920,000-2

Antofagasta Minerals S.A.

Chile

Related to the controller's shareholder

Sales of products

33,441

26,753

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

1,156,316

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

645,420,000

-

61,400,000

-

96,571,220-8

Banchile Corredores de Bolsa S.A.

Chile

Related to the controller's shareholder

Investment Rescue

654,640,312

720,312

170,500,000

402,369

96,591,040-9

Empresas Carozzi S.A.

Chile

Shareholder of joint operation

Sales of products

91,198

72,958

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

-

-

96,657,690-7

Inversiones Punta Brava S.A.

Chile

Related to the controller's shareholder

Services received

83,946

(83,946)

-

-

96,689,310-9

Transbank S.A.

Chile

Related to the controller's shareholder

Commission

131,269

(131,269)

104,193

(104,193)

96,798,520-1

SAAM Extraportuario S.A.

Chile

Related to the controller's shareholder

Services received

55,148

(55,148)

77,521

(77,521)

96,810,030-0

Radiodifusión SpA.

Chile

Related to the controller's shareholder

Services provided

391,598

(391,598)

380,129

(380,129)

96,919,980-7

Cervecería Austral S.A.

Chille

Joint venture

Dividends received

245,068

-

-

-

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

Sales of products

413,117

183,835

62,444

27,788

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Services provided

253,473

253,473

234,327

234,327

96,919,980-7

Cervecería Austral S.A.

Chile

Joint venture

Royalty

333,356

(333,356)

-

-

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

Interests

369,097

(369,097)

529,138

(529,138)

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Investments

2,146,826

-

61,400,000

-

97,004,000-5

Banco de Chile

Chile

Related to the controller's shareholder

Financial income

-

-

247,101

247,101

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

219,821

175,857

87,772

48,800

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

Investment Rescue

2,155,817

3,596

247,101

247,101

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

Services provided

731,310

731,310

1,553,943

1,553,943

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

-

99,542,980-2

Foods Compañía de Alimentos CCU S.A.

Chile

Joint venture

Sales of products

-

-

5,973

2,745

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate

Contribution of capital

-

-

2,174,370

-

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

Associate

Sales of products

425,664

161,752

396,076

150,509

0-E

Central Cervecera de Colombia S.A.S.

Colombia

Joint venture

Capital contribution

28,232,532

-

22,943,861

-

0-E

Zona Franca Central Cervecera S.A.S.

Colombia

Subsidiary of joint venture

Capital contribution

21,080,358

-

-

-

0-E

Americas Distilling Investments LLC

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

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

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

Sales of products

846,179

634,634

161,220

120,915

0-E

Heineken Brouwerijen B.V.

Netherlands

Related to the controller's shareholder

Services received

166,677

(166,677)

82,475

(82,475)

0-E

Societé des Produits Nestlé S.A.

Switzerland

Related to the subsidiary's shareholder

Royalty

520,363

(520,363)

432,535

(432,535)

 

 

 

 

 

 

 

 

 

 

 

F-75


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 Board meeting held on May 9, 2018, and due to the resignation of the directors Messrs. Marc Busain and Didier Debrosse, both effective as of May 1, 2018, the Board of Directors appointed Messrs. Hemmo Parson and Rory Cullinan in these vacancies, until the next Ordinary Shareholders' Meeting, pursuant to article 32 of Law N ° 18,046. In addition, in said meeting, Mr. Carlos Molina was designated as Vice Chairman of the Board of Directors, in lieu of Mr. Marc Busain.

 

The Ordinary Shareholders´ Meeting held on April 11, 2018 resolved to maintain the remuneration of Directors of Compañía Cervecerías Unidas S.A. previously agreed at the Ordinary Shareholders´ Meeting held on April 12, 2017, which consists of 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 2018. 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 and observers of the Audit Committee receive a gross monthly remuneration of UF 25.

 

According to the above, as of December 31, 2018, the Directors received ThCh$ 3,263,451 (ThCh$ 3,146,516 in 2017 and ThCh$ 3,215,759 in 2016) in meeting attendance fees and dividend participation. In addition, ThCh$ 217,514 (ThCh$ 224,813 in 2017 and ThCh$ 212,665 in 2016) were paid as meeting attendance fees and dividend participation to the Senior Management of the Parent Company.

 

As of December 31, 2018, the remuneration corresponding to the key personal was ThCh$ 7,308,365 (ThCh$ 6,449,061 in 2017 and ThCh$ 7,565,658 in 2016). 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-76

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 12 Inventories

 

The inventories balances are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Finished products

83,843,751

74,897,803

In process products

3,109,463

2,861,150

Raw material

127,732,091

114,911,632

In transit raw material

8,488,881

5,236,825

Materials and products

6,206,087

5,618,614

Realizable net value  estimate and obsolescence

(1,318,036)

(1,538,133)

Total

228,062,237

201,987,891

 

The Company wrote off a total of ThCh$ 3,296,095, ThCh$ 2,981,075 and ThCh$ 2,012,748 against net realizable value and obsolescence for the years ended as of December 31, 2018, 2017 and 2016, 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, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Initial balance

(1,538,133)

(2,337,354)

Inventories write-down estimation

(3,081,986)

(2,268,199)

Estimates resulting from business combinations (1)

(101,244)

-

Inventories recognised as an expense

3,296,095

2,981,075

Business combinations effect

107,232

86,345

Total

(1,318,036)

(1,538,133)

(1)   See Note 15 – Business Combinations.

 

As of December 31, 2018 and 2017, the Company does not have any inventory pledged as guarantee for financial obligations.

 

F-77

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

The valuation of current biological assets is described in Note 2 - Summary of significant accounting policies, 2.10.

 

The movement of current biological assets is detailed as follows:

 

 

 

 

ThCh$

As of January 1 2017

 

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)

Changes

209,309

Book Value

8,157,688

 

 

As of December 31, 2017

 

Historic cost

8,157,688

Book Value

8,157,688

 

 

As of December 31, 2018

 

Acquisitions

20,871,261

Decreases due to harvesting

(20,634,418)

Other increases (decreases) (1)

95,342

Changes

332,185

Book Value

8,489,873

 

 

As of December 31, 2018

 

Historic cost

8,489,873

Book Value

8,489,873

(1) Mainly corresponds to the financial effect of the application IAS 29 “Financial reporting in hyperinflationary economies”. See Note 4 - Accounting changes, letter b).

 

 

F-78

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

a)      International Business Operating segment

 

- 

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.

 

b)      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 assets located in Rengo city, Provincia de Cachapoal, Sexta Región. At the date of issuance of these Financial Statements this transaction is current.At the date of issuance of these Financial Statements this transaction is available for sale through a real estate broker specializing in this type of asset.

 

c)      Chile Operating segment

 

- 

On January 7, 2016, the shareholders of Compañía Pisquera Bauzá S.A. signed 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 was an amount of UF 150,000 (equivalent to ThCh$ 3,844,364 on December 31, 2015).

 

- 

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

 

- 

The account receivable balance as of December 31, 2017 is an amount of UF 90.000, plus its interest, bouth accounted as a non-current receivable (equivalents to ThCh$ 2,411,832). This amount will be paid in annual payments maturing in 2020. It is important to mention the payment with maturating in 2018 by UF 20.000 was paid in advance during May 2017 (equivalent to ThCh$ 578,958).

 

- 

Previously, in October 2015, CPCh’s Board 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 described in Note 2 - Summary of significant accounting policies, 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-79

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Assets held for sale are detailed as follows:

 

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

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Land

1,894,078

1,786,879

Contructions

718,203

473,975

Machinerys

168,326

44,857

Total

2,780,607

2,305,711

 

 

Note 15 Business Combinations

 

a)  Bebidas Bolivianas BBO S.A.

 

      On May 7, 2014, the Company acquired 34% of the stock rights of Bebidas Bolivianas BBO S.A. a Bolivian closed stock company that produces soft drinks and beers in three factories located in the cities of Santa Cruz de la Sierra and Nuestra Señora de la Paz. The amount of this transaction was US$ 24.303.000, equivalents to 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$ 1,921,245. 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$ 1,019,970, equivalents to ThCh$ 663,951, respectively. This transaction did not change the percentage of participation because both partners concurred with the same capital contributions.

 

      Subsequently, on August 9, 2018, the Company acquired an additional 17% of the shares of BBO for an amount of US$ 8,500,000, equivalents to ThCh$ 5,457,935, remaining with a 51% stake in BBO. 

 

The Company has determinated the fair values of assets and liabilities for this business combination (see Note 1 – General information, letter D).

 

On September 20, 2018, the Company paid committed capital of US$ 1,530,029 (equivalent to ThCh$ 1,044,688) in BBO, since that both partners concurred with the same capital contributions, the percentages of participation were maintained.

 

b)  Cervecera Guayacán SpA.

 

On August 31, 2018, the subsidiary Cervecería Kunstmann S.A. (CK) acquired an additional 30.0004% of the stock rights of Cervecera Guayacán SpA., for an amount of ThCh$ 361,560, equivalent to 39,232 shares and the subscription and payment of ThCh$ 470,711, equivalent to 49,038 shares. As a consequence above mentioned CKhas the 50.0004% stake in Cervecera Guayacán SpA.

 

The Company has determinated the fair values of assets and liabilities for this business combination (see Note 1 – General information, letter D).

 

c)  Sajonia Brewing Company S.R.L.

 

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).

 

The Company has determinated the fair values of assets and liabilities for this business combination (see Note 1 – General information, letter D).

 

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

 

 

F-80

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

As of December 31, 2018, the Company has no other business combinations.

 

 

Note 16 Investments accounted for using equity method

 

Joint ventures and Associates

 

As of December 31, 2018 and 2017, 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, 2018

As of December 31, 2017

%

ThCh$

ThCh$

Cervecería Austral S.A.

50,00

7,327,949

6,126,384

Foods Compañía de Alimentos CCU S.A.

50,00

12,012,276

5,792,242

Central Cervecera de Colombia S.A.S.

50,00

40,681,482

50,374,322

Zona Franca Central Cervecera S.A.S.

50,00

80,766,534

20,696,077

Total joint ventures

 

140,788,241

82,989,025

Bebidas Bolivianas BBO S.A. (1)

34,00

-

14,641,870

Other companies (2)

 

1,229,540

1,639,385

Total associates

 

1,229,540

16,281,255

Total

 

142,017,781

99,270,280

(1)   See Note 15 – Business combinations, letter a).

(2)   See Note 15 – Business combinations, letter b).

 

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, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Cervecería Austral S.A.

 

1,894,770

1,894,770

Bebidas Bolivianas BBO S.A. (1)

 

-

8,294,324

Total

 

1,894,770

10,189,094

(1)   See Note 15 – Business combinations, letter a).

 

 

F-81

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

 

For the years ended as of December 31,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Cervecería Austral S.A.

1,638,811

952,235

754,326

Foods Compañía de Alimentos CCU S.A.

792,376

165,905

(519,536)

Central Cervecera de Colombia S.A.S.

(11,804,950)

(8,646,651)

(3,969,699)

Zona Franca Central Cervecera S.A.S.

(391,465)

87,583

-

Total joint ventures

(9,765,228)

(7,440,928)

(3,734,909)

Bebidas Bolivianas BBO S.A. (1)

(921,812)

(1,459,916)

(1,805,548)

Other companies (2)

(128,480)

(13,253)

(20,065)

Total associates

(1,050,292)

(1,473,169)

(1,825,613)

Total

(10,815,520)

(8,914,097)

(5,560,522)

(1)   See Note 15 – Business combinations, letter a).

(2)   See Note 15 – Business combinations, letter b).


 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Balance at the beginning of year

99,270,280

64,404,946

Other payments to acquire interests in joint ventures

59,505,559

49,312,890

Cash flows used to purchase non-controlling interests

-

1,149,689

Participation in the joint ventures and associates (loss)

(10,815,520)

(8,914,097)

Dividends received

(423,994)

(353,150)

Business combinations (1)

(14,144,241)

-

Others

8,625,697

(6,329,998)

Total

142,017,781

99,270,280

(1)   See Note 15 – Business combinations, letter a) and b).

 

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. (Foods),

 

Foods, is a closed stock company that participated in the business of snacks and foods in Chile. At the end of 2015, Foods sold the Calaf and Natur brands to Empresas Carozzi S.A. In addition Foods was the main shareholder of Alimentos Nutrabien S.A. and owned the Nutra Bien brand. On December 17, 2018, Foods and subsidiary CCU Inversiones S.A. sold 100% of the shares of Alimentos Nutrabien S.A. to Ideal S.A.

 

(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.

 

 

F-82


 

 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

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, 2018 and 2017, the total amount contributed to CCC and ZF CC was US$ 236,857,949 (equivalents to ThCh$ 153,149,320) and US$ 144,740,179 (equivalents to ThCh$ 93,643,761).

 

The Company does not have any contingent liabilities related to joint ventures and associates as December 31, 2018.

