EX-99.1 2 eocc-ex991_7.htm EX-99.1 eocc-ex991_7.htm

 

Exhibit 99.1

Enel Generación Chile S.A. and its Subsidiaries

Unaudited Interim Consolidated Financial Statements as of and for the periods ended June 30, 2017.

 

 

 

 


 

Index to the Unaudited Interim Financial Statements

 

 

Ch$

Chilean pesos

US$

U. S. dollars

UF

The UF is a Chilean inflation-indexed, peso-denominated monetary unit that is set daily in advance based on the previous month’s inflation rate.

ThCh$

Thousands of Chilean pesos

ThUS$

Thousands of U.S. dollars

 

 

 


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

Unaudited Interim Consolidated Statements of Financial Position

As of June 30, 2017 and December 31, 2016

(In thousands of Chilean pesos)

 

 

ASSETS

Note

6-30-2017

 

12-31-2016

 

ThCh$

ThCh$

CURRENT ASSETS

 

 

 

Cash and cash equivalents

6

10,619,882

114,486,479

Other current financial assets

7

1,600,114

487,106

Other current non-financial assets

 

8,584,471

4,409,288

Trade and other current receivables, net

8

248,371,894

260,440,086

Current accounts receivable from related parties

9

67,187,803

82,727,781

Inventories

10

29,393,149

33,390,799

Income taxes recoverable

11

42,020,773

34,438,408

Non-current assets and disposal groups held for sale

5

-

12,993,008

TOTAL CURRENT ASSETS

 

407,778,086

543,372,955

 

 

 

 

NON-CURRENT ASSETS

 

 

 

Other non-current financial assets

7

30,251,719

28,802,568

Other non-current non-financial assets

10

13,363,910

12,318,443

Trade and other non-current receivables

8

913,535

6,788,437

Investments accounted for using the equity method

12

19,040,613

18,738,198

Intangible assets other than goodwill

13

18,278,853

19,266,874

Goodwill

14

24,860,356

24,860,356

Property, plant and equipment

15

2,731,183,672

2,726,838,537

Deferred income tax assets

16

19,627,645

18,696,123

TOTAL NON-CURRENT ASSETS

 

2,857,520,303

2,856,309,536

TOTAL ASSETS

 

3,265,298,389

3,399,682,491

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

CURRENT LIABILITIES

 

 

 

Other current financial liabilities

17

23,759,133

25,696,064

Trade and other current payables

20

221,786,440

341,088,664

Current accounts payable to related parties

9

67,154,341

121,018,039

Other current provisions

21

5,248,904

6,493,428

Current income taxes payable

11

26,539,544

61,457,940

Other current non-financial liabilities

 

23,330

23,330

TOTAL CURRENT LIABILITIES

 

344,511,692

555,777,465

 

 

 

 

NON-CURRENT LIABILITIES

 

 

 

Other non-current financial liabilities

17

843,858,793

854,016,751

Other non-current payables

20

1,065,270

1,453,022

Non-current accounts payables to related parties

9

-

251,527

Other long-term provisions

21

59,018,975

57,325,915

Deferred income tax liabilities

16

185,370,436

185,277,005

Non-current provisions for employee benefits

22

15,009,198

15,820,557

TOTAL NON-CURRENT LIABILITIES

 

1,104,322,672

1,114,144,777

TOTAL LIABILITIES

 

1,448,834,364

1,669,922,242

 

 

 

 

EQUITY

 

 

 

Issued capital

23

552,777,321

552,777,321

Retained earnings

 

1,289,912,945

1,199,429,221

Share premium

23

85,511,492

85,511,492

Other reserves

23

(139,491,487)

(136,755,547)

Equity attributable to Shareholders of the Parent Company

 

1,788,710,271

1,700,962,487

Non-controlling interests

 

27,753,754

28,797,762

TOTAL EQUITY

 

1,816,464,025

1,729,760,249

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

3,265,298,389

3,399,682,491

 

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-1


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

Unaudited Interim Consolidated Statements of Comprehensive Income, by Nature

For the six and three month periods ended June 30, 2017 and 2016  

(In thousands of Chilean pesos)

 

 

CONSOLIDATED STATEMENTS OF PROFIT (LOSS)

Note

For the six month periods ended

 

For the three month periods ended

6-30-2017

6-30-2016

 

6-30-2017

6-30-2016

ThCh$

ThCh$

 

ThCh$

ThCh$

Continuing Operations:

 

 

 

 

 

 

Revenues

24

760,426,962

843,262,607

 

384,728,724

431,020,490

Other operating income

24

6,563,392

5,221,592

 

(1,151,704)

2,180,966

Revenues and Other Operating Income from continuing operations

 

766,990,354

848,484,199

 

383,577,020

433,201,456

    

 

 

 

 

 

 

Raw materials and consumables used

25

(489,666,108)

(487,511,564)

 

(264,217,502)

(257,033,664)

Contribution Margin from continuing operations

 

277,324,246

360,972,635

 

119,359,518

176,167,792

    

 

 

 

 

 

 

Other work performed by the entity and capitalized

15.d.2

2,931,906

5,339,640

 

1,760,153

2,702,151

Employee benefits expense

26

(27,826,177)

(30,641,813)

 

(15,056,639)

(17,108,774)

Depreciation and amortization expense

27

(58,924,488)

(66,021,235)

 

(28,731,695)

(33,600,741)

Impairment loss recognized in the period’s profit or loss

27

55,494

-

 

-

-

Other expenses

28

(34,687,603)

(35,571,236)

 

(17,338,089)

(19,123,238)

Operating Income from continuing operations

 

158,873,378

234,077,991

 

59,993,248

109,037,190

    

 

 

 

 

 

 

Other gains (losses)

29

109,706,597

113,585

 

4,804,491

80,041

Financial income

30

2,637,100

918,116

 

1,478,047

529,487

Financial costs

30

(24,942,613)

(28,186,693)

 

(12,325,022)

(13,980,362)

Share of profit (loss) of associates and joint ventures accounted for using the equity method

12

(778,312)

5,470,863

 

(83,764)

3,018,590

Foreign currency exchange differences

30

5,545,026

20,080,405

 

1,336,396

5,522,881

Gains (losses) from indexed assets and liabilities

30

(121,871)

336,478

 

13,522

142,149

Income from continuing operations, before taxes

 

250,919,305

232,810,745

 

55,216,918

104,349,976

Income tax expense, continuing operations

31

(62,765,856)

(30,863,042)

 

(20,699,542)

(17,427,283)

NET INCOME FROM CONTINUING OPERATIONS

 

188,153,449

201,947,703

 

34,517,376

86,922,693

Income (loss) from discontinued operations, net of income taxes

5.2

-

79,572,445

 

-

(48,223)

NET INCOME FOR THE PERIOD

 

188,153,449

281,520,148

 

34,517,376

86,874,470

 

 

 

 

 

 

 

Net income for the period attributable to:

 

 

 

 

 

 

Shareholders of the parent company

 

184,995,290

237,448,251

 

32,838,029

84,880,342

Non-controlling interests

23.7

3,158,159

44,071,897

 

1,679,347

1,994,128

NET INCOME FOR THE PERIOD

 

188,153,449

281,520,148

 

34,517,376

86,874,470

    

 

 

 

 

 

 

Basic and diluted earnings per share

 

 

 

 

 

 

Basic and diluted earnings per share from continuing operations

Ch$ / share

22.56

24.10

 

4.01

10.35

Basic and diluted earnings per share from discontinued operation

Ch$ / share

-

4.85

 

-

-

Total Basic and diluted earnings per share

Ch$ / share

22.56

28.95

 

4.01

10.35

Weighted average number of shares of common stock

Thousands

8,201,755

8,201,755

 

8,201,755

8,201,755

 

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-2


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

Unaudited Interim Consolidated Statements of Comprehensive Income, by Nature (continued)

For the six and three month periods ended June 30, 2017 and 2016

(In thousands of Chilean pesos)

 

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Note

For the six month periods ended

 

For the three month periods ended

6-30-2017

6-30-2016

 

6-30-2017

6-30-2016

ThCh$

ThCh$

 

ThCh$

ThCh$

    

 

 

 

 

 

 

Net Income for the period

 

188,153,449

281,520,148

 

34,517,376

86,874,470

 

 

 

 

 

 

 

Components of other comprehensive income (loss) that will be reclassified subsequently to profit or loss, before income taxes

Foreign currency translation losses, net

 

(613,777)

(139,187,191)

 

(920,504)

(1,003,750)

Gains (losses) from available-for-sale financial assets, net

 

780

145

 

778

(5)

Net losses from cash flow hedges

 

(5,108,833)

55,910,948

 

(227,859)

11,188,869

Reclassification adjustments on cash flow hedges

 

11,341,474

12,647,638

 

5,960,690

5,817,790

Share of other comprehensive income from investments accounted for using the equity method

 

-

(13,076,505)

 

-

593,593

Other comprehensive income (loss) that will be reclassified subsequently to profit or loss

 

5,619,644

(83,704,965)

 

4,813,105

16,596,497

    

 

 

 

 

 

 

Total other comprehensive income (loss), before income taxes

 

5,619,644

(83,704,965)

 

4,813,105

16,596,497

 

 

 

 

 

 

 

Income taxes related to components of other comprehensive income (loss) that will be reclassified subsequently to profit or loss

Income tax related to cash flow hedge

 

(5,648,874)

(18,589,223)

 

(2,170,329)

(4,820,929)

Income tax related to available-for-sale financial assets

 

(211)

(39)

 

(210)

2

Income taxes related to components of comprehensive income (losses) that will be reclassified subsequently to profit or loss

 

(5,649,085)

(18,589,262)

 

(2,170,539)

(4,820,927)

    

 

 

 

 

 

 

Total Other Comprehensive Income (Loss)

 

(29,441)

(102,294,227)

 

2,642,566

11,775,570

TOTAL COMPREHENSIVE INCOME

 

188,124,008

179,225,921

 

37,159,942

98,650,040

    

 

 

 

 

 

 

Comprehensive income (loss) attributable to

 

 

 

 

 

 

Shareholders of the parent company

 

184,981,463

200,117,317

 

35,504,750

96,664,900

Non-controlling interests

 

3,142,545

(20,891,396)

 

1,655,192

1,985,140

TOTAL COMPREHENSIVE INCOME

 

188,124,008

179,225,921

 

37,159,942

98,650,040

 

 

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-3


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

Unaudited Interim Consolidated Statements of Changes in Equity

For the six month periods ended June 30, 2017 and 2016

(In thousands of Chilean pesos)

 

Statements of Changes in Equity

Issued Capital

Share Premium

Changes in Other Reserves

Total Other Reserves

Retained Earnings

Equity
Attributable to
Shareholders
of the Parent Company

Non-Controlling Interest

Total Equity

Reserve for Exchange Difference in Translation

Reserve for Cash Flow Hedges

Reserve for Gains and Losses on Remeasuring Available-for-Sale  Financial Assets

Other Miscellaneous Reserves

Other Reserves related to
assets held for sale and disposal groups

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Equity as of 1/1/2017

552,777,321

85,511,492

16,210,841

(123,499,401)

(1,033)

(32,188,067)

2,722,113

(136,755,547)

1,199,429,221

1,700,962,487

28,797,762

1,729,760,249

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

184,995,290

184,995,290

3,158,159

188,153,449

Other comprehensive loss

 

 

(598,163)

583,767

569

-

-

(13,827)

 

(13,827)

(15,614)

(29,441)

Comprehensive income

 

 

 

 

 

 

 

 

 

184,981,463

3,142,545

188,124,008

Dividends

 

 

 

 

 

 

 

 

(94,511,566)

(94,511,566)

(4,186,553)

(98,698,119)

Increase (decrease) from other changes

-

-

-

-

-

-

(2,722,113)

(2,722,113)

-

(2,722,113)

-

(2,722,113)

Total changes in equity

-

-

(598,163)

583,767

569

-

(2,722,113)

(2,735,940)

90,483,724

87,747,784

(1,044,008)

86,703,776

Equity as of 6/30/2017

552,777,321

85,511,492

15,612,678

(122,915,634)

(464)

(32,188,067)

-

(139,491,487)

1,289,912,945

1,788,710,271

27,753,754

1,816,464,025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Statements of Changes in Equity

Issued Capital

Share Premium

Changes in Other Reserves

Total Other Reserves

Retained Earnings

Equity
Attributable to
Shareholders
of the Parent Company

Non-Controlling Interest

Total Equity

Reserve for Exchange Difference in Translation

Reserve for Cash Flow Hedges

Reserve for Gains and Losses on Remeasuring Available-for-Sale  Financial Assets

Other Miscellaneous Reserves

Other Reserves related to
assets held for sale and disposal groups

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Equity as of 1/1/2016

1,331,714,085

206,008,557

19,691,866

(205,691,575)

(1,046)

(719,716,306)

(202,189,042)

(1,107,906,103)

2,218,373,368

2,648,189,907

895,700,172

3,543,890,079

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

237,448,251

237,448,251

44,071,897

281,520,148

Other comprehensive income (loss)

 

 