 

As of December 31, 2018, 2017 and 2016, the significant items of the financial statements of 100% of joint ventures and associates are summarized as follows:

 

 

Joint ventures

Joint ventures

Associates

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

ThCh$

Assets and Liabilities

 

 

 

Current assets

206,761,242

49,960,930

5,540,894

Non-current assets

246,997,507

150,837,264

26,609,731

Current liabilities

172,143,127

35,339,239

4,444,262

Non-current liabilities

2,893,856

1,994,220

9,037,112

 

 

 

 

 

 

Joint ventures

Joint ventures

Associates

Joint ventures

Associates

 

For the years ended as of December 31,

 

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Income Statement (Summarized)

 

 

 

 

 

Net sales

70,296,729

57,417,288

19,760,918

63,926,397

19,733,853

Operating result

(21,173,985)

(18,606,383)

(4,086,973)

(11,913,526)

(4,159,093)

Net income for year

(19,886,274)

(14,352,788)

(4,462,733)

(7,287,727)

(4,712,596)

Other comprehensive income

(24,720,721)

(27,052,015)

(5,761,515)

(3,451,487)

(7,965,214)

Depreciation and amortization

(2,656,715)

(2,618,567)

(2,818,923)

(2,104,820)

(2,698,849)

 

 

 

 

 

 

 

 

F-83


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2017

 

 

 

 

 

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

Changes

(1,355,929)

532,142

158,968

(236,856)

(901,675)

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

 

 

 

 

 

 

As of December 31, 2018

 

 

 

 

 

Additions (1)

16,647,981

3,431,842

784,900

-

20,864,723

Additions for business combinations (cost)  (2)

7,168,245

67,119

-

-

7,235,364

Divestitures (cost)

-

-

(92,415)

-

(92,415)

Amortization of year

-

(2,999,205)

-

(39,751)

(3,038,956)

Conversion effect

(1,251,533)

(164,197)

-

(44,251)

(1,459,981)

Effect of conversion (amortization)

-

(212,119)

-

(23,841)

(235,960)

Others increase (decreased) (3)

18,117,445

323,268

-

218,174

18,658,887

Changes

40,682,138

446,708

692,485

110,331

41,931,662

Book Value

104,487,137

11,271,441

2,942,512

263,052

118,964,142

 

 

 

 

 

 

As of December 31, 2018

 

 

 

 

 

Historic cost

104,487,137

35,157,353

2,942,512

833,653

143,420,655

Accumulated amortization

-

(23,885,912)

-

(570,601)

(24,456,513)

Book Value

104,487,137

11,271,441

2,942,512

263,052

118,964,142

(1) Corresponds mainly to the brands mentioned in Note 1 – General information, letter C).

(2) See Note 15 – Business combinations.

(3) Corresponds to the financial effect of the application IAS 29 "Financial reporting in hyperinflationary economies”. See Note 4 - Accounting changes, letter b).

 

There are no restrictions or pledges on intangible assets.

 

 

F-84


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

Segment

Cash Generating Unit

As of December 31, 2018

As of December 31, 2017

(CGU)

ThCh$

ThCh$

Chile

Embotelladoras Chilenas Unidas S.A.

31,659,575

31,476,163

 

Manantial S.A.                                                

1,166,000

1,166,000

 

Compañía Pisquera de Chile S.A.

1,363,782

1,363,782

 

Cervecería Kunstmann S.A. (3)

1,091,223

286,518

 

Sub-Total

35,280,580

34,292,463

International Business

CCU Argentina S.A. and subsidiaries (1)

36,807,884

3,735,289

 

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

2,651,576

2,639,301

 

Bebidas del Paraguay S.A. and Distribuidora del Paraguay S.A.

3,558,832

3,356,895

 

Bebidas Bolivianas BBO S.A. (2)

6,363,540

-

 

Sub-Total

49,381,832

9,731,485

Wines

Viña San Pedro Tarapacá S.A.

19,824,725

19,781,051

 

Sub-Total

19,824,725

19,781,051

Total

 

104,487,137

63,804,999

(1)   See Note 1 – General Information, letter C).

(2)   See Note 15 – Business combinations, letter a).

(3)   See Note 15 – Business combinations, letter b).

 

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

 

F-85

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 18 Goodwill

 

The goodwill movements is detailed as follows:

 

 

Goodwill

 

ThCh$

As of January 1, 2017

 

Historic cost

96,926,551

Book Value

96,926,551

 

 

As of December 31, 2017

 

Conversion effect

(2,309,077)

Changes

(2,309,077)

Book Value

94,617,474

 

 

As of December 31, 2017

 

Historic cost

94,617,474

Book Value

94,617,474

 

 

As of December 31, 2018

 

Additions for business combinations (1)

10,832,577

Other increases (decreases) (2)

21,881,066

Conversion effect

(4,286,216)

Changes

28,427,427

Book Value

123,044,901

 

 

As of December 31, 2018

 

Historic cost

123,044,901

Book Value

123,044,901

(1) See Note 15 – Business combinations.

(2) Corresponds to the financial effect of the application IAS 29 "Financial reporting in hyperinflationary economies”. See Note 4 - Accounting changes, letter b).

 

 

F-86

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2018

As of December 31, 2017

(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.                                            

8,679

47,443

 

Cervecería Kunstmann S.A. (1)

456,007

-

 

Sub-Total

44,410,167

43,992,924

International Business

CCU Argentina S.A. and subsidiaries

24,863,266

5,355,254

 

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

4,839,916

6,956,760

 

Bebidas del Paraguay S.A. and Distribuidora del Paraguay S.A.

5,236,732

5,896,392

 

Bebidas Bolivianas BBO S.A. (2)

11,278,676

-

 

Sub-Total

46,218,590

18,208,406

Wines

Viña San Pedro Tarapacá S.A.

32,416,144

32,416,144

 

Sub-Total

32,416,144

32,416,144

Total

 

123,044,901

94,617,474

(1)   See Note 15 – Business combinations, letter b).

(2)   See Note 15 – Business combinations, letter a).

 

 

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 8.99% to 13.28%. 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, 2018, the Company has not identified any evidence of impairment of goodwill.

 

F-87

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2017

 

 

 

 

 

 

 

 

 

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)

(10,260,721)

(10,182,025)

(3,613,420)

(720,676)

(379,481)

(1,605)

(100,852)

(29,900,847)

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)

(28,140,337)

(23,072,705)

(13,920,736)

-

(6,262,416)

(43,108)

(1,002,696)

(89,224,517)

Conversion effect depreciation

609,002

4,833,334

6,522,113

3,733,259

-

92,238

519

54,154

15,844,619

Others increase (decreased)

(101,686)

1,048,526

18,981

7,257

(1,189,435)

(35,064)

(138,391)

59,875

(329,937)

Divestitures (depreciation)

(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

Changes

8,321,277

11,372,981

(7,684,349)

4,929,964

(6,168,151)

3,802,639

(182,585)

(583,070)

13,808,706

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

 

 

 

 

 

 

 

 

 

 

As of December 31, 2018

 

 

 

 

 

 

 

 

 

Additions

-

-

-

-

123,230,196

-

-

-

123,230,196

Additions of historic cost by business combination

12,734,666

7,481,173

4,940,095

3,656,444

99,432

824,392

-

-

29,736,202

Additions of acumulated depreciation by business combination

(762,783)

(7,432,623)

(2,384,378)

(2,509,968)

-

(752,521)

-

-

(13,842,273)

Transfers

39,838,515

45,234,574

26,616,253

16,798,523

(137,622,837)

6,919,683

-

2,215,289

-

Conversion effect historic cost

(5,754,382)

(14,801,093)

(20,321,228)

(6,309,411)

(1,509,220)

(583,483)

(10,977)

(159,909)

(49,449,703)

Write off (cost)

(72,907)

(2,578,367)

(3,449,791)

(13,306,471)

-

(1,797,179)

-

-

(21,204,715)

Write off (depreciation)

5,707

2,397,406

2,541,051

13,063,328

-

1,270,646

-

-

19,278,138

Capitalized interests

-

-

-

-

609,921

-

-

-

609,921

Depreciation

(17,056,082)

(27,288,968)

(23,911,356)

(14,882,856)

-

(6,023,071)

(21,175)

(1,017,002)

(90,200,510)

Conversion effect depreciation

707,133

6,290,990

12,688,447

5,358,799

-

285,779

2,406

92,393

25,425,947

Others increase (decreased) (1)

26,611,361

31,138,091

19,091,618

2,850,058

4,240,542

297,792

(43,183)

673,686

84,859,965

Divestitures (cost)

(2,476,636)

(790,001)

(5,687,343)

(2,573,198)

(226,716)

(4,051,693)

-

(1,206,401)

(17,011,988)

Divestitures (depreciation)

85,208

264,080

4,249,122

2,417,657

-

3,960,623

-

945,333

11,922,023

Changes

53,859,800

39,915,262

14,372,490

4,562,905

(11,178,682)

350,968

(72,929)

1,543,389

103,353,203

Book Value

484,611,641

245,445,157

87,164,806

52,222,137

97,428,207

25,640,489

12,320,060

16,434,134

1,021,266,631

 

 

 

 

 

 

 

 

 

 

As of December 31, 2018

 

 

 

 

 

 

 

 

 

Historic cost

679,853,030

551,888,633

180,757,354

143,550,263

97,428,207

80,841,052

13,842,797

30,862,740

1,779,024,076

Accumulated depreciation

(195,241,389)

(306,443,476)

(93,592,548)

(91,328,126)

-

(55,200,563)

(1,522,737)

(14,428,606)

(757,757,445)

Book Value

484,611,641

245,445,157

87,164,806

52,222,137

97,428,207

25,640,489

12,320,060

16,434,134

1,021,266,631

(1) Corresponds to the financial effect of the application IAS 29 "Financial reporting in hyperinflationary economies”. See Note 4 - Accounting changes, letter b).

 

 

F-88

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Land

249,548,928

225,840,815

Total

249,548,928

225,840,815

 

Capitalized interest as of December 31, 2018, amounted ThCh$ 609,921 (ThCh$ 1,042,045 in 2017), using an annually capitalization rate of 3.71% (4.25% in 2017).

 

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, 2018, the Company maintained approximately 4,917 hectares of which 3,884 are for vines in production stage. Of the total hectares mentioned above, 3,546 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 2018, the production plant vines yield approximately 52.4 million kilos of grapes (43.9 million kilos of grapes in 2017).

 

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, 2018.

 

The depreciation for the year ended as of December 31, 2018 and 2017, recognized in net incomes and other assets is as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Recognized in net incomes

87,471,320

86,557,532

Recognized in others assets

2,729,190

2,666,985

Total

90,200,510

89,224,517

 

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, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Land

3,266,096

3,215,075

Buildings

8,985,051

9,101,182

Machinery and equipment

68,913

76,732

Total

12,320,060

12,392,989

 

In Note 21 – Other financial liabilities, 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-89

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 20 Investment Property

 

Investment property movements are detailed as follows:

 

 

Lands

Buildings

Total

ThCh$

ThCh$

ThCh$

As of January 1, 2017

 

 

 

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

-

(49,909)

(49,909)

Convertion effect (depreciation)

(270,804)

(165,236)

(436,040)

Conversion effect

-

30,893

30,893

Changes

(270,804)

(157,664)

(428,468)

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

 

 

 

 

As of December 31, 2018

 

 

 

Additions

-

3,613

3,613

Depreciation

-

(49,728)

(49,728)

Convertion effect (depreciation)

(429,377)

(269,737)

(699,114)

Conversion effect

-

68,416

68,416

Other increases (decreases) (1)

2,695,795

871,615

3,567,410

Changes

2,266,418

624,179

2,890,597

Book Value

6,725,253

1,990,703

8,715,956

 

 

 

 

As of December 31, 2018

 

 

 

Historic cost

           6,725,253

           2,737,318

           9,462,571

Depreciation

-

(746,615)

(746,615)

Book Value

6,725,253

1,990,703

8,715,956

(1) Corresponds to the financial effect of the application IAS 29 "Financial reporting in hyperinflationary economies”. See Note 4 - Accounting changes, letter b).

 

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$ 158,235 revenue during year 2018 (ThCh$ 193,839 in 2017 and ThCh$ 251,545 in 2016). Additionally, there are three land properties in Argentina, which are leased and generated an income for ThCh$ 97,312 for year 2018 (ThCh$ 135,064 in 2017 and ThCh$ 131,389 in 2016). In addition, the expenses associated with such investment properties amounted to ThCh$ 50,874 for the year ended as of December 31, 2018 (ThCh$ 60,452 in 2017 and ThCh$ 71,090 in 2016).

 

The fair value, of investment property that represent 89% of the carrying amount is ThCh$ 13,332,435.

 

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-90

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 21 Other financial liabilities

 

Debts and financial liabilities classified according to the type of obligation and their classifications in the Consolidated Financial Statements are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Bank borrowings (*)

38,160,178

75,200,804

24,623,746

73,886,831

Bonds payable (*)

4,081,175

135,281,303

3,306,135

69,476,612

Financial leases obligations (*)

365,972

17,546,162

176,586

17,638,289

Derivative financial instruments  (**)

4,997,124

-

10,416,675

-

Derivative hedge liabilities (**)

1,194,502

157,028

1,840,188

-

Deposits for return of bottles and containers

13,967,995

-

13,228,328

-

Total

62,766,946

228,185,297

53,591,658

161,001,732

(*)  See Note 5 – Risk administration.

(**) See Note 7 – Financial instruments.

 

F-91

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

Current loan and financial obligation

 

As of December 31, 2018:

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

76,035,409-0

Cervecera Guayacán SpA.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

1,091

3,578

4,669

Monthly

4.87

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

UF

-

10,535,493

10,535,493

At maturity

2.70

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

USD

-

5,670,991

5,670,991

At maturity

2.90

91,041,000-8

Viña San Pedro Tarapacá S.A.

Chile

97,018,000-1

Scotiabank Chile

Chile

USD

-

10,576,858

10,576,858

At maturity

2.96

91,041,000-8

Viña San Pedro Tarapacá S.A. (1)

Chile

97,018,000-1

Scotiabank Chile

Chile

USD

11,007

-

11,007

At maturity

3.38

91,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

309,108

309,108

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

10,829

7,300

18,129

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

18,868

18,666

37,534

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

9,192

28,382

37,574

Monthly

6.12

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

28,669

64,826

93,495

Monthly

5.02

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

16,666

50,000

66,666

Monthly

4.44

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

20,833

62,501

83,334

Monthly

4.42

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

73,030

224,475

297,505

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

39,951

90,476

130,427

Monthly

4.73

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

37,588

115,166

152,754

Monthly

4.42

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

31,200

93,600

124,800

Monthly

5.16

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

45,100

-

45,100

At maturity

4.92

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,018,000-1

Scotiabank Chile

Chile

CLP

-

2,016,815

2,016,815

At maturity

3.98

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

6,536

-

6,536

At maturity

4.56

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

210,510

647,019

857,529

Monthly

5.02

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

1,026,099

1,026,099

At maturity

3.64

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco de la Nación Argentina

Argentina

ARS

226,995

278,924

505,919

Monthly

32.50

0-E

Compañía Industrial Cervecera S.A.

Argentina

0-E

Banco Galicia

Argentina

ARS

506,614

545,956

1,052,570

Quarterly

23.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Superville

Argentina

USD

-

210,829

210,829

At maturity

6.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

245,193

-

245,193

At maturity

6.20

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

-

208,701

208,701

At maturity

4.30

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

210,949

-

210,949

At maturity

5.25

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

USD

210,101

-

210,101

At maturity

6.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

388,865

-

388,865

At maturity

49.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

643,278

643,278

Quarterly

68.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

136,453

136,453

Quarterly

68.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

116,959

116,959

Quarterly

68.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

38,986

38,986

Quarterly

68.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco BBVA

Argentina

ARS

736,905

-

736,905

At maturity

64.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Patagonia

Argentina

ARS

238,536

-

238,536

At maturity

66.50

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

0-E

Banco Mercantil Santa Cruz S.A.

Bolivia

BOB

38,735

-

38,735

Quarterly

5.00

0-E

Milotur S.A.

Uruguay

0-E

Banco Itaú

Uruguay

UI

110,633

326,783

437,416

Monthly

4.80

Sub-Total

 

 

 

 

 

 

3,878,856

34,281,322

38,160,178

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

797

2,391

3,188

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

87,629

267,426

355,055

Monthly

3.95

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander

Chile

UF

2,090

5,639

7,729

Monthly

6.27

Sub-Total

 

 

 

 

 

90,516

275,456

365,972

 

 

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

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

 

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration

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. (1)

Chile

Bond H

573 03/23/2009

Chile

UF

665,357

2,486,177

3,151,534

Semiannual

4.25

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

Bond J

898 28/06/2018

Chile

UF

929,641

-

929,641

Semiannual

2.90

Sub-Total

 

 

 

 

 

1,594,998

2,486,177

4,081,175

 

 

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

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

 

F-92

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

 

 

 

 

 

 

 

 

 

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

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

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

96,981,310-6

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

Quarterly

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

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

Quarterly

25.50

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

674,403

674,403

Quarterly

27.00

0-E

Finca La Celia S.A.

Argentina

0-E

Banco San Juan

Argentina

ARS

-

66,398

66,398

Quarterly

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

0-E

Milotur S.A.

Uruguay

0-E

Banco Itaú

Uruguay

UI

403,857

288,469

692,326

Monthly

6.00

Sub-Total

 

 

 

 

 

4,891,137

19,732,609

24,623,746

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander

Chile

UF

6,231

-

6,231

Monthly

6.27

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

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

Sub-Total

 

 

 

 

 

50,763

125,823

176,586

 

 

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

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

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration

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

Bond E

388 10/18/2004

Chile

UF

41,232

2,617,308

2,658,540

Semiannual

4.00

90,413,000-1

Compañía Cervecerías Unidas S.A. (1)

Chile

Bond H

573 03/23/2009

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 – Financial instruments).

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

 

F-93

 


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Non-current loan and financial obligation

 

As of December 31, 2018:

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

76,035,409-0

Cervecera Guayacán SpA.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

10,049

11,077

43,764

64,890

Monthly

4.87

91,041,000-8

Viña San Pedro Tarapacá S.A. (1)

Chile

97,018,000-1

Scotiabank Chile

Chile

USD

8,059,332

-

-

8,059,332

At maturity

3.38

91,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

-

39,826,440

-

39,826,440

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

CLP

18,000

-

-

18,000

Monthly

6.00

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

22,500

-

-

22,500

Monthly

5.76

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

13,048

-

-

13,048

Monthly

6.12

96,711,590-8

Manantial  S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

52,210

-

-

52,210

Monthly

5.02

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

27,780

-

-

27,780

Monthly

4.44

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

48,610

-

-

48,610

Monthly

4.42

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

41,300

-

-

41,300

Monthly

4.92

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

51,671

-

-

51,671

Monthly

4.73

96,711,590-8

Manantial  S.A.

Chile

76,645,030-K

Banco Itaú Corpbanca

Chile

CLP

92,344

-

-

92,344

Monthly

4.42

96,711,590-8

Manantial  S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

114,800

-

-

114,800

Monthly

5.16

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

4.92

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,004,000-5

Banco de Chile

Chile

CLP

400,000

-

-

400,000

At maturity

4.56

96,981,310-6

Cervecería Kunstmann S.A.

Chile

97,030,000-7

Banco del Estado de Chile

Chile

CLP

520,654

-

-

520,654

Monthly

5.02

0-E

Bebidas Bolivianas BBO S.A.

Bolivia

0-E

Banco Mercantil Santa Cruz S.A.

Bolivia

BOB

1,743,952

1,743,952

3,487,900

6,975,804

Quarterly

5.00

0-E

Milotur S.A.

Uruguay

0-E

Banco Itaú

Uruguay

UI

871,421

-

-

871,421

Monthly

4.80

Sub-Total

 

 

 

 

 

14,087,671

57,581,469

3,531,664

75,200,804

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

 

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

99,012,000-5

Consorcio Nacional  de Seguros S.A.

Chile

UF

747,756

801,372

15,995,307

17,544,435

Monthly

3.95

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

1,727

-

-

1,727

Monthly

17.00

Sub-Total

 

 

 

 

 

749,483

801,372

15,995,307

17,546,162

 

 

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

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

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration

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. (1)

Chile

Bond H

573 03/23/2009

Chile

UF

9,976,415

9,984,905

32,519,081

52,480,401

Semiannual

4.25

90,413,000-1

Compañía Cervecerías Unidas S.A.

Chile

Bond J

898 06/28/2018

Chile

UF

-

-

82,800,902

82,800,902

Semiannual

2.90

Sub-Total

 

 

 

 

 

9,976,415

9,984,905

115,319,983

135,281,303

 

 

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

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

 

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

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

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

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

Quarterly

23.00

Sub-Total

 

 

 

 

 

18,136,349

55,750,482

-

73,886,831

 

 

Financial leases obligations

 

 

 

 

 

 

 

 

 

 

 

76,077,848-6

Cervecera Belga de la Patagonia S.A.

Chile

97,015,000-5

Banco Santander

Chile

UF

-

6,991

-

6,991

Monthly

6.27

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

0-E

Finca La Celia S.A.

Argentina

0-E

Banco Supervielle

Argentina

ARS

8,792

-

-

8,792

Monthly

17.00

Sub-Total

 

 

 

 

 

145,163

163,339

17,329,787

17,638,289

 

 

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

 

F-94


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

 

 

 

 

 

 

 

Maturity (*)

 

 

 

Debtor Tax ID

Company

Debtor country

Registration

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

Bond E

388 10/18/2004

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

Bond H

573 03/23/2009

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 – Financial instruments).

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

 

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

 

The effective interest rates of bond obligations are as follows:

 

Bonds Serie E 4.51%
Bonds Serie H 4.27%
Bonds Serie J 2.89%

 

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, 2018

As of December 31, 2017

 

Fixed Interest Rate

Variable Interest Rate

Fixed Interest Rate

Variable Interest Rate

 

ThCh$

ThCh$

ThCh$

ThCh$

US Dollar

17,333,622

8,070,339

6,102,155

4,843,243

Chilean Pesos

65,221,552

-

65,836,938

-

Argentinean Pesos

3,357,467

505,919

8,987,505

1,717,599

Unidades de Fomento

167,823,319

-

100,928,433

-

UI

1,308,837

-

692,326

-

Total

262,059,336

8,576,258

182,547,357

6,560,842

 

The terms and conditions of the main interest accruing obligations as of December 31, 2018, are detailed as follows:

 

A)    Bank Borrowings

 

Banco Estado – Bank Loans

 

a)

OnJuly 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.

 

 

F-95


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2018, 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 de Chile for a total of ThCh$ 500,000, at a fixed interest rate; maturing on April 25, 2013, the date on which it was renewed, maturing on April 25, 2014.

 

The subsidiary amortizes interest and capital in a single payment at the end of the established term.

 

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, at a fixed interest rate; maturing on April 25, 2014.

 

The subsidiary amortizes interest and capital in a single payment at the end of the established term.

 

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 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.

 

e)   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, at a fixed interest rate maturing on July 14, 2020.

 

The subsidiary amortizes interest and capital monthly until the end of the established term.

 

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.

 

f)    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, at a fixed interest rate, maturing on November 22, 2016.

 

 

The subsidiary amortizes interest and capital of a single payment at the end of the established term.

 

On November 22, 2016, this loan was paid.

 

 

F-96


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

g)   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, at a fixed interest rate, maturing on April 13, 2022.

 

The Company amortizes interest semi-annually, and the capital amortization consists in 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:

 

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 ORBDA1 and Finance Costs account. Adjusted ORBDA means ORBDA 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, 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.

 

d.   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.

 

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, 2018, the Company was in compliance with the financial covenants required for this loan.

 

h)   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, at a fixed interest rate, maturing on July 3, 2018.

 

The subsidiary amortizes interest monthly, and capital amortization consists in a single payment at the end of the established term.

 

On July 3, 2018, this loan was paid.

 

i)    On April 23, 2018, 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, at a fixed interest rate, maturing on April 23, 2019.

 

The subsidiary amortizes interest and capital amortization consists in a single payment at the end of the established term.

 

 


1 ORBDA, for the Company purposes, is defined as Adjusted Operating Result before Depreciation and Amortization.

 

F97


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

j)    On April 17, 2018, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 1,000,000, at a fixed interest rate, maturing on April 17, 2019.

 

The subsidiary amortizes interest and capital amortization consists in a single payment at the end of the established term.

 

k)   On April 26, 2018, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco del Estado de Chile for a total of ThCh$ 3,500,000, at a fixed interest rate, maturing on May 25, 2018.

 

      On May 25, 2018 the loan was renewed, maturing on July 3, 2018.

 

The subsidiary amortizes interest and capital amortization consists in a single payment at the end of the established term.

 

On July 3, 2018, this loan was paid.

 

 

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. It accrues interest at a compound floating rate Libor at 180 days plus a fixed margin, maturing on July 11, 2016.

 

 

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 – Risk administration and Note 7 – Financial instruments.

 

 

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. It accrues interest at a compound floating rate Libor at 180 days plus a fixed margin, maturing on July 7, 2016.

 

 

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 – Risk administration andNote 7 – Financial instruments.

 

 

On July 7, 2016, this loan was paid.

 

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, at a fixed interest rate, maturing on July 3, 2017.

 

 

The subsidiary amortizes interest and capital consists in 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 – Risk administration andNote 7 – Financial instruments.

 

 

On July 3, 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, at a fixed interest rate, maturing on April 24, 2015.

 

F-98


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

The subsidiary amortizes interest and capital consists in 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.

 

e)

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, at a fixed interest rate, maturing on April 20, 2018.

 

 

The subsidiary amortizes interest and capital consists in a single payment at the end of the established term.

 

 

On April 20, 2018, the loan was renewed, maturing on July 19, 2018.

 

 

On July 19, 2018, the loan was renewed, maturing on July 19, 2021.

 

f)

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, at a fixed interest rate, maturing on August 24, 2018.

 

 

The subsidiary amortizes interest and capital consists in a single payment at the end of the established term.

               

 

On August 24, 2018, the loan was renewed, maturing on August 24, 2020.