(3,206,401)

51,666,708

106

(12,862,585)

(72,928,762)

(37,330,934)

 

(37,330,934)

(64,963,293)

(102,294,227)

Comprehensive income (loss)

 

 

 

 

 

 

 

 

 

200,117,317

(20,891,396)

179,225,921

Dividends

 

 

 

 

 

 

 

 

(42,467,578)

(42,467,578)

(4,178,163)

(46,645,741)

Increase (decrease) from distribution to owners

(778,936,764)

(120,497,065)

-

-

-

776,186,804

275,117,804

1,051,304,608

(1,305,983,122)

(1,154,112,343)

(839,096,192)

(1,993,208,535)

Increase (decrease) from other changes

-

-

1,894,054

14,422,227

-

(88,092,670)

(7,701,295)

(79,477,684)

-

(79,477,684)

9,036

(79,468,648)

Total changes in equity

(778,936,764)

(120,497,065)

(1,312,347)

66,088,935

106

675,231,549

194,487,747

934,495,990

(1,111,002,449)

(1,075,940,288)

(864,156,715)

(1,940,097,003)

Equity as of 6/30/2016

552,777,321

85,511,492

18,379,519

(139,602,640)

(940)

(44,484,757)

(7,701,295)

(173,410,113)

1,107,370,919

1,572,249,619

31,543,457

1,603,793,076

 

 

 

 

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-4


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

Unaudited Interim Consolidated Statements of Cash Flow, Direct

For the six month periods ended June 30, 2017 and 2016

(In thousands of Chilean pesos)

 

 

Statement of Direct Cash Flow

 

For the six month periods ended,

Note

6-30-2017

6-30-2016

ThCh$

ThCh$

Cash flows from operating activities

 

 

 

Types of collection from operating activities

 

 

 

Collections from the sale of goods and services

 

996,409,574

1,332,074,186

Collections from royalties, payments, commissions, and other income from ordinary activities

 

-

1,967,684

Collections from premiums and services, annual payments, and other benefits from policies held

 

202,295

3,824,356

Other collections from operating activities

 

36,312

40,967

Types of payment in cash from operating activities

 

 

 

Payments to suppliers for goods and services

 

(655,216,855)

(777,484,715)

Payments to and on behalf of employees

 

(31,693,536)

(44,590,096)

Payments on premiums and services, annual payments, and other obligations from policies held

 

(14,570,268)

(21,154,710)

Other payments for operating activities

 

(50,482,026)

(162,032,553)

Cash generated  from operating activities

 

 

 

Income taxes paid

 

(104,587,854)

(69,660,724)

Other outflows of cash

 

(285,368)

(1,897,436)

Net cash provided by operating activities

 

139,812,274

261,086,959

Cash flows from investment activities

 

 

 

Other collections from the sale of equity or debt instruments belonging to other entities

5.1

115,582,806

-

Other payments to acquire stakes in joint ventures

12.1

(1,836,000)

(1,887,000)

Loans to related companies

 

-

(5,539,942)

Proceeds from the sale of property, plant and equipment

 

4,274,472

35,281

Purchases of property, plant and equipment

 

(103,086,305)

(75,638,992)

Payments from future, forward, option and swap contracts

 

(5,279,806)

(4,135,425)

Collections from future, forward, option and swap contracts

 

706,587

3,427,015

Collections from related companies

 

-

378,350

Dividends received

 

879,621

5,088,784

Interest received

 

1,976,939

2,724,316

Net cash provided by (used in) investing activities

 

13,218,314

(75,547,613)

Cash flows from financing activities

 

 

 

Payments to acquire or redeem own shares

 

-

(1,804,507)

    Total proceeds from loans

 

8,222

257,661,770

            Proceeds from long-term loans

 

-

249,359,440

            Proceeds from short-term loans

 

8,222

8,302,330

Loans from related companies

 

31,644,199

37,052,879

Payments on borrowings

 

(2,761,772)

(47,173,331)

Payments on financial lease liabilities

 

(1,320,363)

(872,712)

Payments on loans to related companies

 

(24,939,508)

(70,127,379)

Dividends paid

 

(237,905,968)

(123,210,551)

Interest paid

 

(22,209,757)

(52,833,571)

Other outflows of cash

 

(2,291,366)

(217,998,955)

Net cash used in financing activities

 

(259,776,313)

(219,306,357)

Net decreasein cash and cash equivalents before effect of exchange rate changes

 

(106,745,725)

(33,767,011)

Effect of exchange rate changes on cash and cash equivalents

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

2,879,128

(11,809,349)

Net decreasein cash and cash equivalents

 

(103,866,597)

(45,576,360)

    Cash and cash equivalents at the beginning of period

6

114,486,479

149,738,363

Cash and cash equivalents at the end of period

6

10,619,882

104,162,003

 

 

 

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-5


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Table of Contents

Page

1.

THE GROUP’S ACTIVITIES AND FINANCIAL STATEMENTS

9

 

 

 

2.

BASIS OF PRESENTATION OF THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

9

 

 

 

2.1

Accounting principles

9

 

 

 

2.2

New accounting pronouncements

10

 

 

 

2.3

Responsibility for the information, judgments and estimates provided

16

 

 

 

2.3.1

Changes in accounting estimates

16

 

 

 

2.4

Subsidiaries

17

 

 

 

2.5

Investments in associates

17

 

 

 

2.6

Joint arrangements

18

 

 

 

2.7

Basis of consolidation and business combinations

18

 

 

 

3.

ACCOUNTING POLICIES

19

 

 

 

a)

Property, plant and equipment

19

 

 

 

b)

Goodwill

20

 

 

 

c)

Intangible assets other than goodwill

20

 

 

 

d)

Impairment of non-financial assets

21

 

 

 

e)

Leases

22

 

 

 

f)

Financial instruments

22

 

 

 

g)

Fair value measurement

25

 

 

 

h)

Investments accounted for using the equity method

26

 

 

 

i)

Inventories

27

 

 

 

j)

Non-current assets and disposal groups and liabilities associated held for sale or distribution to owners and discontinued operations

27

 

 

 

k)

Treasury shares

28

 

 

 

l)

Provisions

28

 

 

 

m)

Translation of foreign currency balances

28

 

 

 

n)

Current/non-current classification

29

 

 

 

o)

Income taxes

29

 

 

 

p)

Revenue and expense recognition

30

 

 

 

q)

Earnings per share

31

 

 

 

r)

Dividends

31

 

 

 

s)

Operating Segments and Geographical Information

31

 

 

 

4.

SECTOR REGULATIONS AND ELECTRICITY SYSTEM OPERATIONS

32

 

 

 

 

F-6


 

5.

NON-CURRENT ASSETS AND DISPOSAL GROUPS HELD FOR SALE OR HELD FOR DISTRIBUTION TO OWNERS

35

 

 

 

6.

CASH AND CASH EQUIVALENTS

39

 

 

 

7.

OTHER FINANCIAL ASSETS

40

 

 

 

8.

TRADE AND OTHER RECEIVABLES

40

 

 

 

9.

BALANCES AND TRANSACTIONS WITH RELATED PARTIES

42

 

 

 

10.

INVENTORIES

50

 

 

 

11.

CURRENT TAX RECEIVABLES AND PAYABLES

50

 

 

 

12.

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

51

 

 

 

13.

INTANGIBLE ASSETS OTHER THAN GOODWILL

53

 

 

 

14.

GOODWILL

54

 

 

 

15.

PROPERTY, PLANT AND EQUIPMENT

55

 

 

 

16.

DEFERRED TAXES

59

 

 

 

17.

OTHER FINANCIAL LIABILITIES

61

 

 

 

18.

RISK MANAGEMENT POLICY

65

 

 

 

19.

FINANCIAL INSTRUMENTS

68

 

 

 

20.

TRADE AND OTHER PAYABLES

72

 

 

 

21.

PROVISIONS

72

 

 

 

22.

EMPLOYEE BENEFIT OBLIGATIONS

73

 

 

 

23.

TOTAL EQUITY

75

 

 

 

24.

REVENUE AND OTHER OPERATING INCOME

78

 

 

 

25.

RAW MATERIALS AND CONSUMABLES USED

79

 

 

 

26.

EMPLOYEE BENEFITS EXPENSE

79

 

 

 

27.

DEPRECIATION, AMORTIZATION AND IMPAIRMENT LOSSES

79

 

 

 

28.

OTHER EXPENSES

80

 

 

 

29.

OTHER GAINS (LOSSES)

80

 

 

 

30.

FINANCIAL RESULTS

81

 

 

 

31.

INCOME TAXES

82

 

 

 

32.

SUPPLEMENTAL DISAGGREGATED FINANCIAL INFORMATION

83

 

 

 

33.

THIRD PARTY GUARANTEES, CONTINGENT ASSETS AND LIABILITIES, AND OTHER COMMITMENTS

85

 

 

 

34.

PERSONNEL FIGURES

89

 

 

 

35.

SANCTIONS

89

 

 

 

36.

ENVIRONMENT

90

 

 

 

37.

SUMMARIZED FINANCIAL INFORMATION ON SUBSIDIARIES

92

 

 

 

38.

SUBSEQUENT EVENTS

93

 

 

 

 

F-7


 

APPENDIX 1 GROUP COMPANIES

94

APPENDIX 2 CHANGES IN THE SCOPE OF CONSOLIDATION

95

APPENDIX 3 ASSOCIATES AND JOINT VENTURES

96

APPENDIX 4 ADDITIONAL INFORMATION ON FINANCIAL DEBT

97

APPENDIX 5 DETAIL OF ASSETS AND LIABILITIES IN FOREIGN CURRENCY

101

APPENDIX 6 ADDITIONAL INFORMATION CIRCULAR No. 715 OF FEBRUARY 3, 2012

102

APPENDIX 6.1 SUPPLEMENTARY INFORMATION ON TRADE RECEIVABLES

104

APPENDIX 6.2 ESTIMATED SALES AND PURCHASES OF ENERGY AND CAPACITY

106

APPENDIX 7 DETAILS OF DUE DATES OF PAYMENTS TO SUPPLIERS

107

 

 

F-8


 

ENEL GENERACIÓN CHILE S.A. AND ITS SUBSIDIARIES

NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(In thousands of Chilean pesos)

 

1.

THE GROUP’S ACTIVITIES AND FINANCIAL STATEMENTS

Enel Generación Chile S.A. (hereinafter the “Parent Company” or the “Company”) and its subsidiaries comprise the Enel Generación Chile Group (hereinafter “Enel Generación Chile” or the “Group”).

The Company is a publicly traded corporation with a registered address and head office located at Avenida Santa Rosa, No. 76, in Santiago, Chile. The Company is registered with the securities register of the Chilean Superintendence of Securities and Insurance (“Superintendencia de Valores y Seguros” or “SVS”) under number 114. In addition, the Company is registered with the Securities and Exchange Commission of the United States of America (hereinafter U.S. SEC). The Company’s shares have been listed on the New York Stock Exchange since 1994.

Enel Generación Chile S.A. is a subsidiary of Enel Chile S.A., a company which, in turn, is a subsidiary of Enel Iberoamérica S.R.L, a company controlled by Enel S.p.A. (hereinafter “Enel”).

The Company was initially incorporated by a public deed dated December 1, 1943 under the name Empresa Nacional de Electricidad S.A. The Treasury Department’s Supreme Decree No. 97 of January 3, 1944 authorized the incorporation of the Company and approved its by-laws. The Company changed its name to Enel Generación Chile S.A. effective October 18, 2016, the date its by-laws were amended in connection with the corporate reorganization of the Group (see Note 5.2). For tax purposes, the Company operates under Chilean tax identification number 91.081.000-6.

As of June 30, 2017, the Group had 851 employees. During the six month period ended June 30, 2017, the Group averaged a total of 867 employees (see Note 34).

The Group’s corporate purpose consists of generating, transporting, producing, and distributing electrical energy. The Company’s corporate purpose also includes investing in financial assets, developing projects, carrying out activities in the energy industry and in other fields in which electrical energy is essential, and participating in public civil or hydraulic infrastructure concessions in which it may participate directly or through subsidiaries or associate companies in Chile or abroad.

Enel Generación Chile’s 2016 consolidated financial statements were approved by the Board of Directors at meeting held on February 27, 2017. The consolidated financial statements were then submitted to the consideration of a General Shareholders´ Meeting held on April 25, 2017, which finally approved the consolidated financial statements.

2.

BASIS OF PRESENTATION OF THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

2.1

Accounting principles

The interim consolidated financial statements as of June 30, 2017 of the Group, approved for issuance by the Company’s Board of Directors at its meeting held on September 27, 2017, have been prepared in accordance with the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), following the requirements of International Accounting Standard (IAS) No. 34, Interim Financial Reporting.

These interim consolidated financial statements include all information and disclosures required in annual financial statements.

The unaudited interim consolidated statement of financial position as of December 31, 2016 has been derived from the Company’s annual consolidated financial statements as of and for the year ended December 31, 2016. These interim consolidated financial statements have been prepared under going concern assumptions on a historical cost basis except, in accordance with IFRS, those assets and liabilities that are measured at fair value (see Note 3.f) and those non-current assets and disposal groups held for sale, which are recognized at the carrying amount or the fair value less cost of disposal, whichever is lower (see Note 3.j).

These interim consolidated financial statements are presented in thousands of Chilean pesos (unless expressly stated otherwise), as the Chilean peso is the functional currency of the Company and the presentation currency of the Group. Foreign operations are incorporated in accordance with the accounting policies stated in Notes 2.7 and 3.m.

 

F-9


 

 

2.2

New accounting pronouncements

 

a)

Accounting pronouncements effective from January 1, 2017:

 

Improvements and Amendments

 

Mandatory application for annual periods beginning on or after:

 

Amendment to IAS 12: Recognition of Deferred Tax Assets for Unrealized Losses

 

The purpose of the amendments to IAS 12 “Income Taxes” is to provide requirements on recognition of deferred tax assets for unrealized losses, and clarify how to account for deferred tax assets related to debt instruments measured at fair value.

 

 

January 1, 2017

 

Amendment to IAS 7: Disclosure Initiative

 

The amendments to IAS 7 “Statement of Cash Flows” are part of the IASB’s initiative aimed at improving presentation and disclosure of information in the financial statements. The amendments add additional disclosure requirements relating to financing activities in the statement of cash flows.

 

 

January 1, 2017

 

Annual Improvements to IFRS (2014 – 2016 Cycle)

 

Annual improvements correspond to a series of minor amendments clarifying, correcting or eliminating redundancy in IFRS 12 “Disclosures of Interests in Other Entities”.

 

 

January 1, 2017

 

 

The new amendments and annual improvements adopted, which came into effect on January 1, 2017, had no significant effect on the interim consolidated financial statements of the Company and its subsidiaries.

 

b)

Accounting pronouncements effective from January 1, 2018, and subsequent periods:

As of the date of issue of these interim consolidated financial statements, the following accounting pronouncements had been issued by the IASB, but their application was not yet mandatory:

 

New Standards

 

 

Mandatory application for annual periods beginning on or after:

 

 

IFRS 9: Financial Instruments

 

 

January 1, 2018

 

IFRS 15: Revenue from Contracts with Customers.

 

 

January 1, 2018

 

IFRS 16: Leases

 

 

January 1, 2019

 

 

F-10


 

IFRS 9 Financial Instruments

In July 2014, the IASB issued the final version of IFRS 9 that replaces IAS 39 Financial Instruments: Recognition and Measurement and all previous versions of the new standard. IFRS 9 is effective for annual periods beginning on or after January 1, 2018, with early application permitted. The Group does not expect to early adopt the Standard.

IFRS 9 brings together all three phases of the IASB’s project on financial instruments: (i) classification and measurement, (ii) impairment and (iii) hedge accounting.

 

i)

Classification and measurement.

IFRS 9 introduces a new classification approach for financial assets, based on two concepts: the characteristics of the contractual cash flows of the financial assets and the business model of the entity. Under this new approach, the four classification categories of IAS 39 are replaced by the following three categories:

 

amortized cost, if the financial assets are held within a business model whose objective is to collect contractual cash flows;

 

fair value through other comprehensive income, if the financial assets are held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; or

 

fair value through profit or loss, a residual category which consists of financial instruments that are not held within any of the two business models previously discussed, including those held for trading and those designatet at fair value on initial recognition.

For financial liabilities, IFRS 9 retains largely the existing requirements in IAS 39, with certain specific modifications, under which most of the financial liablities are measured at amortizaed cost, and allowing to designate a financial liability to be measure at fair value through profit or loss, if certain criteria are met.

However, IFRS 9 introduces new requirements for financial liabilities designated at fair value through profit or loss, which states that under certain circumstances, changes in fair value originated by the variation of an entity’s own credit risk will be recognized in other comprehensive income. This section of the Standard can be early applied, without applying the full Standard.

 

ii)

Impairment.

The new impairment model in IFRS 9 is based on expected credit losses, as opposed to the incurred loss model in IAS 39. Consequently, under IFRS 9 impairment losses will be recognized, as a general rule, earlier than current practice.

The new impairment model will be applied to financial assets measured at amortized cost and those measured at fair value through other comprehensive income. The allowance for impairment losses will be measured based on:

 

12-month expected credit losses; or

 

Lifetime expected credit losses, if the credit risk of a financial asset at the reporting date has increased significantly since initial recognition.

The standard allows the application of a simplified approach for trade receivables, contract assets and lease receivables so that the impairment is always recognized in reference to the lifetime expected credit losses for the asset.

 

F-11


 

 

iii)

Hedge accounting.

IFRS 9 introduces a new model for hedge accounting in order to more closely align the accounting treatment with risk management activities of the entities and to establish a new principle-based approach. The new model will enable entities to better reflect risk management activities in the financial statements, and allow more items to be eligible as hedged items, such as: non-financial risk component, net positions, and aggregated exposures (i.e., a combination of derivative and non-derivative exposure).

The most significant changes in relation to hedging instruments compared to hedge accounting methodology in IAS 39, is the possibility to defer in other comprehensive income the time value of options, forward points in forward contracts, and foreign currency basis spread, until the hedged item impacts profit or loss.

IFRS 9 also eliminates the current quantitative requirement for hedge effectiveness test, under which the results of the retrospective testing must be within a range of 80-125 percent. This will allow to align hedge effectiveness with risk management by demonstrating the existence of an economic relationship between the hedging instrument and the hedged item.

The actual impact of applying IFRS 9 to the 2018 Group’s consolidated financial statements is still unknown and a reliable estimate cannont be made, since it will be dependant on the financial instruments held by the Group, as well as, the choices and accounting judgments made during the implementation period. However, the Group began a transition project involving the three application areas:

 

Classification and measurement: Based on a preliminary assessment, the Group believes that the new classification and measurement requirements for financial assets and financial liabilities, if applied as of June 30, 2017, it would have not had a material impact on its consolidated financial statements.

 

Impairment: The Group is carrying out a preliminary assessment of the financial assets focusing on trade receivables as they represent most of the credit exposure of the Group. In the current stage of the analysis, it is not possible to provide a reasonable estimate of the potential impact of the new Standard in relation to this matter.

 

Hedge accounting: The implementation project of the new model includes an assessment of current hedging relationships and the analysis of the new strategies that can be applied under IFRS 9. The Group believes that all existing hedge relationships that are currently designated as an effective hedging relationships will still qualify for hedge accounting under IFRS 9.

This preliminary assessment is based on current available information and, therefore, are subject to changes from more detail analysis to be performed or new available information in the future.

IFRS 15 Revenue from Contracts with Customers

In May 2014, the IASB published IFRS 15, the Standard is applicable to all contracts with customers, with certain exemptions. The new revenue standard supersedes all current revenue recognition standards:

 

-

IAS 11 Construction Contracts;

 

-

IAS 18 Revenue;

 

-

IFRIC 13 Customer Loyalty Programs;

 

-

IFRIC 15 Agreements for the Construction of Real Estate;

 

-

IFRIC 18 Transfers of Assets from Customers; and

 

-

SIC-31 Revenue—Barter Transactions Involving Advertising Services.

The standard shall be applied for annual periods beginning on or after January 1, 2018, either under a full retrospective method or a modified retrospective method. Early adoption is permitted. The Group preliminarily plans to adopt the new standard on the required effective date using the modified retrospective method. Consequently, the Group will apply IFRS 15 retrospectively only to those contracts effective on the initial application date, recognizing the cumulative effect of initially applying the standard as an adjustment to the opening balance of retained earnings of the annual reporting period that includes the date of initial application.

 

F-12


 

This new Standard introduces a general framework for recognition and measurement of revenue, based on the core principle that revenues are recognized for an amount that reflects the consideration to which the entity expects to be entitled in exchange for transferring promised goods or services to customers. This core principle shall be applied using a five-step approach to revenue recognition: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contracts; and (5) recognize revenue when (or as) the entity satisfies a performance obligation.

IFRS 15 requires more detailed disclosures than the current requirements. The disclosure requirements represent a significant change as compared to current practice and increase significantly the volume of disclosures to be included in the Group’s financial statements.

In May 2016, the IASB issued amendments to IFRS 15 to clarify certain requirements and to provide additional practical expedients for transition. The amendments are mandatorily effective on the same date as the Standard, i.e., January 1, 2018.

The Group began a project to identify and measure the potential impacts on its financial statements of applying IFRS 15. In the current stage of the analysis, still in progress, the assessment has been focused on the key requirements of IFRS 15: identifying the contractual performance obligations; contracts with multiple obligations; contracts with variable consideration and timing of recognition; analysis of principal versus agent considerations; recognition of costs to obtain and fulfill a contract; and disclosures to be provided to comply with the Standard.

Based on a preliminary assessment, the Group has determined that if applied as of June 30, 2017, the new Standard would have not had a material effect on Enel Generación Chile’s interim consolidated financial statements. During 2017, in accordance with the internally established schedule to IFRS 15 implementation, the Group will evaluate and implement changes and improvements in the systems, internal control, policies and procedures, necessary to gather the required information for the new disclosure requirements.

IFRS 16 Leases

In January 2016, the IASB published IFRS 16, which establishes recognition, measurement, presentation and disclosure principles for lease agreements. IFRS 16 supersedes IAS 17 “Leases”, IFRIC 4 “Determining whether an Arrangement contains a Lease”, SIC-15 “Operating Leases—Incentives” and SIC-27 “Evaluating the Substance of Transactions Involving the Legal Form of a Lease”.

The standard is effective for annual periods beginning on or after January 1, 2019. Early application is permitted for entities that apply IFRS 15 at or before the date of initial application of IFRS 16. The Group does not plan to adopt the standard early.

Although IFRS 16 subtantially retains the definition of a lease in IAS 17, the main change is the incorporation of the “control” concept within the new definition. In relation to the accounting treatment for a lessee and a lessor, the new Standard states the following.

 

i)

Lessee accounting: IFRS 16 requires lessees to account for all leases under a single model, similar to accounting for finance leases under IAS 17. As a result, at the date of commencement of a lease, the lessee will recognize on the statement of financial position a right-to-use asset and a lease liability for the future payments. Subsequent to initial recognition it will recognize in the statement of profit or loss the depreciation expense of the asset separately from the interst related to the liability The standard provides two voluntary recognition exceptions for low-value leases and short-term leases.

 

ii)

Lessor accounting: does not change substantially from the current model of IAS 17. The lessor will continue to classify leases under the same principles of the current standard as operating or financial leases.

IFRS 16 provides a series of practical expedients for the transition, both for the definition of a lease and for retrospective application of the standard. The Group has not yet decided if it will use certain or all of the practical expedients.

 

F-13


 

The Group is currently carrying out an assessment of the potential impact of IFRS 16 on its consolidated financial statements. The quantitative effect will depend on, among others, the chosen transition method, the extent to which the Group uses the practical expedients and recognition exemptions, and any additional lease contract entered into by the Group in the future. The Group expects to disclose its transition method selected and quantitative information before the initial application of the standard.

 

Standards, Interpretations and Amendments

 

 

Mandatory
application for annual Periods beginning on or after:

 

 

IFRIC 22: Foreign Currency Transactions and Advance Consideration

 

This interpretation addresses the exchange rate to be used in foreign currency transactions when the consideration is paid or received before recognizing related revenues, expenses or assets.

 

 

January 1, 2018

 

Annual Improvements to IFRS (Cycles 2014-2016)

 

Annual improvements correspond to a series of minor amendments clarifying, correcting or eliminating redundancy in the following standards: IFRS 1 “First-time Adoption of IFRS and IAS 28 “Investments in Associates and Joint Ventures”.

 

 

January 1, 2018

 

Amendment to IFRS 2: Classification and Measurement of Share-based Payment Transactions

 

 

 

The amendments provide specific accounting requirements for: (i) the effects of vesting and non-vesting conditions on the measurement of cash-settled share-based payments; (ii) share-based payment transactions with a net settlement feature for withholding tax obligations; and (iii) a modification to the terms and conditions of a share-based payment that changes the classification of the transaction from cash-settled to equity-settled.

 

 

January 1, 2018

 

Amendments to IAS 40: Transfers of investment property

 

The IASB issued this amendment to clarify that a change in management’s intentions for the use of a property by itself does not constitute evidence of a change in use and not a sufficient reclassification criteria.

 

 

January 1, 2018

 

IFRIC 23: Uncertainty over income tax treatments

 

This interpretation clarifies the recognition and measurement requirements in IAS 12 “Income taxes” when there is uncertainty over an income tax treatment. The Interpretation addresses the following topics: whether an entity considers uncertain tax treatments separately; the assumptions an entity makes about the examination of tax treatments by taxation authorities; how an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates; and how an entity considers changes in facts and circumstances..

 

 

January 1, 2019

 

Amendment to IFRS 10 and IAS 28: Sale or Contribution of Assets

 

 

 

The amendment corrects an inconsistency between IFRS 10 “Consolidated Financial Statements” and IAS 28 “Investments in Associates and Joint Ventures” relating to the accounting treatment of the sale or contributions of assets between an Investor and its Associate or Joint Venture.