 

Scotiabank Chile – Bank Loans

 

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

 

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.

 

b)  On June 17, 2015, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Scotiabank Chile for a total of US$ 7,871,500. It accrues interest at a compound floating rate Libor at 90 days plus a fixed margin, with a term of three years maturing on June 18, 2018.

 

The subsidiary 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 – Risk aministration and Note 7 – Financial instruments.

 

On June 18, 2018, this loan was paid.

 

c)  On June 18, 2018, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Scotiabank Chile for a total of US$ 11,600,000, It accrues interest at a compound floating rate Libor at 90 days plus a fixed margin, with a term of three years maturing on June 18, 2021.

 

The subsidiary 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 – Risk aministration and Note 7 – Financial instruments.

 

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

 

F-99


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

The subsidiary amortizes interest semi-annually and capital amortization consists in a single payment at the end of the established term.

 

 

On June 22, 2016, this loan was paid.

 

e)

On April 20, 2016, the subsidiary Cervecería Kunstmann S.A. signed a bank loan with Scotiabank Chile for a total of ThCh$ 2,000,000, at a fixed interest rate, with a term of one year maturity on April 20, 2017.

 

 

The subsidiary amortizes interest semi-annually and capital amortization consists in 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.

 

f)

On July 3, 2018, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Scotiabank Chile for a total of US$ 15,000,000, at a fixed interest rate, with a term of three years maturing on July 3, 2019.

 

 

The subsidiary amortizes interest and capital in a single payment at the end of the established term.

 

Scotiabank Azul Chile (Former Banco BBVA Chile) – Bank Loans

 

a)

On January 29, 2018, Compañía Cervecerías Unidas S.A. signed a bank loan with Scotiabank Azul Chile for a total of ThCh$ 60,000,000, at a fixed interest rate, maturing on May 29, 2018.

 

 

The Company amortizes interest monthly and capital consists in a single payment at the end of the established term.

 

 

On May 29, 2018, the loan was renewed, maturing on July 27, 2018.

 

 

On July 27, 2018, the loan was renewed, maturing on August 24, 2018.

 

 

On August 24, 2018, this loan was paid.

 

b)

On July 3, 2018, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Scotiabank Azul Chile for a total of ThCh$ 4,500,000, at a fixed interest rate, maturing on December 3, 2018.

 

 

The Company amortizes interest and capital consists in a single payment at the end of the established term.

 

 

On December 3, 2018, this loan was paid.

 

Banco Consorcio – Bank Loans

 

a)

On May 17, 2018, the subsidiary Viña San Pedro Tarapacá S.A. signed a bank loan with Banco Consorcio for a total of ThCh$ 6,000,000, at a fixed interest rate, maturing on July 3, 2018.

 

 

The Company amortizes interest monthly and capital consists in a single payment at the end of the established term.

 

 

On July 3, 2018, this loan was paid.

 

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

 

a)

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-100


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 be 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 (seeNote 34 – Contingencies and commitments).

 

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.

   

      On April 4, 2018, this loan was paid.

 

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.

 

On May 22, 2018, this loan was paid.

 

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.

 

F-101


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

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 ORBDA2. Adjusted ORBDA means ORBDA 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 ORBDA (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, 2018, the Company was in compliance with the financial covenants and specific requirements of this loan.

 

Banco Mercantil Santa Cruz S.A. – Bank loans

 

a)  On June 26, 2017, the subsidiary Bebidas Bolivianas BBO S.A. signed a bank loan with Banco Mercantil Santa Cruz S.A. for a total of 68,877,500 Bolivian, at a fixed interest rate, maturing on May 1, 2027.

 

The subsidiary amortizes quarterly interest and and capital amortization begins on September 10, 2019 in a quarterly basis.

 

b)  On December 18, 2017, the subsidiary Bebidas Bolivianas BBO S.A. signed a bank loan with Banco Mercantil Santa Cruz S.A. for a total of 6,860,000 Bolivian, at a fixed interest rate, maturing on December 13, 2018.

 

      The subsidiary amortizes interest and capital quarterly.

 

      On September 14, 2018, the loan was paid.

 

c)  On May 14, 2018, the subsidiary Bebidas Bolivianas BBO S.A. signed a bank loan with Banco Mercantil Santa Cruz S.A. for a total of 6,860,000 Bolivian, at a fixed interest rate, maturing on May 9, 2019.

 

The subsidiary amortizes interest and capital quarterly.

 

On September 27, 2018, the loan was paid.

 

d)  On June 22, 2018, the subsidiary Bebidas Bolivianas BBO S.A. signed a bank loan with Banco Mercantil Santa Cruz S.A. for a total of 6,180,400 Bolivian, at a fixed interest rate, maturing on December 13, 2019.

 

The subsidiary amortizes interest and capital quarterly.

 

On September 20, 2018, the loan was paid.

 

 


2 ORBDA, for the Company purposes, is defined as Adjusted Operating Result before Depreciation and Amortization.

 

F-102


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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.

 

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.

 

On February 28, 2018, the Company carries out an amendment to the contract with Compañía de Seguros de Vida Consorcio Nacional de Seguros S.A., recording a balance debt of UF 608,375, with 3.95% annual interest and maturity on February 5, 2048.

 

Subsidiary 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)

Automotor

Banco Supervielle - Argentina

06-07-2017

ARS

 9,963

 398

36

 17.00

 

 

 

 

 

 

 

 

 

As of December 31, 2018 future payments and the current value of finance lease obligations are detailed as follows:

 

Lease Minimum Future Payments

As of December 31, 2018

Gross Amount

Interest

Value

ThCh$

ThCh$

ThCh$

0 to 3 months

241,724

151,208

90,516

3 months to 1 year

725,183

449,727

275,456

Over 1 year to 3 years

1,911,683

1,162,200

749,483

Over 3 years to 5 years

1,909,956

1,108,584

801,372

Over 5 years

23,078,634

7,083,327

15,995,307

Total

27,867,180

9,955,046

17,912,134

 

F-103


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 ORBDA3 and Financial Costs account. Adjusted ORBDA means ORBDA 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 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.

 

On October 8, 2018, the Company redeemed all of the Series E Bonds, before their scheduled maturity, in accordance with the provisions of: the Fifth Clause No. 10 and other applicable terms of the Issuance Contract; General Standard No. 30 of the CMF; and the Securities Market Law. The bonds were redeemed, according to the value of the Unidad de Fomento on the day of the early redemption, at the value equivalent to the unpaid balance of the capital, plus interest accrued and not

 


3 ORBDA, for the Company purposes, is defined as Adjusted Operating Result before Depreciation and Amortization.

 

 

F-104


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

paid in the period comprised between the day following the expiration date of the last installment of interest paid and the date set for the redemption, amounting to a total of UF 659,199.6 (equivalent to ThCh$ 18,043,633).

 

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 ORBDA4 and Financial Costs account. Adjusted ORBDA means ORBDA 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 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.

 


4 ORBDA, for the Company purposes, is defined as Adjusted Operating Result before Depreciation and Amortization.

 

 

 

F-105


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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 – Risk administration and Note 7 – Finacial instruments.

 

As of December 31, 2018, the Company was in compliance with the financial covenants required for this public issue.

 

Series J Bonds – CCU S.A.

 

On June 28, 2018, CCU S.A. registered in the Securities Register, under the number 898, the issuance of its Series J Bond, bearer and dematerialized, for a total of UF 3 million with maturity on August 10, 2043. The Series J bonds will accrue on the unpaid capital expressed in Unidades de Fomento, an annual interest of 2.9%, compounded, due, calculated on the basis of equal semesters of 180 days, equivalent to 1.4396% semi-annual. Interest will accrue as of August 10, 2018, will be paid semiannually as of February 10, 2019 and the capital will be paid at the end of the bond term.

 

The issue was subscribed with Banco BICE as the representative of the bond holders and the payer bank and requires the Company to comply with the following financial indicators with respect to its Interim Consolidated Financial Statements and other specific requirements:  

 

a.

Maintain at the end of each quarter a level of consolidated net financial debt, reflected in each of its quarterly Consolidated Financial Statements, not greater than 1.5 times, defined as the ratio between Net Financial Debt and Total Adjusted Equity. The Net Financial Debt is defined as the difference between / x / the unpaid amount of the "Financial Debt", that is, the sum of the accounts, current and non-current, Bank loans, Obligations with the public and Obligations for financial leases , contained in the Note Other financial liabilities, and / and / the balance of the item Cash and cash equivalents. Total Adjusted Equity, which is defined as the sum of / x / Total Equity and / and / the sum of the accounts Interim Dividends, Dividends provisioned according to policy, as well as all other accounts related to the provision of dividends, contained in the Consolidated Statement of Changes in the Issuer's Equity.

 

b.

The Issuer must maintain a consolidated financial expense coverage of not less than three times, defined as the ratio between ORBDA and Financial Expenses. ORBDA5 is the sum of the accounts Gross margin and Other income per function, minus the accounts Distribution expenses, Administrative expenses and Other expenses per function and plus the Depreciation and Amortization line recorded in the Note Costs and Expenses by Nature. Financial Expenses refers to the account of the same name referred to in the Consolidated Statement of Income by Function. The Consolidated Financial Expenses Coverage Ratio will be calculated for the period of twelve consecutive months prior to the date of the corresponding Consolidated Financial Statements, including the closing month of said Consolidated Financial Statements.

 

c.

Maintain an Adjusted Equity at a consolidated level for an amount of at least equal to ThCh$ 312,516,750. For these purposes, Adjusted Equity corresponds to the sum of / i / the Equity account attributable to the owners of the controlling entity in the Consolidated Statement of Financial Position, and / ii / the sum of the accounts Interim Dividends, Dividends provisioned according to policy, as well as all other accounts relating to the provision of dividends, contained in the Consolidated Statement of Changes in Equity.

 

d.

Maintain Lien-Free Assets for an amount equal to at least 1.2 times the unpaid amount of the Financial Debt without collateral. For these purposes, the assets and debts will be valued at book value. The following shall be understood: / a / Assets Free of Liens is the difference between / i / the Total Assets account in the Consolidated Statement of Financial Position, and / ii / the assets given as guarantees indicated in the Note on Contingencies and Commitments of the Consolidated Financial Statements; and / b / Financial Debt is defined in the Issuance Contract.

 

e.

Maintain, directly or indirectly, the ownership of more than fifty percent of the social rights and of the subscribed and paid shares, respectively, of: / a / Cervecera CCU Chile Limitada and / b / Embotelladoras Chilenas Unidas S.A.

 

f.

Not sell, nor allow the sale of, nor assign the ownership of, nor transfer and / or in any way alienate, either through a transaction or a series of transactions, directly or indirectly, assets of the Company’s property and/or its subsidiaries necessary to maintain in Chile, directly and / or through one or more Subsidiaries, a nominal installed capacity for the production, without distinction of Beers and / or Analcoholic Beverages and / or Nectars and / or Mineral and / or Packaged Waters, hereinafter the "Essential Businesses" ", Equal to and not inferior to, either with respect to one or more of the aforementioned categories or all of them together, 15.9 million hectoliters per year.

 


5 ORBDA, for the Company purposes, is defined as Adjusted Operating Result before Depreciation and Amortization.

 

 

F-106


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

g.   To maintain, directly or through a Subsidiary, the ownership of the trademark "CRISTAL", brand or word, for beer, in class 32 of the International Classifier of Products and Services for the registration of trademarks.

 

h.   Not to make investments in instruments issued by "related parties" other than the Company’s Subsidiaries, nor to carry out other operations outside its normal line of business, under conditions different from those established in the contract.

 

As of December 31, 2018, the Company was in compliance with the financial covenants required for this public issue.