 

The IASB decided to postpone the effective date of application of the amendment, until obtaining the results of its research Project on the equity method of accounting.

 

 

Effective date deferred indefinitely.

 

The Group is currently assessing the potential impact that IFRIC 23 may have at the date of its effective application. In Management’s opinion, the application of the foregoing new interpretation, amendments and annual improvements is not expected to have a significant effect on the consolidated financial statements of Enel Generación Chile and its subsidiaries.

 

F-14


 

 

2.3

Responsibility for the information, judgments and estimates provided

The Company’s Board of Directors is responsible for the information contained in these consolidated financial statements and expressly states that all IFRS principles and standards have been fully implemented.

In preparing the interim consolidated financial statements, certain judgments and estimates made by the Company’s Management have been used to quantify some of the assets, liabilities, revenue, expenses and commitments recognized in these interim consolidated financial statements.

The most important areas where critical judgment was required are:

 

-

The identification of Cash Generating Units (CGU) for impairment testing (see Note 3.d).

 

-

The hierarchy of information used to measure assets and liabilities at fair value (see Note 3.g).

The estimates refer basically to:

 

-

The valuations performed to determine the existence of impairment losses in assets and goodwill (see Note 3.d).

 

-

The assumptions used to calculate the actuarial liabilities and obligations with employees, such as discount rates, mortality tables, salary increases, etc. (see Notes 3.l.1 and 22).

 

-

The useful lives of property, plant and equipment, and intangible assets (see Notes 3.a and 3.c).

 

-

The assumptions used to calculate the fair value of financial instruments (see Notes 3.g and 19).

 

-

Certain assumptions inherent in the electricity system affecting transactions with other companies, such as production, customer billings, energy consumption, etc. that allow for estimating electricity system settlements that must occur on the corresponding final settlement dates, but that are pending as of the date of issuance of the interim consolidated financial statements and could affect the balances of assets, liabilities, income and expenses recognized in the financial statements (see Appendix 6.2).

 

-

The probability that uncertain or contingent liabilities will be incurred and their related amounts (see Note 3.l).

 

-

Future disbursements for closure of facilities and restoration of land, as well as discount rates to be used (see Note 3.a).

 

-

The tax results of the various subsidiaries of the Group that will be reported to the respective tax authorities in the future, and that have been used as the basis for recording different balances related to income taxes in these interim consolidated financial statements (see Note 3.o).

 

-

The fair value of assets acquired and liabilities assumed, and any pre-existing interest in an entity acquired in a business combination.

Although these judgments and estimates have been based on the best available information as of the issuance date of these interim consolidated financial statements, future events may occur that would require a change (increase or decrease) to these judgments and estimates in subsequent periods. This change would be made prospectively, recognizing the effects of this change of judgments and estimates in the corresponding future consolidated financial statements.

 

2.3.1

Changes in accounting estimates

The Company carried out a new study on useful lives allocated to the Group’s main items of property, plant and equipment. The results of such study indicated that there is sufficient evidence to conclude that it is necessary to revise the remaining useful lives of certain assets, so as to them to better reflect the periodo over which these assets are expected to be available for use.

 

F-15


 

Based on above, beginning on January 1, 2017, Enel Generación Chile revised the remaining useful lives of certain items of its property, plant and equipment. This change in accounting estimate resulted in a lower depreciation expense of ThCh$5,491,156 for the six month period ended June 30, 2017.  It is expected that for the year 2017, the lower depreciation expense will amount to ThCh$10,982,312.

 

2.4

Subsidiaries

Subsidiaries are defined as those entities controlled either, directly or indirectly, by Enel Generación Chile S.A. Control is exercised if, and only if, the following conditions are met: the Company has i) power over the subsidiary; ii) exposure o rights to variable returns from these entities; and iii) the ability to use its power to influence the amount of these returns.

Enel Generación Chile has power over its subsidiaries when it holds the majority of the substantive voting rights or, should that not be the case, when it has rights granting the practical ability to direct the entities’ relevant activities, that is, the activities that significantly affect the subsidiary’s results.  

The Group will reassess whether or not it controls a subsidiary if facts and circumstances indicate that there are changes to one or more of the elements of control listed above.

Subsidiaries are consolidated as described in Note 2.7.

Appendix 1 “Enel Generación Chile Group Entities” to these interim consolidated financial statements describes the relationship of the Company with each of its subsidiaries.

 

2.4.1

Changes in the scope of consolidation

On March 1, 2016, as part of the corporate reorganization and as a result of the spin-off described in Note 5.2, all subsidiaries that were part of the generation and distribution businesses outside of Chile have been deconsolidated, which are detailed in Appendix 2. The effects of this transaction in the consolidated financial statements as of December 31, 2016 are described in Note 5.2.

 

2.4.2

Unconsolidated companies with an ownership interest of over 50%

Although the Group holds more than a 50% ownership interest in Centrales Hidroeléctricas de Aysén S.A. (hereinafter “Aysen”), it is considered a “joint venture” since the Group, through contracts or agreements with shareholders, exercises joint control of this entity.

 

2.5

Investments in associates

Associates are those entities in which Enel Generación Chile, either directly or indirectly, exercises significant influence.

Significant influence is the power to participate in the financial and operational policy decisions of the associate but is not control or joint control over those policies. In assessing significant influence, the Group takes into account the existence and effect of potential exercisable voting rights or convertible rights at the end of each reporting period, including potential voting rights held by the Company or other entities. In general, significant influence is presumed to be those cases in which the Group has more than 20% of the voting power of the investee.

Associates are accounted for under equity method as described in Note 3.h.

Appendix 3 “Associates and Joint Ventures” to these interim consolidated financial statements describes the relationship of the Company with each of these companies.

 

F-16


 

 

2.6

Joint arrangements

Joint arrangements are defined as those entities in which the Group exercises control under an agreement with other shareholders and jointly with them, in other words, when decisions on the entities’ relevant activities require the unanimous consent of the parties sharing control.

Depending on the rights and obligations of the participants, joint agreements are classified as:

 

-

Joint venture: an agreement whereby the parties exercising joint control have rights to the entity’s net assets. Joint ventures are incorporated to the consolidated financial statements using the equity method, as described in Note 3.h.

 

-

Joint operation: an agreement whereby the parties exercising joint control have rights to the assets and obligations with respect to the liabilities relating to the arrangement. Joint operations are incorporated to the consolidated financial statements recognizing the interest in the assets and liabilities held in the joint operation. At the end of the reporting period, the Group does not have any joint arrangements that qualify as joint operations.

In determining the type of joint arrangement in which it is involved, the management of the Group assesses its rights and obligations arising from the arrangement by considering the structure and legal form of the arrangement, the terms agreed by the parties in the contractual arrangement and, when relevant, other facts and circumstances. If facts and circumstances change, the Group reassesses whether the type of joint arrangement in which it is involved has changed.

Currently, the Company is not involved in any joint arrangement that qualifies as a joint operation.

Appendix 3 “Associates and Joint Ventures” to these interim consolidated financial statements describes the relationship of the Company and each of these companies.

 

2.7

Basis of consolidation and business combinations

The subsidiaries are consolidated and all their assets, liabilities, revenues, expenses, and cash flows are included in the consolidated financial statements once the adjustments and eliminations from intragroup transactions have been made.

The comprehensive income of subsidiaries is included in the consolidated statement of comprehensive income from the date when the parent company obtains control of the subsidiary and until the date on which it loses control of the subsidiary.

The operations of the parent company and its subsidiaries have been consolidated under the following basic principles:

 

1.

At the date the parent obtains control, the subsidiary’s assets acquired and its liabilities assumed are recorded at fair value, except for certain assets and liabilities that are recorded using valuation principles established in other IFRS standards. If the fair value of the consideration transferred plus the fair value of any non-controlling interests exceeds the fair value of the net assets acquired, this difference is recorded as goodwill. In the case of a bargain purchase, the resulting gain is recognized in profit or loss for the period after reassessing whether all of the assets acquired and the liabilities assumed have been properly identified and following a review of the procedures used to measure the fair value of these amounts.

For each business combination, the Group chooses whether to measure the non-controlling interests in the acquiree at fair value or at the proportional share of the net identifiable assets acquired.

If the fair value of all assets acquired and liabilities assumed at the acquisition date has not been completed, the Group reports the provisional values accounted for in the business combination. During the measurement period, which shall not exceed one year from the acquisition date, the provisional values recognized will be adjusted retrospectively as if the accounting for the business combination had been completed at the acquisition date, and also additional assets or liabilities will be recognized to reflect new information obtained on events and circumstances that existed on the acquisition date, but which were unknown to the management at that time. Comparative information for prior periods presented in the financial statements is revised as needed, including making any change in depreciation, amortization or other income effects recognized in completing the initial accounting.

 

F-17


 

For business combinations achieved in stages, the Company’s previously held equity interest in the acquiree is remeasured to its acquisition-date fair value and the resulting gain or loss, if any, is recognized in profit or loss.

 

2.

Non-controlling interests in equity and in comprehensive income of the subsidiaries are presented, respectively, under the line items “Total Equity: Non-controlling interests” in the consolidated statement of financial position and “Net income attributable to non-controlling interests” and “Comprehensive income (loss) attributable to non-controlling interests” in the consolidated statement of comprehensive income.

 

3.

The financial statements of the Group companies with functional currencies other than the Chilean peso are translated as follows:

 

a.

For assets and liabilities the prevailing exchange rate on the closing date of the financial statements is used.

 

b.

For items of the comprehensive income, the average exchange rate for the period is used (unless this average is not a reasonable approximation of the cumulative effect of the exchange rates in effect on the dates of the transactions, in which case the exchange rate in effect on the date of each transaction is used).

 

c.

For equity accounts the historical exchange rate from the date of acquisition or contribution is used, and retained earnings are translated at the average exchange rate at the date of origination.

 

d.

Exchange differences arising in translation of financial statements are recognized in the item “Foreign currency translation gains (losses)” within the consolidated statement of comprehensive income in other comprehensive income (see Note 23.2).

 

4.

Balances and transactions between consolidated companies were fully eliminated in the consolidation process.

 

5.

Changes in the ownership interests in subsidiaries that do not result in the Group obtaining or losing control are recognized as equity transactions. The carrying amounts of the controlling and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity attributable to shareholders of the Parent.

 

6.

Business combinations between entities under common control are accounted for using, as a reference, the ‘pooling of interest’ method. Under this method, the assets and liabilities involved in the transaction remain reflected at the same carrying amounts at which they were recognized in the ultimate controlling company, although subsequent accounting adjustments may need to be made to align the accounting policies of the companies involved.

Any difference between assets and liabilities contributed to the consolidation and the consideration paid is recorded directly in equity, as a charge or credit to “Other reserves”. The Group does not restate comparative periods in its financial statements for business combinations under common control.

 

F-18


 

3.

ACCOUNTING POLICIES

The main accounting policies used in preparing the accompanying interim consolidated financial statements are the following:

 

a)

Property, plant and equipment

Property, plant and equipment are measured at acquisition cost, net of accumulated depreciation and any impairment losses they may have experienced. In addition to the price paid to acquire each item, the cost also includes, where applicable, the following:

 

-

Financing expenses accrued during the construction period that are directly attributable to the acquisition, construction, or production of qualified assets, which require a substantial period of time before being ready for use such as, for example, electricity generation or distribution facilities. The Group defines “substantial period” as one that exceeds 12 months. The interest rate used is that of the specific financing or, if none exists, the weighted average financing rate of the company carrying out the investment (see Note 15.d.1).

 

-

Employee expenses directly related to construction in progress (see Note 15.d.2).

 

-

Future disbursements that the Group will have to make to close their facilities are incorporated into the value of the asset at fair value, recording in the accounting the corresponding provision for dismantling or restoration. The Group reviews its estimate of these future disbursements on a yearly basis, increasing or decreasing the value of the asset based on the results of this estimate (see Note 21).

Items for construction work in progress are transferred to operating assets once the testing period has been completed and they are available for use, at which time depreciation begins.

Expansion, modernization or improvement costs that represent an increase in productivity, capacity or efficiency, or a longer useful life are capitalized as increasing the cost of the corresponding assets.

The replacement or overhaul of entire components that increase the asset’s useful life or economic capacity are recognized as an increase in cost for the respective assets, derecognizing the replaced or overhauled components.

Expenditures for periodic maintenance, conservation and repair are recognized directly as an expense for the period in which they are incurred.

The Group, based on the outcome of impairment testing performed as explained in Note 3.d), considers that the carrying amount of assets does not exceed their recoverable amount.

Property, plant and equipment, net of its residual value, is depreciated by distributing the cost of the different items that comprise it on a straight-line basis over its estimated useful life, which is the period during which the Group companies expect to use the assets. Useful life estimates and residual values are reviewed on an annual basis and if appropriate, adjusted prospectively.