 

 

F-107


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

F) Conciliation of finance obligations of Cash Flows

 

  As of December 31, 2017

 Flows

Accrual of interest

Change in foreing currency and unit per adjustment

Others

  As of December 31, 2018

 

 Payments

Acquisitions

 

Capital

Interest

 

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities

 

 

 

 

 

 

 

 

Current

               

Bank borrowings

24,623,746

(93,311,712)

(7,329,217)

92,806,210

7,751,402

(2,102,985)

15,722,734

38,160,178

Bond payable

3,306,135

(2,737,203)

(2,911,224)

-

3,882,088

90,527

2,450,852

4,081,175

Financial leases obligations

176,586

(1,071,050)

(1,919)

-

675,796

(56,632)

643,191

365,972

Total others financial liabililities current

28,106,467

(97,119,965)

(10,242,360)

92,806,210

12,309,286

(2,069,090)

18,816,777

42,607,325

Non current

               

Bank borrowings

73,886,831

(207,714)

-

8,703,343

-

396,858

(7,578,514)

75,200,804

Bond payable

69,476,612

(16,408,664)

-

82,498,034

-

2,914,363

(3,199,042)

135,281,303

Financial leases obligations

17,638,289

(6,412)

-

-

-

557,476

(643,191)

17,546,162

Total others financial liabililities non-current

161,001,732

(16,622,790)

-

91,201,377

-

3,868,697

(11,420,747)

228,028,269

Total other financial liabilities

189,108,199

(113,742,755)

(10,242,360)

184,007,587

12,309,286

1,799,607

7,396,030

270,635,594

 

 

  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 other financial liabilities

160,489,567

(27,168,446)

(10,206,075)

57,777,169

11,561,405

(3,363,242)

17,821

189,108,199

 

 

F-108


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

 

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 other financial liabilities

168,118,198

(29,441,517)

(11,727,164)

23,149,709

13,134,962

(2,744,621)

-

160,489,567

 

F-109


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 22 Trade and other current payables

 

Trade and other payables are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

Current

Non current

Current

Non current

 

ThCh$

ThCh$

ThCh$

ThCh$

Suppliers

247,335,760

-

224,330,195

-

Notes payable

3,973,183

12,413

4,707,572

541,783

Trade an other current payables

251,308,943

12,413

229,037,767

541,783

Withholdings payable

52,071,225

-

52,643,786

-

Trade accounts payable withholdings

52,071,225

-

52,643,786

-

Total

303,380,168

12,413

281,681,553

541,783

 

Note 23 Other provisions

 

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

 

 

As of December 31, 2018

As of December 31, 2017

Current

Non current

Current

Non current

ThCh$

ThCh$

ThCh$

ThCh$

Litigation

405,069

488,562

349,775

950,920

Others

-

6,937,197

-

289,469

Total

405,069

7,425,759

349,775

1,240,389

 

The changes in provisions are detailed as follows:

 

 

Litigation (1)

Others

Total

ThCh$

ThCh$

ThCh$

As of January 1, 2017

 

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)

Changes

 

52,452

 

(194,972)

(142,520)

As of December 31, 2017

 

1,300,695

 

289,469

1,590,164

As of December 31, 2018

 

 

 

 

 

Incorporated

 

560,355

 

6,731,027

7,291,382

Used

 

(344,749)

 

-

(344,749)

Released

 

(102,277)

 

(11,975)

(114,252)

Conversion effect

 

(520,393)

 

(71,324)

(591,717)

Changes

 

(407,064)

 

6,647,728

6,240,664

As of December 31, 2018

 

893,631

 

6,937,197

7,830,828

(1)    See Note 34 – Contingencies and commitments.

 

 

F-110


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The maturities of provisions at December 31, 2018, are detailed as follows:

 

 

Litigation

Others

Total

ThCh$

ThCh$

ThCh$

Less than one year

 

405,069

 

-

405,069

Between two and five years

 

314,784

 

6,937,197

7,251,981

Over five years

 

173,778

 

-

173,778

Total

 

893,631

 

6,937,197

7,830,828

 

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

 

The provisions for Litigation and Other - current and non-current correspond to estimates made by the Administration, intended to cover eventual effects that may derive from the resolution of trials/claims or uncertainties to which the Company is exposed. Such trails/claims or uncertainties derive from transactions that are part of the normal course of CCU's business and the countries where it operates and whose details and scopes are not fully public knowledge, so that its detailed exposition could affect the interests of the Company and the progress of the resolution of these, according to the legal reserves of each administrative and judicial procedure. Therefore, based on the provisions of IAS 37 "Provisions, contingent liabilities and contingent assets", paragraph 92, although the amounts provisioned in relation to these trials/claims or uncertainties are indicated, no further detail of the same at the closing of these Financial Statements.

 

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

 

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, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Refundable tax previous year

11,884,421

9,640,567

Taxes under claim (1)

968,195

968,195

Argentinean tax credits

440,172

4,813,614

Monthly provisions

3,686,905

12,537,248

Payment of absorbed profit provision

-

24,104

Other credits

322,736

44,150

Total

17,302,429

28,027,878

(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.

 

 

F-111


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Current tax assets non current

 

Taxes receivables are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Taxes under claim (1)

1,173,281

1,173,281

Others (2)

97,660

143,019

Total

1,270,941

1,316,300

(1)   This item includes claims for refund of first category taxes (Provisional payment of absorved profit) that was presented in April 2010 from the commercial year 2009.

(2)   Corresponds to the minimum presumed income tax of Argentine subsidiaries, whose recovery period is estimated to be more than one year.

 

Current tax liabilities

 

Taxes payable are detailed as follows:

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Chilean Tax income (expense)

71,587,790

18,335,047

Monthly provisional payments

3,946,196

3,970,511

Chilean unique taxes

101,474

105,903

Other

249,989

115,173

Total

75,885,449

22,526,634

 

Tax expense

 

The income tax and deferred tax expense for the years ended as of December 31, 2018, 2017 and 2016, are detailed as follows:

 

 

For the years ended as of December 31,

 

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

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

9,930,675

(500,800)

(878,629)

Prior year adjustments

484,985

569,212

3,838,136

Effect of change in tax rates

23,903

(50,071)

(856,612)

Tax benefits (loss)

(1,795,446)

611,282

(765,292)

Total deferred tax expense

8,644,117

629,623

1,337,603

Current tax expense

(144,929,220)

(47,841,130)

(31,285,976)

Prior period adjustments

158,286

(1,154,469)

(298,010)

Total expenses (income) for current taxes

(144,770,934)

(48,995,599)

(31,583,986)

(Loss) Income from income tax

(136,126,817)

(48,365,976)

(30,246,383)

 

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,

 

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Net income from cash flow hedge

(16,196)

728

(20,648)

Actuarial gains and losses deriving from defined benefit plans

339,533

(47,228)

659,198

Charge to equity

323,337

(46,500)

638,550

 

 

F-112


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Effective Rate

 

The Company’s income tax expense as of December 31, 2018, 2017 and 2016 represents 29.71%, 24.62% and 17.80%, 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,

2018

2017

2016

ThCh$

Rate %

ThCh$

Rate %

ThCh$

Rate %

Income before taxes

458,211,348

 

196,474,395

 

170,328,270

 

Income tax using the statutory rate

(123,717,064)

     27.00

(50,100,971)

     25.50

(40,878,785)

     24.00

Adjustments to reach the effective rate

 

 

 

 

 

 

Tax effect of permanent differences, net

(14,596,485)

3.19

4,071,180

(2.07)

10,357,858

(6.10)

Effect of change in tax rate

23,903

(0.01)

(50,071)

0.03

(856,612)

0.50

Effect of tax rates in Argentina and Uruguay

1,519,558

(0.33)

(1,700,857)

0.86

(1,308,482)

0.80

Prior year adjustments

643,271

(0.14)

(585,257)

0.30

2,439,638

(1.40)

Income tax, as reported

(136,126,817)

     29.71

(48,365,976)

     24.62

(30,246,383)

     17.80

 

Deferred taxes

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

 Deferred taxes assets

 

 

Accounts receivable impairment provision

1,406,961

1,136,789

Other non-tax expenses

8,825,378

10,597,985

Benefits to staff

3,468,874

3,328,263

Inventory impairment provision

352,183

401,487

Severance indemnity

6,829,816

6,133,014

Inventory valuation

2,143,768

2,228,552

Intangibles

241,802

229,725

Other assets

10,639,754

10,436,908

Tax loss carryforwards

3,782,552

5,858,606

Total assets from deferred taxes

37,691,088

40,351,329

 

 

 

Deferred taxes liabilities

 

 

Property, plant and equipment depreciation

51,471,109

45,380,381

Agricultural operation expenses

7,150,018

7,130,896

Manufacturing indirect activation costs

5,743,496

5,258,290

Intangibles

16,614,440

11,736,406

Land

25,408,185

23,313,756

Other liabilities

2,112,923

1,530,382

Total liabilities from deferred taxes

108,500,171

94,350,111

Total 

(70,809,083)

(53,998,782)

 

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 and Bolivia tax losses expire after 3 years.

 

 

F-113


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Changes in deferred tax assets are detailed as follows:

 

Movement of deferred tax

ThCh$

As of January 1, 2017

(54,950,823)

Deferred taxes from tax loss carry forwards absortion

629,623

Conversion effect

369,646

Deferred taxes against equity

(47,228)

Changes

952,041

As of December 31, 2017

(53,998,782)

 

 

As of January 1, 2018

 

Deferred taxes related to credited items (charged) directly to equity (1)

(24,537,164)

Deferred taxes from tax loss carry forwards absortion

8,644,117

Conversion effect

(967,300)

Deferred taxes against equity

339,533

Other deferred movements taxes

(289,487)

Changes

(16,810,301)

As of December 31, 2018

(70,809,083)

(1) Corresponds to the financial effect of the application IAS 29 "Financial reporting in hyperinflationary economies”. See Note 4 - Accounting changes, letter b).

 

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 No. 27,430 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.

 

This law also provides an option to revalue fixed assets excluding vehicles, on their values as of December 31, 2017, and it must be applied to all assets that belong to the same category. This revaluation can then be deducted as depreciation or as a tax cost when the good is sold. In the case of annual recurring depreciation, the remaining useful life of the assets to be re-evaluated can never be less than 5 years. In the case of sale in the first two years, the value of the revaluation to be considered is reduced by 60% (first year) or 30% (second year). These revalued assets will also be updated by inflation beginning from January 2018. In order to qualify for this benefit, a special tax must be paid on the revaluation value for December 31, 2017, with a rate ranging from 8% to 10%, depending on the category to which the revalued asset belongs. The Company has decided to use this option. As a result of the above, the Company has determined to record, in these Consolidated Financial Statements, a Net gain equivalent to ThCh$ 6,821,753.

 

F-114


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2018 and 2017, the total staff benefits recorded in the Consolidated Statement of Financial Position is detaileds as follows:

 

Employees’ Benefits

As of December 31, 2018

As of December 31, 2017

Current

Non current

Current

Non current

ThCh$

ThCh$

ThCh$

ThCh$

Short term benefits

31,600,044

-

26,050,387

-

Employment termination benefits

194,119

26,901,088

182,106

23,517,009

Total

31,794,163

26,901,088

26,232,493

23,517,009

 

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, 2018

As of December 31, 2017

ThCh$

ThCh$

Vacation

10,518,298

9,932,727

Bonus and compensation

21,081,746

16,117,660

Total

31,600,044

26,050,387

 

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 5,69% (5,96% in 2017) and in Argentina 34,62% (24,55% in 2017).

 

 

F-115


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

The obligation recorded for severance indemnity is detailed as follows:

 

Severance Indemnity

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Current

194,119

182,106

Non-current

26,901,088

23,517,009

Total

27,095,207

23,699,115

 

The change in the severance indemnity is detailed as follows:

 

Severance Indemnity

ThCh$

Balance as of January 1, 2017

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)

Changes

1,545,692

As of December 31, 2017

23,699,115

Current cost of service

2,154,071

Interest cost

1,742,273

Actuarial (Gain) losses

1,322,754

Paid-up benefits

(1,640,831)

Past service cost

306,746

From combinations (1)

776,718

Conversion effect

(1,281,341)

Others

15,702

Changes

3,396,092

As of December 31, 2018

27,095,207

(1)   See Note 15 – Business combinations, letter a).

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Current cost of service

2,154,071

1,942,099

1,650,484

Past service cost

306,746

604,337

342,039

Non-provided paid benefits

6,547,694

6,023,869

7,851,201

Other

175,005

269,377

1,114,112

Total expense recognized in Consolidated Statement of Income

9,183,516

8,839,682

10,957,836

 

 

F-116


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Actuarial Assumptions

 

As mentioned in Note 2 - Summary of significant accounting policies, 2.20, 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, 2018

As of December 31, 2017

As of December 31, 2018

As of December 31, 2017

 
 

Mortality table

RV-2014

RV-2014

Gam,83

Gam '83

 

Annual interest rate

5,69%

5,96%

34,62%

24,55%

 

Voluntary employee turnover rate

1,9%

1,9%

"ESA 77 Ajustada" - 50%

"ESA 77 Ajustada" - 50%

 

Company’s needs rotation rate

5,3%

5,3%

"ESA 77 Ajustada" - 50%

"ESA 77 Ajustada" - 50%

 

Salary increase (*)

3,7%

3,7%

28,27%

18,68%

 

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, 2018

As of December 31, 2017

ThCh$

ThCh$

1% increase in the Discount Rate (Gain)

1,623,794

1,457,410

1% decrease in the Discount Rate (Loss)

(1,880,258)

(1,684,968)

 

 

 

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Salaries

159,246,822

151,944,702

145,766,757

Employees’ short-term benefits

31,528,110

27,588,955

23,189,206

Total expenses for short-term employee benefits

190,774,932

179,533,657

168,955,963

Employments termination benefits

9,183,516

8,839,682

10,957,836

Other staff expense

32,183,184

32,485,170

30,971,754

Total (1)

232,141,632

220,858,509

210,885,553

 

(1) See Note 29 – Natures of cost and expense.

 

 

F-117


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 26 Other non-financial liabilities

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

ThCh$

ThCh$

Parent dividend provisioned by the board

51,730,402

25,865,201

Parent dividend provisioned according to policy

101,714,994

38,938,475

Outstanding parent dividends

684,158

709,790

Subsidiaries dividends according to policy

7,502,145

8,758,691

Total dividends payable

161,631,699

74,272,157

Income received in advance (1)

2,497,811

-

Others

426,030

26,142

Total

164,555,540

74,298,299

Current

164,555,540

74,298,299

Total

164,555,540

74,298,299

(1)   See Note 1 – General information, letter C).

 

Note 27 Common Shareholders’ Equity

 

Subscribed and paid-up Capital

 

As of December 31, 2018, 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 and the Chilean Electronic Stock Exchange, and at the New York Stock Exchange /NYSE), evidenced by ADS (American Deposcitary Shares), with an equivalence of two shares per ADS (See Note 1 – General information).

 

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, 2018 and 2017 and 2016.

 

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.

 

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.

 

F-118


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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,

2018

2017

2016

Equity holders of the controlling company (ThCh$)

306,890,792

129,607,353

118,457,488

Weighted average number of shares

369,502,872

369,502,872

369,502,872

Basic income per share (in Chilean pesos)

830.55

350.76

320.59

Equity holders of the controlling company (ThCh$)

306,890,792

129,607,353

118,457,488

Weighted average number of shares

369,502,872

369,502,872

369,502,872

Diluted income per share (in Chilean pesos)

830.55

350.76

320.59

 

As of December 31, 2018, 2017 and 2016, the Company has not issued any convertible or other kind of instruments creating diluting effects.

 

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, 2018.

 

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, 2018, 2017 and 2016, the Company has distributed the following dividends:

 

Dividend Nº

Payment Date

Type of Dividend

Dividends per Share ($Ch)

Related to FY

250

01-06-2017

Interim

66.0000

2015

251

04-26-2017

Final

97.47388

2015

252

01-05-2018

Interim

66.0000

2016

253

04-26-2018

Final

110.32236

2016

254

01-05-2018

Interim

70.0000

2017

255

04-26-2018

Final

108.88833

2017

256

01-04-2019

Interim

140.0000

2018

 

 

 

 

 

 

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 Ch$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 toThCh$ 36,016,878 corresponding to Ch$ 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 Ch$ 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 toThCh$ 40,764,427 corresponding to the 34.41% of Net income attibutable to Equity holders of the parent, equivalent to Ch$ 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 Ch$ 70 per share. This dividend was paid on January 5, 2018.

 

 

F-119


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

On April 11, 2018, at the Shareholders Meeting it was agreed to pay the final Dividend No. 255, amounting toThCh$ 40,234,551 corresponding to the 31.04% of Net income attibutable to Equity holders of the parent, equivalent to Ch$ 108.88833 per share. This dividend was paid on April 26, 2018.

 

On December 5, 2018, at the Ordinary Board Director Meeting it was agreed to pay the interim Dividend No. 256, amounting to ThCh$ 51,730,402 corresponding to Ch$ 140 per share. This dividend was paid on January 4, 2019.

 

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$

Gains (losses) on cash flow hedges (1)

63,008

(16,196)

46,812

Gains (losses) on exchange differences  on translation (1)

37,990,079

-

37,990,079

Reserve of Actuarial gains and losses on defined benefit plans

(1,263,781)

339,533

(924,248)

Total comprehensive income As of December 31, 2018

36,789,306

323,337

37,112,643

       

Other Income and expense charged or credited against net equity

Gross Balance

Tax

Net Balance

ThCh$

ThCh$

ThCh$

Gains (losses) on cash flow hedges (1)

(5,661)

728

(4,933)

Gains (losses) on exchange differences  on translation (1)

(34,786,480)

-

(34,786,480)

Reserve of Actuarial gains and losses on defined benefit plans

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

(2,355,384)

659,198

(1,696,186)

Total comprehensive income As of December 31, 2016

(29,550,598)

638,550

(28,912,048)

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

 

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

 

a)   As of December 31, 2018:

 

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$

 

Conversion of joint ventures and foreign subsidiaries

(55,755,054)

63,008

(1,263,781)

(56,955,827)

 

Deferred taxes

-

(16,196)

339,533

323,337

 

Inflation adjustment of subsidiaries in Argentina

93,745,133

-

-

93,745,133

 

Total changes in equity

37,990,079

46,812

(924,248)

37,112,643

 

Equity holders of the parent

35,487,433

51,944

(882,063)

34,657,314

 

Non-controlling interests

2,502,646

(5,132)

(42,185)

2,455,329

 

Total changes in equity

37,990,079

46,812

(924,248)

37,112,643

 

 

 

F-120


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

b)   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$

 

Conversion of joint ventures and foreign subsidiaries

(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)

 

 

c)   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$

 

Conversion of joint ventures and foreign subsidiaries

(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)

 

 

Other Reserves

                                                           

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

 

Currency Translation Reserves: This reserve originated from the translation of foreign subsidiaries’ and joint ventures financial statements which functional currency is different from the presentation currency of the Consolidated Financial Statements and inflation adjustment of subsidiaries in Argentina. As of December 31, 2018, 2017 and 2016, it amounts to a negative reserve of ThCh$ 118,054,328 ThCh$ 153,541,761 and ThCh$ 120,558,932, 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, 2018, 2017 and 2016, it amounts to a positive reserve of ThCh$ 80,188, ThCh$ 28,244 and ThCh$ 39,081  respectively, net of deferred taxes.

 

Actuarial gains and losses on defined benefit plans reserves: As of December 31, 2018, 2017 and 2016 the amount recorded is a negative reserve of ThCh$  4,840,574, ThCh$ 3,958,511 and ThCh$ 3,925,717, respectively, net of deferred taxes.

 

Other reserves: As of December 31, 2018, 2017 and 2016 the amount is a negative reserve of ThCh$ 28,233,512, ThCh$ 20,603,251 and ThCh$ 18,527,810, respectively. Such reserves relate mainly to the following concepts:

 

-     Adjustment due to re-assessment of fixed assets carried out in 1979 (increased for 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).

 

 

F-121


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

- 

Difference in purchase of shares of the Alimentos Nutrabien S.A. made during year 2016 (decreased for ThCh$ 5,426,209). On December 17, 2018 Food's and subsidiary CCU Inversiones S.A. sold their participation over Alimentos Nutrabien S.A. The aforehead effect was accounted in result of the exercise.

 

- 

Difference in purchase of shares of the subsidiary Viña San Pedro Tarapacá S.A. made during year 2018 and 2017 (decreased for ThCh$ 13,054,114 and ThCh$ 2,075,441, respectively).

 

 

Note 28 Non-controlling Interests

 

Non-controlling Interests are detailed as follows:

 

a.   Equity

 

Equity

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Viña San Pedro Tarapacá S.A.

39,007,270

72,189,322

Bebidas del Paraguay S.A.

18,803,673

17,624,239

Aguas CCU-Nestlé Chile S.A.

24,118,966

20,347,714

Cervecería Kunstmann S.A.

8,118,212

6,684,320

Compañía Pisquera de Chile S.A.

5,109,395

4,898,600

Saenz Briones & Cía. S.A.I.C.

1,179,410

680,303

Distribuidora del Paraguay S.A.

4,445,452

2,806,825

Bebidas Bolivianas BBO S.A. (1)

7,075,032

-

Other

1,131,825

520,228

Total

108,989,235

125,751,551

 

(1)   See Note 15 – Business combinations, letter a).

 

b.   Result

 

 

For the years ended as of December 31,

Result

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Aguas CCU-Nestlé Chile S.A.

7,587,140

7,814,358

8,377,672

Viña San Pedro Tarapacá S.A.

2,520,768

6,223,423

9,887,477

Cervecería Kunstmann S.A.

2,772,074

1,979,976

1,636,906

Compañía Pisquera de Chile S.A.

1,154,401

954,046

790,152

Saenz Briones & Cía. S.A.I.C.

42,787

33,027

11,184

Distribuidora del Paraguay S.A.

1,431,158

906,728

255,683

Bebidas del Paraguay S.A.

210,568

580,406

576,986

Bebidas Bolivianas BBO S.A. (1)

(552,816)

-

-

Other

27,659

9,102

88,339

Total

15,193,739

18,501,066

21,624,399

(1)   See Note 15 – Business combinations, letter a).

 

 

F-122


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

 

 

 

ThCh$

ThCh$

Assets and Liabilities

   

Current assets

711,482,809

610,476,810

Non-currente assets

829,511,196

746,352,848

Current liabilities

399,409,388

337,171,241

Non-current liabilities

149,602,171

159,841,007

 

 

 

Dividends paid

3,212,105

10,150,528

 

 

 

 

 

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

 

 

As of December 31, 2018

As of December 31, 2017

 

Assets and Liabilities

 

 

ThCh$

ThCh$

Assets and Liabilities

   

Current assets

156,118,074

141,114,944

Non-currente assets

185,841,247

174,184,006

Current liabilities

80,877,682

63,872,711

Non-current liabilities

31,550,148

31,221,369

 

 

 

 

 

For the years ended as of December 31,

Result

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Net sales

206,518,731

204,453,782

201,402,052

Net income of year

14,833,018

17,715,119

28,021,996

 

 

 

 

                                                                                                                             

Dividends paid by Viña San Pedro Tarapacá S.A. amounted to ThCh$ 9,070,285, ThCh$ 13,602,317 and ThCh$ 17,682,375, for the years ended December 31, 2018, 2017 and 2016, respectively.

 

 

F-123


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

2018

2017

2016

 

ThCh$

ThCh$

ThCh$

Direct cost

650,386,343

586,223,676

540,692,964

Personnel expense (1)

232,141,632

220,858,509

210,885,553

Transportation and distribution

243,907,283

235,265,049

230,047,942

Advertising and promotion

118,003,908

129,603,036

105,938,586

Depreciation and amortization

93,289,194

92,199,504

83,528,045

Materials and maintenance

46,610,947

46,172,647

47,102,582

Energy

29,309,465

25,940,847

24,444,163

Leases

17,727,367

15,929,047

16,294,896

Other expenses

111,639,503

117,992,179

104,455,411

Total

1,543,015,642

1,470,184,494

1,363,390,142

 

(1)   See Note 25 - Employee benefits.

 

 

Note 30 Other incomes by function

 

Other income by function is detailed as follows:

 

Other incomes by function

For the years ended as of December 31,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Sales of fixed assets

2,464,820

1,641,317

2,605,720

Lease expense

266,335

535,555

382,934

Sale of glass

731,111

1,334,123

549,787

Claims recovery

831,230

761,290

589,396

Advance term license (1)

213,400,487

-

-

Other

10,761,071

2,445,617

1,016,317

Total

228,455,054

6,717,902

5,144,154

(1)    See brands in Note 1 – General information, letter C).

 

 

F-124


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Results derivative contracts (1)

5,108,327

(8,010,204)

(10,134,414)

Marketable securities to fair value

(132,420)

293,413

84,133

Other

(946,280)

-

1,704,374

Total

4,029,627

(7,716,791)

(8,345,907)

 

(1)  Under this concept the Company (payment) or received cash flows amounting to ThCh$ 7,508,815 (payment), ThCh$ 11,391,103 (payment) and ThCh$ 9,698,871 received, corresponding to 2018, 2017 and 2016, 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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Finance income

15,794,456

5,050,952

5,680,068

Finance costs

(23,560,662)

(24,166,313)

(20,307,238)

Foreign currency exchange differences

3,299,657

(2,563,019)

456,995

Result as per adjustment units

742,041

(110,539)

(2,246,846)

 

 

 

 

 

F-125


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 33 Effects of changes in currency exchange rate

 

Current assets are denominated in the following currencies:

 

CURRENT ASSETS

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Current assets

 

 

Cash and cash equivalents

319,014,050

170,044,602

CLP

260,844,976

137,686,421

USD

19,026,630

5,178,619

Euros

954,640

182,966

ARS

33,207,046

17,983,303

UYU

548,975

718,348

PYG

2,495,748

7,758,211

BOB

1,259,765

-

Others currencies

676,270

536,734

Other financial assets

22,745,469

10,724,196

CLP

1,284,308

1,669,678

USD

20,990,836

8,992,300

Euros

438,369

44,126

Others currencies

31,956

18,092

Other non-financial assets

18,861,414

15,834,225

CLP

14,998,511

11,758,075

UF

282,494

275,568

USD

860,506

791,191

Euros

5,078

173,165

ARS

2,061,473

2,593,125

UYU

72,792

37,956

PYG

434,399

205,145

BOB

146,161

-

Trade and other current receivables

320,702,339

286,213,598

CLP

191,891,137

183,758,319

UF

1,394,916

138,261

USD

34,113,849

27,810,990

Euros

10,152,559

9,326,882

ARS

65,748,507

54,194,474

UYU

5,128,068

4,372,909

PYG

8,588,066

5,495,532

BOB

1,340,388

-

Others currencies

2,344,849

1,116,231

Accounts receivable from related parties

3,048,841

5,810,764

CLP

2,959,696

5,652,643

UF

79,231

109,120

USD

9,480

40,039

PYG

434

8,962

Inventories

228,062,237

201,987,891

CLP

181,084,437

166,761,797

USD

198,068

374,473

Euros

-

17,363

ARS

34,392,396

27,356,020

UYU

2,403,427

1,966,752

PYG

7,669,975

5,511,486

BOB

2,313,934

-

Biological assets

8,489,873

8,157,688

CLP

7,914,384

7,666,639

ARS

575,489

491,049

Current tax assets

17,302,429

28,027,878

CLP

13,262,197

21,407,803

ARS

3,922,627

6,620,075

UYU

117,605

-

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

2,780,607

2,305,711

CLP

1,884,958

2,046,178

ARS

895,649

259,533

Total current assets

941,007,259

729,106,553

 