The following are the main categories of property, plant and equipment with their respective estimated useful lives:

 

Categories of Property, plant and equipment

 

Years of estimated useful life (*)

 

Buildings

10 – 50

Plant and equipment

5 – 65

IT equipment

3 – 15

Fixtures and fittings

2 – 35

Motor vehicles

5 – 10

 

 

F-19


 

Additionally, the following table sets forth more details on the useful lives of plant and equipment items:

 

Categories of Property, plant and equipment

 

Years of estimated useful life (*)

 

Generating facilities:

 

Hydroelectric plants

 

Civil engineering works

10 – 65

Electromechanical equipment

10 – 45

Coal/Fuel power plants

20 – 40

Combined cycle power plants

10 – 25

Renewable power plant

20

Natural gas transportation facilities:

 

Pipelines

20

 

(*)

See Note 2.3.1.

Land is not depreciated since it has an indefinite useful life.

Gains or losses that arise from the sale or disposal of items of property, plant, and equipment are recognized as “Other gains (losses)” in the comprehensive income statement and are calculated by deducting by deducting the net carrying amount of the asset and any sales costs from the consideration received in the sale.

 

b)

Goodwill

Goodwill arising from business combinations, and reflected upon consolidation, represents the excess value of the consideration paid plus the amount of any non-controlling interests over the Group’s share of the net value of the assets acquired and liabilities assumed, measured at fair value at the acquisition date. If the accounting for a business combination is completed within the following year after the acquisition date, and so is the goodwill determination, the entity recognizes the corresponding adjustments to the provisional amounts as if the accounting for the business combination had been completed at the acquisition date. Thus, comparative information for prior periods presented in financial statements is revised as needed, including making any change in depreciation, amortization or other income effects recognized in completing the initial accounting (see Note 2.7.1).  

Goodwill arising from acquisition of companies with functional currencies other than the Chilean peso is measured in the functional currency of the acquired company and translated to Chilean pesos using the exchange rate effective as of the date of the statement of financial position.

Goodwill is not amortized; instead, at the end of each reporting period or when there are indicators that an impairment might have occurred, the Company estimates whether any impairment loss has reduced its recoverable amount to an amount less than the carrying amount and, if so, it impairment loss is immediately recognized in profit or loss (see Note 3.d).  

 

c)

Intangible assets other than goodwill

Intangible assets are initially recognized at their acquisition cost or production cost, and are subsequently measured at their cost, net of their accumulated amortization and impairment losses they may have experienced.  

Intangible assets are amortized on a straight line basis during their useful lives, starting from the date when they are ready for use, except for those with an indefinite useful life, which are not amortized. As of June 30, 2017 and December 31, 2016, there are no significant amounts in intangible assets with an indefinite useful life.

The criteria for recognizing these assets impairment losses and, if applicable, recovery of impairment losses recognized in previous periods are explained in Note 3.d below.

An intangible asset is derecognized on disposal, or when no future economic benefits are expected from use or disposal.

Gains or losses arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset are recognized in profit or loss when the asset is derecognized.

 

F-20


 

c.1) Research and development expenses

The Group recognizes the costs incurred in a project’s development phase as intangible assets in the statement of financial position as long as the project’s technical feasibility and future economic benefits have been demonstrated.  

Expenditures on research activities are recognized as an expense in the period in which they are incurred.

c.2) Other intangible assets

Other intangible assets correspond to computer software, water rights, and easements. They are initially recognized at acquisition or production cost and are subsequently measured at cost less accumulated amortization and impairment losses, if any.

Computer software is amortized (on average) over four years. Easements and water rights have indefinite useful lives and, therefore, are not amortized.

 

d)

Impairment of non-financial assets

During the period, and principally at the end of each reporting period, the Company evaluates whether there is any indication that an asset has been impaired. If any such indication exists, the Company estimates the recoverable amount of that asset to determine the amount of the impairment loss. In the case of identifiable assets that do not generate cash flows independently, the Company estimates the recoverable amount of the Cash Generating Unit (CGU) to which the asset belongs, which is understood to be the smallest identifiable group of assets that generates independent cash inflows.  

Notwithstanding the preceding paragraph, in the case of CGUs to which goodwill or intangible assets with indefinite useful lives have been allocated, a recoverability analysis is performed routinely at each period end.

Recoverable amount is the higher of fair value less costs of disposal and value in use, which is defined as the present value of the estimated future cash flows. In order to calculate the recoverable amount of Property, plant, and equipment, as well as of goodwill, and intangible assets, the Company uses value-in-use criterion in practically all cases.  

To estimate value in use, the Group prepares future pre-tax cash flow projections based on the most recent budgets available. These budgets incorporate management’s best estimates of a CGUs’ revenue and costs using sector projections, past experience and future expectations.

In general, these projections cover the next five years, estimating cash flows for subsequent years by applying reasonable growth rates which, in no case, are increasing rates nor exceed the average long-term growth rates for the particular sector and country in which the Group operates. As of December 31, 2016 future cash flows projections were extrapolated using the growth rate 4.6%.

Future cash flows are discounted to calculate their present value at a pre-tax rate that covers the cost of capital for the business activity and the geographic area in which it is being carried out. The time value of money and risk premiums generally used among analysts for the business activity and the geographic zone are taken into account to calculate the pre-tax rate. As of December 31, 2016, the Group applied the pre-tax discount rate 12.2%, expressed in nominal terms.

If the recoverable amount of the CGU is estimated to be less than its carrying amount, an impairment loss is recognized in the consolidated statement of comprehensive income in the line item “Reversal of impairment loss (impairment loss) recognized in profit or loss”. The impairment is first allocated to reduce the carrying amount of any goodwill allocated to the CGU, and then on a pro rata basis to the other carrying amount of each asset in the unit. The carrying amount of an asset is not reduced below the highest of fair value less costs of disposal, its value in use; or zero.

Impairment losses recognized for an asset (other than goodwill) in prior periods are reversed when there are indications that the impairment loss no longer exists or may have decreased, thus increasing the asset’s carrying amount with a credit to earnings. The increase in the asset’s carrying amount shall not exceed that carrying amount that would have been determined had no impairment loss been recognized for the asset. Goodwill impairment losses are not reversed in subsequent periods.

 

F-21


 

 

e)

Leases

In order to determine whether an arrangement is, or contains, a lease, the Group assesses the economic substance of the agreement, in order to determine whether fulfillment of the arrangement depends on the use of a specific asset and whether the agreement conveys the right to use an asset. If both conditions are met, at the inception of the arrangement the Group separates the payments and other considerations relating to the lease, at their fair values, from those corresponding to other components of the agreement.

Leases that substantially transfer all the risks and rewards of ownership to the Group are classified as finance leases. All others leases are classified as operating leases.

Finance leases in which the Group acts as a lessee are recognized at the inception of the arrangement. At that time, the Group records an asset based on the nature of the lease and a liability for the same amount, equal to the fair value of the leased asset or the present value of the minimum lease payments, if the latter is lower. Subsequently, the minimum lease payments are apportioned between finance expenses and reduction of the lease obligation. Finance expenses are recognized immediately in the income statement and allocated over the lease term, so as to achieve a constant interest rate on the remaining balance of the liability. Leased assets are depreciated on the same terms as other similar depreciable assets, as long as there is reasonable certainty that the lessee will acquire ownership of the asset at the end of the lease. If no such certainty exists, the leased assets are depreciated over the shorter of the useful lives of the assets and their lease term.

In the case of operating leases, payments are recognized as an expense in the case of the lessee and as income in the case of the lessor, both on a straight-line basis, over the term of the lease unless another type of systematic basis of distribution is deemed more representative.

 

f)

Financial instruments

Financial instruments are contracts that give rise to both a financial asset in one entity and a financial liability or equity instrument in another entity.

f.1) Financial assets other than derivatives

The Group classifies its non-derivative financial assets, whether permanent or temporary, excluding investments accounted for using the equity method (see Notes 3.h and 12) and non-current assets and disposal groups held for sale or distribution to owners (see Note 3.j), into four categories:

 

-

Loans and trade and other receivables: These financial assets, that are not quoted in the active market, are measured at amortized cost, which is the initial fair value minus principal repayments made, plus accrued interest, calculated using the effective interest method, minus any reduction through the use of an allowance account for impairment or uncollectibility.

The effective interest method is used to calculate the amortized cost of a financial asset or liability (or group of financial assets or financial liabilities) and is charged to finance income or cost over the relevant period. The effective interest rate is the discount rate that exactly matches discounts the estimated future cash flows to be received or paid over the expected life of the financial instrument (or, when appropriate, over a shorter period) to the net carrying amount of the financial asset or financial liability.

 

-

Held-to-maturity investments: Investments quoted in an active market that the Group intends to hold and is capable of holding until their maturity are accounted for at amortized cost as defined in the preceding paragraph.

 

-

Financial assets at fair value through profit or loss: This category includes the trading portfolio and those financial assets that have been designated as such upon initial recognition and that are managed and evaluated on a fair value basis. They are measured in the consolidated statement of financial position at fair value, with changes in value recognized directly in income when they occur.

 

-

Available-for-sale financial assets: These are financial assets specifically designated as available for sale or that do not fit within any of the three preceding categories. They are almost all financial investments in equity instruments.

 

F-22


 

These financial assets are recognized in the consolidated statement of financial position at fair value when it can be reliably determined. For investments in equity instruments in unlisted companies or companies with lower levels of liquidity, normally the fair value cannot be reliably measured. When this occurs, those investments in equity instruments are measured at cost less impairment losses, if any.

Changes in fair value, net of tax, are recognized in other comprehensive income, until the investments are disposed of, at which time the amount accumulated in other comprehensive income is reclassified to profit or loss.

If the fair value is lower than cost, and if there is objective evidence that the asset has been more than temporarily impaired, the difference is recognized directly in profit or loss.

Purchases and sales of financial assets are accounted for using their trade date.

f.2) Cash and cash equivalents

This item within the consolidated statement of financial position includes cash and bank balances, time deposits with original maturity of less than or equal to 90 days, and other highly liquid investments (with original maturity of less or equal to 90 days) that are readily convertible to cash and are subject to insignificant risk of changes in value.

f.3) Impairment of financial assets

The following criteria are used to determine if a financial asset has been impaired:

 

-

For trade receivables in the electricity generation, transmission and distribution segments, the Company’s policy is to recognize impairment losses based on the aging of past-due balances. This is the policy generally applied except in cases where a specific collective basis analysis is recommended, such as in the case of receivables from government-owned companies (see Note 8).

 

-

In the case of receivables of a financial nature, included in the loans and trade and other receivables and held-to-maturity investments categories, impairment is determined on case-by-case basis and it is measured as the difference between the carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate (see Notes 7 and 19).

 

-

In the case of financial investments available-for-sale, impairment criteria are detailed in Note 3.f.1.

f.4) Financial liabilities other than derivatives

Financial liabilities are recognized based on cash received, net of any costs incurred in the transaction. In subsequent periods, these obligations are measured at their amortized cost using the effective interest method (see Note 3.f.1).  

In the particular case that a liability is the hedged item in a fair value hedge, as an exception, such liability is measured at its fair value for the portion of the hedged risk.

In order to calculate the fair value of debt, both when it is recognized in the statement of financial position and for fair value disclosure purposes as shown in Note 19.2.b, debt has been divided into fixed interest rate debt (hereinafter “fixed-rate debt”) and variable interest rate debt (hereinafter “floating-rate debt”). Fixed-rate debt is that on which fixed-interest coupons established at the beginning of the transaction are paid explicitly or implicitly over its term. Floating-rate debt is that debt issued at a variable interest rate, i.e., each coupon is established at the beginning of each period based on the reference interest rate. All debt has been measured by discounting expected future cash flows with a market interest rate curve based on the payment currency.  

f.5) Derivative financial instruments and hedge accounting

Derivatives held by the Group are transactions entered into to hedge interest and/or exchange rate risk, intended to eliminate or significantly reduce these risks in the underlying transactions being hedged.  

 

F-23


 

Derivatives are recognized at fair value at the end of each reporting period as follows: if their fair value is positive, they are recognized within “Other financial assets”; and if their fair value is negative, they are recognized within “Other financial liabilities”. For derivatives on commodities, the positive fair value is recognized in “Trade and other receivables”, and negative fair values are recognized in “Trade and other payables”.

Changes in fair value are recognized directly in profit or loss, except when the derivative has been designated for hedge accounting purposes as a hedge instrument (in a cash flow hedge) and all of the conditions for applying hedge accounting established by IFRS are met, including that the hedge be highly effective. In this case, changes are recognized as follows:

 

-

Fair value hedges: The underlying portion for which the risk is being hedged (hedged risk) and the hedge instrument are measured at fair value, and any changes in value of both items are recognized in the consolidated statement of comprehensive income by offsetting the effects in the same comprehensive income statement account.

 

-

Cash flow hedges: Changes in the fair value of the effective portion of the hedged item and hedge instrument are recognized in other comprehensive income and accumulated in an equity reserve known as “Reserve for cash flow hedges”. The cumulative loss or gain in this account this reserve is transferred to the consolidated statement of comprehensive income to the extent that the hedged item impacts the consolidated statement of comprehensive income because of the hedged risk, offsetting the effect in the same comprehensive income statement account. Gains or losses from the ineffective portion of the hedging relationship are recognized directly in the consolidated statement of comprehensive income.

A hedge relationship is considered highly effective when changes in fair value or in cash flows of the underlying item directly attributable to the hedged risk are offset by changes in fair value or cash flows of the hedging instrument, with an effectiveness ranging from 80% to 125%.  

As a general rule, long-term commodity purchase or sale agreements are recognized in the consolidated statement of financial position at their fair value at the end of each reporting period, recognizing any differences in value directly in profit or loss, except for, when all of the following conditions are met:

 

-

The sole purpose of the agreement is for its own use, which is understood as: (i) in the case of fuel purchase agreements its used to generate electricity; (ii) in the case of electrical energy purchased for sale, its sale to the end-customers; and, (iii) in the case of electricity sales its sale to the end-customers.

 

-

The Group’s future projections evidence the existence of these agreements for its own use.

 

-

Past experience with agreements evidence that they have been utilized for its own use, except in certain isolated cases when for exceptional reasons or reasons associated with logistical issues have been used beyond the control and projection of the Group.

 

-

The agreement does not stipulate settlement of differences and the parties have not made it a practice to settle similar contracts with differences in the past.

The long-term commodity purchase or sale agreements maintained by the Group, which are mainly for electricity, fuel, and other supplies, meet the conditions described above. Thus, the purpose of fuel purchase agreements is to use them to generate electricity, electricity purchase contracts are used to sell to end-customers, and electricity sale contracts are used to sell its own products.  

The Group also evaluates the existence of derivatives embedded in contracts or financial instruments to determine if their characteristics and risk are closely related to the principal contract, provided that when taken as a whole they are not being accounted for at fair value. If they are not closely related, they are recognized separately and changes in value are accounted for directly in profit or loss.  

 

F-24


 

f.6) Derecognition of financial assets and liabilities

Financial assets are derecognized when:

 

-

The contractual rights to receive cash flows from the financial asset expire or have been transferred or, if the contractual rights are retained, the Company has assumed a contractual obligation to pay these cash flows to one or more recipients.

 

-

The Group has substantially transferred all the risks and rewards of ownership of the financial asset, or, if it has neither transferred nor retained substantially all the risks and rewards, when it does not retain control of the financial asset.

Transactions in which the Group retains substantially all the inherent risks and rewards of ownership of the transferred asset, it continues recognizing the transferred asset in its entirety and recognizes a financial liability for the consideration received. Transactions costs are recognized in profit and loss by using the effective interest method (see Note 3.f.1).

Financial liabilities are derecognized when they are extinguished, that is, when the obligation arising from the liability has been paid or cancelled, or has expired.

f.7) Offsetting of financial assets and liabilities

The Group offsets financial assets and liabilities, and the net amount is presented in the statement of financial position only when:

 

-

there is a legally binding right to set-off recognized amounts; and

 

-

the company intends to settle them on a net basis, or to simultaneously realize the asset and settle the liability.

The right of set-off may only be legally enforceable in the normal course of business, or in the event of default, or in the event of insolvency or bankruptcy, of one or all of the counterparties.

f.8) Financial guarantees

The financial guarantee contracts, defined as the guarantees issued by the Company and its subsidiaries to third parties, are initially measured at their fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee.

Subsequent to initial recognition, financial guarantee contracts are recognized at the higher of:

 

-

The amount determined in accordance with the accounting policy in Note 3.l; and

 

-

The amount initially recognized less, when appropriate, cumulative amortization recognized in accordance with the revenue recognition policies described in Note 3.p.

 

g)

Fair value measurement

The fair value of an asset or liability is defined as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market, namely, the market with the greatest volume and level of activity for that asset or liability. In the absence of a principal market, it is assumed that the transaction is carried out in the most advantageous market available to the entity, namely, the market that maximizes the amount that would be received to sell the asset or minimizes the amount that would be paid to transfer the liability.  

 

F-25


 

In estimating fair value of an asset or liability, the Group uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Group uses valuation techniques that are appropriate for the circumstances and for which there is sufficient data to conduct the measurement. The Group maximizes the use of relevant observable data and minimizes the use of unobservable data.

Given the hierarchy of the entry data used in the valuation techniques, assets and liabilities measured at fair value can be classified at the following levels:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices). The methods and assumptions used to determine the fair values at Level 2 by type of financial assets or financial liabilities take into consideration estimated future cash flows discounted at market rates. Future cash flows for financial assets and financial liabilities are discounted with the zero coupon interest rate curves for each currency (these valuations are carried out using external tools such as Bloomberg); and

Level 3: Inputs for assets or liabilities that are not based on observable market data (unobservable inputs).

When measuring fair value, the Group takes into account the characteristics of the asset or liability, particularly:

 

-

For non-financial assets, fair value measurement takes into account the ability of a market participant to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use;

 

-

For liabilities and equity instruments, the fair value measurement assumes that the liability would not be settled and an equity instrument would not be cancelled or otherwise extinguished on the measurement date. The fair value of the liability reflects the effect of non-performance risk, namely, the risk that an entity will not fulfill the obligation, which includes, but is not limited to, the Company’s own credit risk;

 

-

For derivatives not traded on active markets, the fair value is determined by using the discounted cash flow method and generally accepted options valuation models, based on current and future market conditions as of the close of the financial statements. This methodology also adjusts the value based on the Company’s own credit risk (Debt Valuation Adjustment, DVA), and the counterparty risk (Credit Valuation Adjustment, CVA). These CVA and DVA adjustments are measured on the basis of the potential future exposure of the instrument (creditor or borrower position) and the risk profile of both the counterparties and the Group itself;

 

-

For financial assets and financial liabilities with offsetting positions in market risks or counterparty credit risks, it is permitted to measure the fair value on a net basis. However, this must be consistent with the manner in which market participants would price the net risk exposure at the measurement date.

Financial assets and liabilities measured at fair value are presented in Note 19.3.

 

h)

Investments accounted for using the equity method

The Group’s interests in joint ventures and associates are recognized using the equity method.

Under the equity method, an investment in an associate or joint venture is initially recognized at cost. As of the acquisition date, the investment is recognized in the statement of financial position based on the share of its equity that the Group’s interest represents in its capital, adjusted for, if appropriate, the effect of transactions with subsidiaries plus any goodwill generated in acquiring the company. If the resulting amount is negative, zero is recognized for that investment in the statement of financial position, unless the Group has a present obligation (either legal or implicit) to support the company’s negative equity position, in which case a provision is recognized.

Goodwill from the associate or joint venture is included in the carrying amount of the investment. It is not amortized but is subject to impairment testing as part of the overall investment carrying amount when there are indicators of impairment.

 

F-26


 

Dividends received from these companies are deducted from the value of the investment, and any profit or loss obtained from them to which the Group is entitled based on its interest is recognized under “Share of profit (loss) of investments accounted for using equity method”.  

Appendix 3 “Associates and Joint Ventures” to these interim consolidated financial statements describes the relationship of the Company with each of these companies.

 

i)

Inventories

Inventories are measured at their weighted average acquisition cost or the net realizable value, whichever is lower. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

 

j)

Non-current assets and disposal groups and liabilities associated held for sale or distribution to owners and discontinued operations

Non-current assets (including property, plant and equipment, intangible assets, investments accounted for using the equity method and joint ventures) and disposal groups (a group of assets to be disposed of and the liabilities directly associated with those assets) are classified as:

 

-

held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use; or

 

-

held for distribution to owners when the entity is committed to distribute the assets (or disposal groups) to the owners.

For this to be the case, the assets must be available for immediate sale or distribution in their present condition and the sale or distribution must be highly probable. For the sale or distribution to be highly probable, actions to complete the sale or distribution must have been initiated and should be expected to be completed within one year from the date of classification.

Actions required to complete the sale or distribution should indicate that it is unlikely that significant changes to the sale or distribution will be made or that the sale or distribution will be withdrawn. Depreciation and amortization on these assets cease when they meet the criteria to be classified as non-current assets held for sale or held for distribution to owners.

Assets that cease to be classified as held for sale or held for distribution to owners, or cease to form part of a disposal group are valued at the lower of their carrying amount before classification, less depreciation, amortization or revaluations that would have been recognized if they would not have been classified as such, and the recoverable value on the date on which they will be classified as non-current assets.

Non-current assets held for sale or held for distribution to owners and the components of the disposal groups classified as held for sale or held for distribution to owners are presented in the consolidated statement of financial position as a line item entitled “Non-current assets and disposal groups held for sale or distribution to owners”, and the respective liabilities are presented as a line item entitled “Liabilities associated with disposal groups held for sale or distribution to owners”.

The Group classifies as discontinued operations those components of the Group that either have been disposed of, or are classified as held for sale and:

 

-

represents a separate major line of business or geographical area of operations;

 

-

is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operations; or

 

-

is a subsidiary acquired exclusively with a view to resale.

The post-tax profit or loss of discontinued operations is presented as a single line item in the consolidated statement of comprehensive income as “Net profit from discontinued operations”, as well as the post-tax gain or loss recognized on the measurement to fair value less costs to sell or on the disposal of the assets or disposal groups constituting the discontinued operation.

 

F-27


 

 

k)

Treasury shares

Treasury shares are deducted from equity in the consolidated statement of financial position and measured at acquisition cost.

Gains and losses from the disposal of treasury shares are recognized directly in “Equity – Retained earnings”, without affecting profit or loss for the period.

 

l)

Provisions

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the outflow of economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). The unwinding of the discount is recognized as a finance cost.  Incremental legal cost expected to be incurred in resolving a legal claim is included in measuring of the provision.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current, best estimate.  If it is no longer probable that an outflow of resources embodying economic benefits will be required to settle the obligation, the provision is reversed.

A contingent liability does not result in the recognition of a provision.  Legal costs expected to be incurred in defending a legal claim are expensed as they are incurred.  Significant contingent liabilities are disclosed unless the likelihood of an outflow of resources embodying economic benefits is remote.

l.1) Provisions for post-employment benefits and similar obligations

The Company and some of the subsidiaries have pension and similar obligations with their employees. These obligations, which can be defined benefits and defined contributions, are basically formalized through pension plans, except for certain non-monetary benefits, mainly electricity supply commitments, which, due to their nature, have not been externalized and are covered by the related in-house provisions.

For defined benefit plans, the cost of providing benefits is determined using the Projected Unit Credit Method, with actuarial valuations being carried out at the end of each reporting period. Past service costs relating to changes in benefits are recognized immediately.

The defined benefit plan obligations in the statement of financial position represent the present value of the accrued obligations, adjusted, once the fair value of the different plans’ assets has been deducted, if any.

Actuarial gains and losses arising in measurement of both the plan liabilities and the plan assets are recognized directly in other comprehensive income.

 

m)

Translation of foreign currency balances

Transactions carried out by each entity in a currency other than its functional currency are recognized using the exchange rates prevailing as of the date of the transactions. During the period, any differences that arise between the prevailing exchange rate at the date of the transaction and the exchange rate as of the date of collection or payment are recognized as “Foreign currency exchange losses, net” in the consolidated statement of comprehensive income.

Likewise, at the end of each reporting period, receivable or payable balances denominated in a currency other than each entity’s functional currency are translated using the closing exchange rate. Any differences are recognized as “Foreign currency exchange losses, net” in the consolidated statement of comprehensive income.

 

F-28


 

The Group has established a policy to hedge the portion of revenue from its subsidiaries that is directly linked to variations in the U.S. dollar, through obtaining financing in such currency. Exchange differences related to this debt, which is regarded as the hedging instrument in cash flow hedge transactions, are recognized, net of taxes, in other comprehensive income and are accumulated in an equity reserve and reclassified to profit or loss when the hedged cash flows impact profit or loss. This term has been estimated at ten years.

 

n)

Current/non-current classification

In these consolidated statements of financial position, assets and liabilities expected to be recovered or settled within twelve months are presented as current items, except for post-employment and other similar obligations. Those assets and liabilities expected to be recovered or settled in more than twelve months are presented as non-current items. Deferred income tax assets and liabilities are classified as non-current.

When the Group has any obligations that mature in less than twelve months but can be refinanced over the long term at the Group’s discretion, through unconditionally available credit agreements with long-term maturities, such obligations are classified as long-term liabilities.

 

o)

Income taxes

Income tax expense for the period is determined as the sum of current taxes from the Group’s different subsidiaries and results from applying the tax rate to the taxable income for the period, after permitted deductions have been made, plus any changes in deferred tax assets and liabilities and tax credits, both for tax losses and deductions. Differences between the carrying amount and tax basis of assets and liabilities generate deferred tax assets and liabilities, which are calculated using the tax rates expected to apply when the assets and liabilities are realized or settled, based on tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax assets are recognized for all deductible temporary differences, tax losses and unused tax credits to the extent that it is probable that sufficient future taxable profits exist to recover the deductible temporary differences and make use of the tax credits. Such deferred tax asset is not recognized if the deductible temporary difference arises from the initial recognition of an asset or liability that:

 

-

Did not arise from a business combination; and

 

-

At initial recognition affected neither accounting profit nor taxable profit (loss).