 

 

 

 

 

CLP

676,124,604

538,407,553

UF

1,756,641

522,949

USD

75,199,369

43,187,612

Euros

11,550,646

9,744,502

ARS

140,803,187

109,497,579

UYU

8,270,867

7,095,965

PYG

19,188,622

18,979,336

BOB

5,060,248

-

Others currencies

3,053,075

1,671,057

Total current assets by currencies

941,007,259

729,106,553

 

 

F-126


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Non-Current assets are denominated in the following currencies:

 

NON-CURRENT ASSETS

As of December 31, 2018

As of December 31, 2017

ThCh$

ThCh$

Non-current assets

 

 

Other financial assets

3,325,079

1,918,191

UF

3,325,079

1,918,191

Trade and other non-current receivables

3,363,123

3,974,395

CLP

88,306

190,015

UF

1,283,676

2,452,475

ARS

1,804,963

1,331,905

PYG

186,178

-

Other non-financial assets

5,007,150

4,644,827

CLP

4,278,605

3,493,654

USD

173,693

664,290

ARS

540,495

472,141

PYG

14,357

14,742

Accounts receivable from related parties

190,865

258,471

UF

190,865

258,471

Investments accounted for using the equity method

142,017,781

99,270,280

CLP

19,407,798

26,782,445

USD

122,031,829

72,128,873

ARS

578,154

358,962

Intangible assets other than goodwill

118,964,142

77,032,480

CLP

67,739,510

65,914,305

ARS

37,960,927

4,385,112

UYU

2,912,675

2,975,596

PYG

3,848,057

3,757,467

BOB

6,502,973

-

Goodwill

123,044,901

94,617,474

CLP

75,577,909

76,119,432

USD

22,298,304

12,853,153

ARS

24,889,792

5,381,779

PYG

278,896

263,110

Property, plant and equipment (net)

1,021,266,631

917,913,428

CLP

830,151,351

808,313,408

USD

-

1,681

Euros

-

94,776

ARS

142,669,147

78,183,157

UYU

14,890,634

14,739,411

PYG

18,030,887

16,580,995

BOB

15,524,612

-

Investment property

8,715,956

5,825,359

CLP

4,332,690

4,862,410

ARS

4,383,266

962,949

Deferred tax assets

37,691,088

40,351,329

CLP

32,989,545

36,530,783

ARS

2,955,530

3,601,765

UYU

223,831

180,761

PYG

47,456

38,020

BOB

1,474,726

-

Current tax assets non current

1,270,941

1,316,300

CLP

1,172,749

1,173,281

ARS

98,192

143,019

Total non-current assets

1,464,857,657

1,247,122,534

 

 

 

 

 

 

CLP

1,035,738,463

1,023,379,733

UF

4,799,620

4,629,137

USD

144,503,826

85,647,997

Euros

-

94,776

ARS

215,880,466

94,820,789

UYU

18,027,140

17,895,768

PYG

22,405,831

20,654,334

BOB

23,502,311

-

Total non-current assets by currencies

1,464,857,657

1,247,122,534

 

F-127


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Current liabilities are denominated in the following currencies:

 

CURRENT LIABILITIES

As of December 31, 2018

As of December 31, 2017

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

11,197,060

51,569,886

16,761,881

36,829,777

CLP

1,579,060

19,510,742

1,621,976

17,844,529

UF

1,695,546

13,302,035

823,223

2,798,184

USD

4,509,884

16,667,379

10,096,603

10,571,414

Euros

1,153,302

-

694,056

355,650

ARS

2,098,712

1,762,947

3,122,166

4,971,531

UI

110,633

326,783

403,857

288,469

BOB

38,735

-

-

-

Others currencies

11,188

-

-

-

Trade and other current payables

297,834,912

5,545,256

280,932,266

749,287

CLP

177,575,915

1,796,915

169,971,096

-

UF

-

-

5,847

-

USD

43,335,127

2,746,757

34,814,603

498,752

Euros

4,921,252

974,462

6,030,900

250,535

ARS

63,786,646

612

65,677,731

-

UYU

2,202,163

-

1,978,456

-

PYG

2,367,325

26,444

2,179,652

-

BOB

3,302,514

-

-

-

Others currencies

343,970

66

273,981

-

Accounts payable to related parties

6,651,051

285,859

10,069,043

-

CLP

4,042,438

-

4,616,727

-

USD

903,988

285,859

3,980,612

-

Euros

1,619,082

-

1,416,055

-

PYG

11,267

-

9,077

-

BOB

11,879

-

-

-

Others currencies

62,397

-

46,572

-

Other current provisions

271,812

133,257

297,500

52,275

CLP

5,380

133,257

-

52,275

ARS

266,432

-

297,500

-

Current tax liabilities

56,895,995

18,989,454

18,162,016

4,364,618

CLP

3,932,875

18,989,454

5,663,732

4,364,618

ARS

52,201,867

-

12,383,112

-

UYU

249,988

-

115,172

-

PYG

511,265

-

-

-

Provisions for employee benefits

16,181,182

15,612,981

25,751,992

480,501

CLP

5,530,208

15,612,981

17,619,085

480,501

ARS

9,839,822

-

7,521,224

-

UYU

383,167

-

335,454

-

PYG

271,167

-

276,229

-

BOB

156,818

-

-

-

Other non-financial liabilities

2,479,960

162,075,580

25,891,422

48,406,877

CLP

-

162,075,580

25,865,201

48,406,877

USD

2,467,789

-

-

-

ARS

12,171

-

26,221

-

Total current liabilities

391,511,972

254,212,273

377,866,120

90,883,335

 

 

 

 

 

 

 

 

 

 

CLP

192,665,876

218,118,929

225,357,817

71,148,800

UF

1,695,546

13,302,035

829,070

2,798,184

USD

51,216,788

19,699,995

48,891,818

11,070,166

Euros

7,693,636

974,462

8,141,011

606,185

ARS

128,205,650

1,763,559

89,027,954

4,971,531

UYU

2,835,318

-

2,429,082

-

PYG

3,161,024

26,444

2,464,958

-

UI

110,633

326,783

403,857

288,469

BOB

3,509,946

-

-

-

Others currencies

417,555

66

320,553

-

Total current liabilities by currency

391,511,972

254,212,273

377,866,120

90,883,335

 

F-128


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Non-Current liabilities are denominated in the following currencies:

 

NON-CURRENT LIABILITIES

As of December 31, 2018

As of December 31, 2017

More than 1 year until 3 years

More than 3 year until 5 years

Over 5 years

More than 1 year until 3 years

More than 3 year until 5 years

Over 5 years

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Non-current liabilities

 

 

 

 

 

 

Other financial liabilities

24,970,597

68,367,746

134,846,954

30,868,247

70,976,079

59,157,406

CLP

3,412,966

55,837,517

43,764

5,332,817

55,750,482

-

UF

10,724,171

10,786,277

131,315,290

22,924,023

15,225,597

59,157,406

USD

8,059,332

-

-

-

-

-

Euros

157,028

-

-

-

-

-

ARS

1,727

-

-

2,611,407

-

-

UI

871,421

-

-

-

-

-

BOB

1,743,952

1,743,952

3,487,900

-

-

-

Trade and other non-current payables

5,142

-

7,271

541,783

-

-

CLP

-

-

7,271

404,081

-

-

UF

-

-

-

7,068

-

-

USD

-

-

-

130,634

-

-

BOB

5,142

-

-

-

-

-

Other non- current provisions

239,300

281,654

6,904,805

735,410

-

504,979

CLP

19,056

-

6,731,027

57,252

-

-

ARS

81,026

281,654

173,778

544,254

-

504,979

UYU

139,218

-

-

133,904

-

-

Deferred tax liabilities

23,241,269

14,084,656

71,174,246

27,074,149

9,333,081

57,942,881

CLP

20,302,096

12,761,025

56,936,976

26,303,193

8,892,998

53,811,477

ARS

2,839,763

1,315,431

10,490,282

735,208

431,503

2,703,872

UYU

46,754

-

897,718

-

-

989,517

PYG

52,656

8,200

422,346

35,748

8,580

438,015

BOB

-

-

2,426,924

-

-

-

Provisions employee benefits

1,258,674

-

25,642,414

301,903

-

23,215,106

CLP

-

-

22,959,627

-

-

20,052,918

ARS

-

-

2,682,787

-

-

3,162,188

PYG

391,302

-

-

301,903

-

-

BOB

867,372

-

-

-

-

-

Total non-current liabilities

49,714,982

82,734,056

238,575,690

59,521,492

80,309,160

140,820,372

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CLP

23,734,118

68,598,542

86,678,665

32,097,343

64,643,480

73,864,395

UF

10,724,171

10,786,277

131,315,290

22,931,091

15,225,597

59,157,406

USD

8,059,332

-

-

130,634

-

-

Euros

157,028

-

-

-

-

-

ARS

2,922,516

1,597,085

13,346,847

3,890,869

431,503

6,371,039

UYU

185,972

-

897,718

133,904

-

989,517

PYG

443,958

8,200

422,346

337,651

8,580

438,015

UI

871,421

-

-

-

-

-

BOB

2,616,466

1,743,952

5,914,824

-

-

-

Total non-current liabilities by currency

49,714,982

82,734,056

238,575,690

59,521,492

80,309,160

140,820,372

 

F-129


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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, 2018

ThCh$

Within 1 year

56,311,446

Between 1 and 5 years

59,404,285

Over 5 years

22,661,389

Total

138,377,120

 

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, 2018 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

232,661,581

13,324,315

Between 1 and 5 years

839,140,078

15,158,909

Over 5 years

237,038,942

236,222

Total

1,308,840,601

28,719,446

 

Capital investment commitments

 

As of December 31, 2018, the Company had capital investment commitments related to Property, Plant and Equipment and Intangibles (software) for approximately ThCh$ 39,412,982.

 

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-130


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Trials and claim

 

Subsidiary

Court

Description

Status

Estimated accrued loss contingency

Comercial CCU S.A.

Labour Court.

Labor trial.

Appeal of first instance verdict.

ThCh$ 17,604

Comercial CCU S.A.

Labour Court.

Labor trial.

Appeal of first instance verdict.

ThCh$ 21,268

Comercial CCU S.A.

Labour Court.

Labor trial.

Appeal of first instance verdict.

ThCh $ 26,027

Viña San Pedro Tarapacá S.A.

Labour Court.

Labor trial.

Execution phase.

ThCh$ 15,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 17,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Ruling enforcement.

US$ 18,000

Compañía Industrial Cervecera S.A. (CICSA)

Commercial Court.

Distributor claim for to the termination of distribution agreeent.

Evidentiary stage.

US$ 38,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 36,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 39,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 37,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 35,000

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 24,000

 

 

 

 

 

 

F-131


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

 

Subsidiary

Court

Description

Status

Estimated accrued loss contingency

Compañía Industrial Cervecera S.A. (CICSA)

Labur Court.

Labor trial.

Evidentiary stage.

US$ 39,000

Compañía Industrial Cervecera S.A. (CICSA)

 

Several Tax claims.

Evidentiary stage.

US$ 383,000

Saenz Briones & Cía S.A.I.C.

Labur Court.

Labor trial.

Evidentiary stage.

US$ 51,000

Saenz Briones & Cía S.A.I.C.

Labur Court.

Labor trial.

Evidentiary stage.

US$ 42,000

Saenz Briones & Cía S.A.I.C.

Labur Court.

Labor trial.

Evidentiary stage.

US$ 18,000

 

 

 

 

 

 

The Company and its subsidiaries have established provisions to allow for such contingencies for ThCh$ 893,631 and ThCh$ 1,300,695, as of December 31, 2018 and 2017, respectively (See Note 23 – Other provisions).

 

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 – Income Tax.

 

Guarantees

 

As of December 31, 2018, 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 Note 21- Other financial liabilities, 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$ 2,000,000

December 26, 2019

 

 

 

 

F-132


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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$ 500,000

June 30, 2019

Banco Macro

US$ 600,000

June 30, 2019

Banco San Juan

US$ 1,200,000

June 30, 2019

Banco BBVA Francés

US$ 1,500,000

June 30, 2019

Banco Patagonia

US$ 1,600,000

June 30, 2019

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 2018:

-  

Industrial Waste Water Treatment (IWWT): 51.64%

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

-

Solid Industrial Residues (SIR): 33.31%

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: 1.05%

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: 14.00%

These expenses are related to the verification and compliance of Food Safety, Environmental Management and Operational Health & Safety Management Standards (ISO 22000, ISO 14000 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-133


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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,

2018

2017

2016

ThCh$

ThCh$

ThCh$

Cervecera CCU Chile Ltda.

IWWT

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

1,232,585

1,388,954

1,319,489

 

SIR

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

752,615

641,683

666,781

 

Gases

Management of atmospheric emissions.