With respect to deductible temporary differences associated with investments in subsidiaries, associates and joint arrangements, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profits will be available against which the temporary differences can be utilized.

Deferred tax liabilities are recognized for all temporary differences, except those derived from the initial recognition of goodwill and those that arose from investments in subsidiaries, associates and joint ventures in which the Group can control their reversal and where it is probable that they will not be reversed in the foreseeable future.

Current tax and changes in deferred tax assets or liabilities are recognized in profit or loss or in equity, depending on where the gains or losses that triggered these tax entries have been recognized.

Any tax deductions that can be applied to current tax liabilities are credited to earnings within the line item “Income tax expenses”, except when doubts exist about their tax realization, in which case they are not recognized until they are effectively realized, or when they correspond to specific tax incentives, in which case they are recognized as government grants.

At the end of each reporting period, the Group reviews the deferred taxes assets and liabilities recognized, and makes, if any, necessary corrections based on the results of its review.

 

F-29


 

Deferred tax assets and deferred tax liabilities are offset in the consolidated statement of financial position if has a legally enforceable right to set off current taxes receivable against current tax liabilities, and only when the deferred taxes relate to income taxes levied by the same taxation authority.  

 

p)

Revenue and expense recognition

Revenue is recognized when the gross inflow of economic benefits arising in the course of the Group’s ordinary activities in the period occurs, provided that this inflow of economic benefits results in an increase in total equity that is not related to contributions from equity participants and that these benefits can be measured reliably.

Revenues and expenses are recognized on an accrual basis and depending on the type of transaction, the following criteria for recognition are taken:

 

-

Generation and transmission of electricity: Revenue is recognized based on physical delivery of energy and power, at prices established in the respective contracts; at prices stipulated in the electricity market by applicable regulations; or at marginal cost determined on the spot market, as the case may be. This revenue includes an estimate of the service provided and not billed as of the closing date (see Note 2.3).

Revenue from rendering of services is recognized, only if it can be estimated reliably, by reference to the stage of completion of the service at the end of the reporting period.

Revenue is recognized based on the economic substance of the transaction and is recognized when all of the following conditions are met:

 

-

the entity has transferred to the buyer the significant risks and rewards of ownership of the goods;

 

-

the entity retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

 

-

the amount of revenue can be measured reliably;

 

-

it is probable that the economic benefits associated with the transaction will flow to the entity; and

 

-

the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue is measured at the fair value of the consideration received or receivable that gives rise to the revenue.

In arrangements under which the Group will perform multiple revenue-generating activities (multiple-element arrangement), the recognition criteria are applied to the separately identifiable components of the transaction in order to reflect the substance of the transaction or to two or more transactions together when they are linked in such a way that the commercial effect cannot be understood without reference to the series of transactions as a whole.

The Group excludes from revenue those gross inflows of economic benefits it receives when it acts as an agent or commission agent on behalf of third parties, and only recognizes as revenue economic benefits received for its own activity.

When goods or services are exchanged or swapped for goods or services of a similar nature and value, the exchange is not regarded as a revenue-generating transaction.

The Group recognizes the net amount of non-financial asset purchases or sale contracts that are settled for a net amount of cash or through some other financial instruments. Contracts entered into and maintained for the purpose of receiving or delivering these non-financial assets are recognized on the basis of the contractual terms of the purchase, sale, or usage requirements expected by the entity.

Finance income (expense) is recognized using the effective interest method.

 

F-30


 

Expenses are recognized on an accruals basis, immediately in the event of expenditures that do not generate future economic benefits or when they do not meet the requirements for recording them as assets.

 

q)

Earnings per share

Basic earnings per share are calculated by dividing net profit attributable to shareholders of the Parent (the numerator) by the weighted average number of ordinary shares outstanding (the denominator) during the period, excluding the average number of shares of the Parent held by the Group, if any.

Total basic earnings per share are calculated as the ratio of the net profit for the year after tax from continuing and discontinued operations, less the corresponding portion attributable to non-controlling interests, and the weighted average number of common shares of the parent company outstanding during the period, excluding the average number of shares of the parent held by the Group.

 

r)

Dividends

Article No. 79 of the Chilean Public Companies Act establishes that, unless unanimously agreed otherwise by the shareholders of all issued shares, listed corporations must distribute a cash dividend to shareholders on an annual basis, pro rata to the shares owned or the proportion established in the company’s by-laws if there are preferred shares, of at least 30% of profit for each year, except when accumulated deficit from prior years must be absorbed.

As it is practically impossible to achieve a unanimous agreement given the Group’s highly fragmented share capital, at the end of each reporting period the amount of the minimum statutory dividend obligation to its shareholders is determined, net of interim dividends approved during the period, and then accounted for in “Trade and other payables” and “Accounts payable to related parties”, as appropriate, and recognized in Equity.  

Interim and final dividends are deducted from Equity when approved by the competent body, which in the first case is normally the Board of Directors and in the second case is the shareholders as agreed at an Ordinary Shareholders’ Meeting.

 

s)

Operating Segments and Geographical Information

The Group’s activities were previously organized primarily around its core business, electric energy generation. Considering the differentiated information that was analyzed by the Company’s chief operating decision maker (“CODM”), segment information had been organized by the geographical areas in which the Group operates:

 

Chile

 

Argentina (discontinued)

 

Peru (discontinued)

 

Colombia (discontinued)

However, since all non-Chilean operations were presented as discontinued operations in the Group’s 2015 consolidated financial statements as a result of the corporate reorganization described in Note 5.2, the Group no longer has any operating segments as that term is defined by IFRS 8 “Operating Segments”. The information currently provided to the CODM is the same as reported in Group’s consolidated financial statements. Management has elected to voluntarily present supplemental disaggregated asset, liability and cash flow information on a geographic basis. The accounting policies used to determine this supplemental disaggregated financial information are the same as those used in the preparation of the Group’s consolidated financial statements.  See Note 32.

The Group generates substantially all of its revenue from continuing operations from customers located in Chile.  Also, substantially of all of the Group’s non-current assets not classified as held for distribution are located in Chile. Consequently, no further geographic consolidated revenue and non-current asset information is presented.

 

F-31


 

4.

SECTOR REGULATIONS AND ELECTRICITY SYSTEM OPERATIONS

 

1)

Regulatory framework

The electricity sector is regulated by the General Law of Electrical Services (Chilean Electricity Law), also known as DFL No. 1 of 1982, of the Ministry of Mining – whose compiled and coordinated text was established in DFL No. 4 issued in 2006 by the Ministry of Economy (the Electricity Law) – as well as by an associated Regulation (D.S. No. 327 issued in 1998). Three government bodies are primarily responsible for enforcing this law: the National Energy Commission (“CNE”), which has the authority to propose regulated tariffs (node prices) and to draw up indicative plans for the construction of new generating units; the Superintendence of Electricity and Fuels (“SEF”), which supervises and oversees compliance with the laws, regulations, and technical standards that govern the generation, transmission, and distribution of electricity, as well as liquid fuels, and gas; and the Ministry of Energy, which is responsible for proposing and guiding public policies on energy matters. It also oversees the SEF, the CNE, and the Chilean Commission for Nuclear Energy (“ChCNE”), thus strengthening coordination and allowing for an integrated view of the energy sector.

The Ministry of Energy also includes the Agency for Energy Efficiency and the Center for Renewable Energy, (Centro de Energías Renovables – “CER”), which in November 2014 was replaced by the National Center for Innovation and Development of Sustainable Energy (Centro Nacional para la Innovación y Fomento de las Energías Sustentables – “CIFES”).

The Chilean Electricity Law has also established a Panel of Experts whose main task is to resolve potential discrepancies among the players in the electricity market, including electricity companies, system operators, regulators, etc.

From a physical viewpoint, the Chilean electrical sector is divided into four electrical grids: the Sistema Interconectado Central (“SIC”), the Sistema Interconectado del Norte Grande (“SING”), and two separate medium-size grids located in southern Chile, one in Aysén and the other in Magallanes. The SIC, the main electrical grid, runs 2,400 km longitudinally and connects the country from Taltal in the north to Quellón, on the island of Chiloé in the south. The SING covers the northern part of the country, from Arica down to Coloso, covering a length of some 700 km. Currently, the project for the interconnection of the SIC with the SING is being developed.

The electricity industry is organized into three business segments: generation, transmission, and distribution, all operating in an interconnected and coordinated manner, and whose main purpose is to supply electrical energy to the market at minimum cost while maintaining the quality and safety service standards required by the electrical regulations. As essential services, the power transmission and distribution businesses are natural monopolies; these segments are regulated as such by the Electricity Law, which requires free access to networks and regulates rates.

Under the Chilean Electricity Law, the electricity market coordinates their operations through a centralizing operating agent, the Coordinador Eléctrico Nacional (CISEN), in order to operate the system at minimum cost while maintaining reliable service, the current SIC and SING systems, and in the near future, the National Electricity System. The CISEN plans and operates the systems, including the calculation of the so-called “marginal cost,” which is the price assigned to energy transfers among power generating companies.

Limits on integration and concentration

Chile has legislation in effect that defends free competition and, together with specific regulations that apply to the electricity market, defines criteria to avoid certain levels of economic concentration and/or abusive market practices.

In principle, the regulator allows the participation of companies in different activities (e.g. generation, distribution, and commercialization) as long as there is an adequate separation of each activity, for both accounting and company purposes. Nevertheless, most of the restrictions imposed involve the transmission sector mainly due to its nature and to the need to guarantee adequate access to all agents. The Chilean Electricity Law establishes limits for participation of generation or distribution companies in the Trunk Transmission Systems, and prohibits participation of Trunk Transmission Systems companies in the generation and distribution segment.

 

F-32


 

 

1.1.

Generation segment

Generation companies must comply with the operation plan of the CISEN. However, each generation company is free to decide whether to sell its energy to regulated or unregulated customers. Any surplus or deficit between a company’s sales to its customers and its energy supply is sold to, or purchased from, other generators at the spot market price.

A power generation company may have the following types of customers:

 

(i)

Unregulated customers: Those customers, mainly industrial and mining companies, with a connected capacity higher than 5,000 kW. These consumers can freely negotiate prices for electrical supply with generators and/or distributors. Customers with capacity between 500 and 5,000 kW have the option to contract energy at prices agreed upon with their suppliers or be subject to regulated prices, with a minimum term of at least four years under each pricing system.

 

(ii)

Distribution companies that supply power to regulated customers: Participation in public tenders regulated by the CNE for the supply to their free customers through bilateral contracts.

 

(iii)

Spot market: This represents energy and capacity transactions among generating companies that result from the CISEN’s coordination to keep the system running as economically as possible, where the surpluses (deficits) between a generator’s energy supply and the energy it needs to comply with business commitments are transferred through sales (purchases) to (from) other generators in the CISEN. In the case of energy, transfers are valued at the marginal cost, while node prices for capacity are set every semester by the regulators.

In Chile, the capacity that must be paid to each generator depends on an annual calculation performed by the CISEN to determine the firm capacity of each power plant, which is not the same as the dispatched capacity.

Non-Conventional Renewable Energy

Law No. 20,257 was enacted in April of 2008 to encourage the use of Non-Conventional Renewable Energy (NCRE). The principal aspect of this law is that at least 5% of the energy sold by generation companies to their customers must come from renewable sources between years 2010 and 2014. This requirement progressively increases by 0.5% from 2015 until 2024, when a 10% renewable energy requirement will be reached. This law was amended in 2013 by Law No. 20,698, dubbed the “20/25 law,” as it establishes that by 2025, 20% of energy supplied will be generated by NCRE. It does not change the previous law’s plan for supplying energy under agreements in effect in July 2013.

 

1.2.

Transmission segment

The transmission segment is comprised of a combination of lines, substations and equipment for the transmission of electricity from the production points (generators) to the centers of consumption or distribution, which do not correspond to distribution facilities. The transmission segment is divided into National Transmission System, Development Poles Transmission System, Zonal Transmission System and Dedicated Transmission System. The International Interconnection Systems, which are governed by special rules, are also part of the transmission segment.

The transmission system is open access, and transmission companies may impose rights of way over the available transmission capacity under non-discriminatory conditions. The fees of the existing facilities of the National and Zonal Transmission Systems is determined through a tariff setting process that is carried out every four years. In that process, the Annual Value of the Transmission is determined, which comprises efficient operation and maintenance costs and the annuity of the investment value, determined on the basis of a discount rate fixed by the authority on a quarterly basis (minimum 7% after tax) and the economic useful life of the facilities.

The planning of the National and Zonal Transmission Systems corresponds to a regulated and centralized process, in which the CISEN annually issues an expansion plan, which must be approved by the CNE. The expansions of both systems are carried out through open tenders, distinguishing between new projects (with tenders open to any bidder) and expansion of existing facilities projects (participation in the expansion corresponds to the original facilities owners under modification). The bids correspond to the value resulting from the tender, which constitutes the income for the first 20 years from the start of operation. As of the year 21, the fees of such transmission facilities are determined as if they were existing facilities.