36,581

16,687

21,655

 

Others

Management of internal and external regulatory compliance.

241,295

236,910

233,364

CCU Argentina S.A.

IWWT

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

879,730

930,683

820,999

 

SIR

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

501,979

527,248

560,710

 

Gases

Management of atmospheric emissions.

10,000

8,925

21,847

 

Others

Management of internal and external regulatory compliance.

101,691

201,726

141,379

Cervecería Kunstmann S.A.

IWWT

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

138,901

98,614

86,515

 

SIR

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

49,692

36,292

40,150

 

Others

Management of internal and external regulatory compliance.

46,123

37,623

45,876

Compañía Pisquera de Chile S.A.

IWWT

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

205,743

207,922

237,994

 

SIR

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

59,239

55,341

43,059

 

Gases

Management of atmospheric emissions

2,229

-

-

 

Others

Management of internal and external regulatory compliance.

11,583

14,280

12,582

Transportes CCU Ltda.

IWWT

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

18,346

-

9,792

 

SIR

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

459,512

388,198

288,856

 

Gases

Management of atmospheric emissions.

11,950

7,544

13,356

 

Others

Management of internal and external regulatory compliance.

206,114

155,951

141,138

VSPT S.A.

IWWT

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

395,845

417,134

454,828

 

SIR

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

87,132

202,204

165,697

 

Others

Management of internal and external regulatory compliance.

183,360

21,916

10,916

Embotelladoras Chilenas Unidas S.A.

IWWT

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

676,991

653,910

593,414

 

SIR

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

154,753

623,732

421,771

 

Gases

Management of atmospheric emissions

12,193

16,400

14,305

 

Others

Management of internal and external regulatory compliance.

110,952

119,226

156,295

Aguas CCU-Nestlé Chile S.A.

IWWT

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

50,354

19,453

35,550

 

SIR

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

57,158

10,818

3,910

 

Gases

Management of atmospheric emissions

270

400

-

 

Others

Management of internal and external regulatory compliance.

57,015

67,023

69,330

Fábrica de Envases Plásticos S.A.

SIR

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

198,890

175,805

129,487

 

Others

Management of internal and external regulatory compliance.

17,323

21,973

21,410

 

 

 

 

 

 

 

 

F-134


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

 

As of December 31, 2018

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 Plant expansion (Screw) Temuco

In process

-

774

12-31-2019

IWWT

Closed wastewater torch Quilicura

In process

23,810

704

12-31-2019

IWWT

Stage 1 IWWT Plant Temuco

In process

21,646

53,433

12-31-2019

IWWT

Replacement anaerobic reactor cells Temuco

In process

102,513

20,651

12-31-2019

SIW

Raw material and L1, L3 waste management

Finished

46,500

-

Finished

Gases

Change Fuel FO6 to GNL Temuco

In process

2,576

3,362

12-31-2019

Gases

Boiler 1 and 2 economizer

In process

70,767

15,841

12-31-2019

Gases

Thermal Plant Improvements Quilicura

Finished

2,958

-

Finished

Gases

Recover biogas from IWWT Plant 2 Temuco

In process

64,840

48,018

12-31-2019

Gases

Replacement boiler 2 to Low Nox Quilicura

In process

840,385

96,105

12-31-2019

Others

SEC Certification of Biogas' plant Quilicura

In process

133,016

2,740

12-31-2019

Others

DS 10 compliance Quilicura

Finished

29,083

-

Finished

Others

Sanitary Permits Compliance Quilicura

In process

2,342

2,032

12-31-2019

Others

Normalization to DS 78 Quilicura

Finished

8,723

-

Finished

Others

Ammonia tank protection Temuco

Finished

3,221

-

Finished

Others

New NH3 standard

In process

-

6,230

12-31-2019

Others

Fire sensors

Finished

39,141

-

Finished

Others

DS 43 Hazardous substances

In process

33,802

70,935

12-31-2019

CCU Argentina S.A.

IWWT

IWWT Stage 3 Salta

In process

330,610

-

12-31-2019

IWWT

Tanker EQ Lujan

In process

-

141

12-31-2019

Gases

Boiler 1 Economizer Lujan

In process

4,088

7,191

12-31-2019

Others

Installation Modification NH3 Salta

In process

27,152

70,229

12-31-2019

Cervecería Kunstmann S.A.

IWWT

New IWWT Plant – IC Technology

In process

193,634

93,571

12-31-2019

SIW

Biofilter of Earthworms

In process

86,619

3

12-31-2019

Gases

Thermal energy saving plan

In process

24,656

8,094

12-31-2019

Gases

Electric energy saving plan

In process

7,953

7,763

12-31-2019

Others

FEI,  Plant Insurance normalization

Finished

52,085

-

Finished

Cía. Pisquera de Chile S.A.

IWWT

IWWT Hydro Ejectors Montepatria

Finished

41,925

-

Finished

IWWT

Washing water treatment plant

In process

-

14,000

12-31-2019

IWWT

Geo membrane HDPE replacement

Finished

8,256

-

Finished

Gases

Boiler 4 Ton/h Salamanca

In process

312,841

10,771

12-31-2019

Others

FEI Monte Patria

In process

268,624

21,480

12-31-2019

Others

Normative compliance de Coct

Finished

4,040

-

Finished

Others

DIA Salamanca Plant

In process

-

22,634

12-31-2019

VSPT S.A.

IWWT

IWWT adaptation Isla de Maipo

Finished

1,989

-

Finished

IWWT

Hydrocarbons separation tank Isla de Maipo

In process

-

627

12-31-2019

IWWT

Sedimentation and accumulation IWWT Plant Isla de Maipo

Finished

2,600

-

Finished

IWWT

IWWT emergency pipe

Finished

8,374

-

Finished

IWWT

IWWT Plant Lighting

Finished

1,937

-

Finished

Gases

Insulation piping refrigeration / heating Molina

Finished

14,860

-

Finished

Gases

Insulation piping refrigeration Isla de Maipo

Finished

6,233

-

Finished

Gases

Power Meters

Finished

510

-

Finished

Others

Clousure of IWWT

Finished

1,477

-

Finished

Others

Container spill CIP-chemical products

In process

9,429

2,561

12-31-2019

Others

Sulfur Warehouse VI

In process

5,880

1,010

12-31-2019

Others

Fire incident workshop Isla de Maipo

Finished

54,738

-

Finished

Embotelladoras Chilenas Unidas S.A.

IWWT

Plant improvement of wastewater

In process

45,698

9,543

12-31-2019

IWWT

Reverse osmosis plant water recovery

Finished

6,000

-

Finished

IWWT

Neutralization System IWWT Modelo

In process

2,313

34,690

12-31-2019

Gases

Offset NOX - NPX

Finished

47,953

-

Finished

Gases

Automatic Purges Boilers I Modelo

In process

42,807

3,635

12-31-2019

Gases

Condensate Recovery

Finished

1,079

-

Finished

Others

Chemical substances warehouse

In process

8,400

28,371

12-31-2019

Others

Certification steam networks, Antofagasta

Finished

10,521

-

Finished

Others

Normalization Cond.  Santiago Plant

Finished

4,601

-

Finished

Others

New hazardous waste warehouse

In process

16,659

3,502

12-31-2019

Others

Authorization DS 10

In process

45,739

3,999

12-31-2019

Others

Legal Regularization of tanks

In process

57,188

3,105

12-31-2019

Others

2nd stage fire network Antofagasta

In process

47,193

2,807

12-31-2019

Others

Fire network

In process

133,381

6,416

12-31-2019

Others

Up grade ammonia system

In process

58,209

9,389

12-31-2019

Aguas CCU-Nestlé S.A.

IWWT

IWWT Plant Coinco

In process

427,153

60,942

12-31-2019

Others

Flammable Warehouse Coinco

Finished

95,685

-

Finished

Others

Fire Brigade Equipment

Finished

3,791

-

Finished

Fábrica de Envases Plásticos S.A.

SIW

Improvement in Waste Management

In process

-

2,921

12-31-2019

Gases

Control of electrical variables

In process

-

50

12-31-2019

Others

Bottle cap Plant Chiller

In process

148,558

45,465

12-31-2019

Others

RE 43 compliance

Finished

17,043

-

Finished

Others

Fire network improvement

In process

144,145

34,339

12-31-2019

 

 

 

 

 

 

 

 

 

F-135


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

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

IWWT Plant expansion (Screw) Temuco

In process

2,941

774

12-31-2019

IWWT

Stage 1 IWWT Plant Temuco

In process

259,733

38,639

12-31-2019

IWWT

Replacement anaerobic reactor cells Temuco

In process

19,960

-

12-31-2019

SIW

Increase capacity of waste container

Finished

7,632

-

Finished

Gases

Change Fuel FO6 to GNL Temuco

In process

58,432

5,930

12-31-2019

Gases

Boiler 1 and 2 economizer

In process

22,387

14,510

12-31-2019

Gases

Thermal Plant Improvements Quilicura

In process

26,387

2,948

12-31-2018

Gases

Steam consumption improvements

Finished

7,903

-

Finished

Other

SEC Certification of Biogas' plant Quilicura

In process

116,555

54,382

12-31-2019

Other

DS 10 compliance Quilicura

In process

102,219

14,643

12-31-2018

Other

Sanitary Permits Compliance Quilicura

In process

8,569

16,866

12-31-2019

Other

Normalization to DS 78 Quilicura

In process

127,078

-

12-31-2018

Other

Ammonia tank protection Temuco

In process

19,257

3,221

12-31-2018

CCU Argentina S.A.

IWWT

IWWT Stage 2 Salta

Finished

3,103

-

Finished

IWWT

IWWT Stage 3 Salta

In process

153,169

109,047

12-31-2019

Gases

Boiler 1 Economizer Luján

In process

17,741

-

12-31-2019

Other

NH3 adaptation installation Salta

In process

9,102

-

12-31-2019

Cervecería Kunstmann S.A.

IWWT

New IWWT Plant – IC Technology

In process

814,127

112,745

12-31-2019

IWWT

IWWT Secondary plant and discharge

Finished

461

66,820

Finished

Other

FEI,  Plant Insurance normalization

In process

96,341

82,265

12-31-2018

Compañía Pisquera de Chile S.A.

Gases

Boiler 4 Ton/h Salamanca

In process

2,608

170,634

12-31-2019

Transportes CCU Ltda.

Other

Acoustic isolation

Finished

1,106

-

Finished

VSPT S.A.

IWWT

IWWT adaptation IM

In process

37,561

1,989

12-31-2018

IWWT

Hydrocarbons separation tank IM

In process

929

627

12-31-2019

IWWT

Sedimentation and accumulation IWWT Plant IM

In process

4,035

1,477

12-31-2018

IWWT

IWWT Pool aerators

Finished

13,177

1,300

Finished

IWWT

IWWT Plant Lighting

In process

1,487

1,937

12-31-2018

SIW

Compost Container

Finished

2,750

-

Finished

SIW

Compost Container (2)

Finished

6,050

-

Finished

SIW

Waste Container

Finished

3,200

-

Finished

Gases

Insulation piping refrigeration / heating Molina

In process

779

14,860

12-31-2018

Gases

Power Meters

In process

8,417

-

12-31-2018

Other

Close IWWT/Infrastructure

In process

6,890

-

12-31-2018

Other

Hazardous waste warehouse expansion

Finished

8,424

-

Finished

Other

Sulfur warehouse

Finished

4,389

-

Finished

Embotelladoras Chilenas Unidas S.A.

IWWT

Recovery solutions CIP

Finished

3,473

-

Finished

Gases

Offset NOX - NPX

In process

1,486

48,553

12-31-2018

Gases

Condensate Recovery

In process

47,224

-

12-31-2018

Gases

Change Lighting System

Finished

33,873

-

Finished

Other

New hazardous waste warehouse

In process

11,562

13,176

12-31-2019

Other

Authorization DS 10

In process

27,576

5,274

12-31-2019

Other

Legal Regularization of tanks

In process

9,391

40,541

12-31-2019

Other

Regularizations

In process

93,766

-

12-31-2018

Other

SEC Electric Regularization

Finished

29,499

-

Finished

Other

Up grade ammonia system

In process

98,070

50,656

12-31-2019

Aguas CCU-Nestlé S.A.

IWWT

IWWT Plant Coinco

In process

262,719

226,538

12-31-2019

Other

Flammable Warehouse Coinco

In process

4,939

-

12-31-2018

Fábrica de Envases Plásticos S.A.

Gases

Control of electrical variables

In process

3,288

50

12-31-2019

Other

RE 43 compliance

In process

6,803

11,853

12-31-2018

 

 

 

 

 

 

 

 

F-136


 
 

Compañía Cervecerías Unidas S.A. and subsidiaries

Notes to the Consolidated Financial Statements

December 31, 2018

 

Note 36 Subsequent Events

 

 

a)   The Consolidated Financial Statements of CCU S.A., have been approved by the Board of Directors on February 27, 2019.

 

b)   There are no others subsequent events between the closing date and the filing date of these Financial Statements (February 27, 2019) that could significantly affect their interpretation.

 

 

F-137


 

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: March 4, 2019