 

F-33


 

 

1.3.

Distribution segment

The distribution segment is defined for regulatory purposes as all electricity supplied to end customers at a voltage no higher than 23 kV. Distribution companies operate under a distribution public utility concession regime, with service obligations and regulated tariffs for supplying regulated customers.

Customers are classified as regulated and unregulated based on their demand. Regulated customers are those with connected capacity of more than 5,000 kW. Customers with connected capacity between 500 kW and 5,000 kW can choose either a regulated or an unregulated regime.

Distribution companies can supply both regulated customers, under supply conditions regulated by the Electricity Law, and non-regulated customers, whose supply conditions are freely negotiated and agreed in bilateral contracts with energy suppliers (generation or distribution companies).

Regarding price regulation, the Chilean Electricity Law establishes that the distribution companies must permanently have available energy supply, on the basis of open, non-discriminatory and transparent public tenders. These bidding processes are managed by the CNE and are carried out at least five years in advance. The result of the process is a “pay as bid” contract, with an extension up to 20 years. In case of unforeseen deviations in the projections of demand, the regulator has the authority to carry out a short-term tenders. In addition, a reimbursement mechanism exists allowing supply without contract and regulating corresponding fees.

The tariffs are set every four years in order to determine the distribution value added (“VAD”) as a result of model companies cost studies, composed of fixed costs, average energy and capacity losses and standard distribution costs. Both the CNE and the distribution companies grouped by typical areas engage independent consultants for these studies. The VAD is obtained by weighting the results of the study received by the CNE and the companies with a ratio of 2:3 and 1:3, respectively. Based on this result, the CNE structures basic tariffs and verifies that the aggregate profitability of the industry is within the established range of 10% with a margin of ± 4%.

Additionally, every four years a review of services associated with the calculation of VAD is carried out, which do not represent energy supply and which the Free Competition Court qualifies as subject to tariff regulation.

The Chilean distribution tariff model is a robust model, which already had eight cycles of tariff settings since the privatization of the sector.

 

2)

Regulatory Developments in 2017

2017 CNE Regulatory Plan

On January 13, 2017, through Exempted Resolution No. 23 and pursuant Article 72-19 of the Chilean Electricity Law, the CNE published its Annual Work Plan aiming to draft and develop technical regulations for year 2017.

Workshops for Transmission Law Regulations

Since April 2017, the CNE is working on the requirements and regulations related to the implementation of Law No. 20,936. Particularly, the CNE is analyzing and drafting the Coordination and Operation of National Electrical System Regulation, the Supplementary Services Regulation and the Transmission System Regulation, all fundamental topics to appropriate operation of the Chilean electricity sector. In this context, the CNE has started workshops with sector agents in order to discuss, analyze and to propose the best alternatives to appropriate regulate this matters.

 

3)

Energy Tenders

Under the new law for energy tenders, two bidding processes have been carried out: Supply Bidding No. 2015/01 and Supply Bidding No. 2015/02.

 

F-34


 

Supply Bidding No. 2015/02 was launched in June 2015 and finalized in October 2015. The final outcome of the process resulted in three energy blocks awarded for a total of 1,200 GWh per year at a weighted average price of US$ 79.3 per MWh, a 30% reduction as compared to the prices of prior bids, which indicates that the amendments to the Chilean Electricity Law have effectively reduced the prices through increased competition and a reduction in the risks for generators.

Supply Bidding No. 2015/01 was launched in May 2015 and finalized in July 2016. The final outcome of the process resulted in five energy blocks awarded for a total of 12,430 GWh/year (100%) to 84 companies at a weighted average price of US$ 47.6 per MWh. Enel Generación Chile was awarded with 5,918 GWh per year, which represents a 47.6% of the total energy awarded.

On January 27, 2017, the CNE published the terms for Supply Bidding 2017/01. Subsequently, on March 21, 2017, the CNE issued the 2017 Preliminary Report for Electricity Supply Biddings, which stated a projection for the energy demand for the 2017-2037 period. The report indicated a decrease in the energy demand by year 2024. In this context, the CNE issued through Exempted Resolution No. 250 on May 15, 2017 the Final Report for Electricity Supply Biddings. On June 16, 2017, based on the new forecasted energy demand, the CNE issued Exempted Resolution No. 305 which modifies the terms of the Supply Bidding 2017/01, stating that the total energy tender will be 2.2 TW per year starting at 2024.

5.

NON-CURRENT ASSETS AND DISPOSAL GROUPS HELD FOR SALE OR HELD FOR DISTRIBUTION TO OWNERS

 

5.1

Sale of Electrogas - Non-current assets and disposal groups held for sale

On December 16, 2016, Enel Generación Chile signed a share purchase agreement with Aerio Chile SpA (hereinafter “Aerio Chile”), which is indirectly wholly-owned subsidiary of Redes Energeticas Nacionais, S.G.P.S. S.A. (“REN”). In accordance with the agreement Enel Generación Chile agreed to sell its entire ownership interest in Electrogas S.A., representing 42.5% of the issued capital of that company. The agreed price was US$ 180 million, which would be paid on the transaction closing date.

The sale of this investment to Aerio Chile was subject to satisfaction of customary conditions precedent for this type of transactions, which includes, among others, the non-exercise by the other shareholders of Electrogas S.A. of the preferential acquisition rights, which they were entitled to in accordance with the terms and conditions established in the shareholders agreement.

The closing of the transaction and transfer of the investment occurred in February 7, 2017. The cash consideration received was ThCh$115,582,806 and was recognized a gain on sale before taxes of ThCh$105,311,912 (see Notes 6.c and 29, respectively).

Electrogas S.A.’s corporate purpose is to provide services of transportation of natural gas and other fuels, on its own and on behalf of third parties. In order to provide its services, it can build, operate and maintain gas and oil pipelines, polyducts and supplementary facilities

As described in Note 3.j, non-current assets and disposal groups classified as held for sale have been recognized at the lower of their carrying amount and estimated sale value less cost of disposal. The investment in Electrogas S.A. does not represent a significant business line for the Group.

The following table presents the balance of the Group’s investment in Electrogas S.A. as of December 31, 2016, which was classified as non-current assets held for sale:

 

Equity of Electrogas S.A.

Ownership

Carrying Value of Investment in

Electrogas S.A

ThCh$

%

ThCh$

30,571,784

42.50%

12,993,008

 

 

F-35


 

 

5.2

Corporate reorganization – non-current assets and disposal groups and liabilities associated held for distribution to owners

 

I.

General background

On April 28, 2015, the Company informed the SVS through a significant event notice, that the Board of Directors of its direct parent at that time, Enersis S.A. (currently named Enel Américas S.A.), communicated that it had decided to initiate an analysis of a corporate reorganization aimed at the separation of the activities of power generation and distribution in Chile from other activities conducted outside of Chile by Enersis S.A. (currently named Enel Américas S.A.) and its subsidiaries Empresa Nacional de Electricidad S.A. (the Company, currently named Enel Generación Chile S.A.) and Chilectra S.A. (currently named Enel Distribución Chile S.A.), while maintaining its inclusion in the Enel S.p.A. group.

In the same significant event notice, the Board of Directors of the Company reported that it had agreed to initiate studies to analyze a possible corporate reorganization consisting of the spin-off of its businesses in Chile from those outside of Chile, and the subsequent merger of the latter into a single company. Furthermore, it indicated that the objective of this reorganization was to create value for all of its shareholders, as none of these operations require the contribution of additional resources from shareholders. The possible corporate reorganization would take into account the best interests as well as all shareholders’ interests, with special attention paid to minority interests, and if it were approved, it would be subject to approval at an Extraordinary Shareholders’ Meeting.

This corporate reorganization consisted of two steps:

 

-

Each of Enersis S.A. (currently named Enel Américas S.A.) and its subsidiaries the Company and Chilectra S.A. (currently named Enel Distribución Chile S.A.), would effect a spin-off, resulting in separation of the businesses in Chile and outside of Chile.

 

-

Once the previously mentioned spin-off transactions were completed, Enersis S.A. (currently named Enel Américas S.A.) would absorb by merger the newly created companies, Endesa Américas S.A. and Chilectra Américas S.A., to which the businesses outside of Chile would be allocated, and would dissolve them without liquidation.

On December 18, 2015, the Extraordinary Shareholders' Meeting of the Company approved the demerger, subject to the conditions precedent consistent in approving the demergers of Enersis S.A. (currently Enel Américas S.A.) and Chilectra S.A. (currently Enel Distribución Chile S.A.) by their respective Extraordinary Shareholders’ Meetings, in addition to the relevant legal procedures and related matters. Also, it was agreed that the demerger would take effect from the first calendar day of the month following that in which a deed of compliance with conditions of the demerger is granted.

On March 1, 2016, having satisfied all conditions precedent, the demerger of the Company became effective and the new entity Endesa Américas S.A. began to exist, to which were allocated the shareholdings and other associated assets and liabilities of the businesses outside of Chile . Consequently, the corresponding capital decrease of the Company and other amendments to its by-laws were verified (see Note 23). On the same date, all assets and liabilities of the Company were transferred to Enersis Chile S.A. (currently named Enel Chile S.A.) the new entity created from the demerger of Enersis S.A. (currently named Enel Américas S.A.) to which were allocated the generation and distribution businesses in Chile.

 

II.

Accounting aspects

As of December 31, 2015, upon compliance with the criteria in IFRS 5 Non-Current Assets Held for Sale and Discontinued Operations, the following accounting treatment was applied:

 

i)

Assets and liabilities

All assets and liabilities related to the generation and distribution business outside of Chile (Enel Brasil, distribution subsidiaries) were classified as “non-current assets and disposal groups held for sale or distribution to owners” or “liabilities associated with non-current assets and disposal groups held for sale or distribution to owners”, as appropriate, according to the accounting policy indicated in Note 3.j.

 

F-36


 

As of March 1, 2016 (the date when demerger of the Company became effective) and December 31, 2015, the main groups of assets and liabilities classified as held for distribution to owners, which relate to the Group’s operations outside of Chile, were as follows:

 

 

03-01-2016

12-31-2015

ThCh$

ThCh$

ASSETS

 

 

CURRENT ASSETS

 

 

Cash and cash equivalents

211,252,436

112,313,130

Other current financial assets

4,026,343

5,641,903

Other current non-financial assets

11,065,826

14,336,049

Trade and other current receivables, net

211,703,393

199,139,964

Current accounts receivable from related parties

54,507,295

37,639,756

Inventories

22,562,325

25,926,892

Current income tax receivables

1,180,380

50,966

TOTAL CURRENT ASSETS

516,297,998

395,048,660

NON-CURRENT ASSETS

 

 

Other non-current financial assets

577,719

625,981

Other non-current non-financial assets

2,764,888

3,239,510

Trade and other non-current receivables, net

220,651,649

230,824,700

Investments accounted for using the equity method

441,310,088

446,338,964

Intangible assets other than goodwill

29,219,975

31,083,689

Goodwill

94,270,450

100,700,656

Property, plant and equipment, net

2,481,383,742

2,663,590,814

Deferred income tax assets

16,403,221

18,253,056

TOTAL NON-CURRENT ASSETS

3,286,581,732

3,494,657,370

TOTAL ASSETS

3,802,879,730

3,889,706,030

LIABILITIES

 

 

CURRENT LIABILITIES

 

 

Other current financial liabilities

198,963,253

221,018,241

Trade and other current payables

238,547,183

259,664,724

Current accounts payable to related parties

55,541,485

48,124,723

Provisions

67,049,521

78,935,605

Current income tax liabilities

69,623,615

65,310,111

Other current non-financial liabilities

1,797,957

1,951,294

TOTAL CURRENT LIABILITIES

631,523,014

675,004,698

NON-CURRENT LIABILITIES

 

 

Other non-current financial liabilities

908,367,472

896,924,119

Other non-current payables

37,652,705

39,373,175

Provisions

33,922,531

36,473,503

Deferred income tax liabilities

158,913,576

163,761,907

Non-current provisions for employee benefits

19,308,134

21,548,342

Other non-current non-financial liabilities

17,547,661

18,698,412

TOTAL NON-CURRENT LIABILITIES

1,175,712,079

1,176,779,458

TOTAL LIABILITIES

1,807,235,093

1,851,784,156

 

 

ii)

Profit and loss

All income and expenses related to generation and distribution business located outside of Chile (Enel Brasil, distribution subsidiaries), subject to distribution to owners, represent discontinued operations and are presented in the “Income after tax from discontinued operations” line within the consolidated statement of comprehensive income.

 

F-37


 

The following table sets forth the breakdown by nature of the line item “Income from discontinued operations, net of taxes” for the two month period ended February 29, 2016 and for the year ended December 31, 2015:

 

STATEMENTS OF COMPREHENSIVE INCOME

Discontinued operations

02-29-2016

12-31-2015

ThCh$

ThCh$

Revenues

229,074,809

1,238,466,148

Other operating income

6,648,363

64,649,040

Revenues and Other Operating Income

235,723,172

1,303,115,188

Raw materials and consumables used

(95,953,531)

(481,747,189)

Contribution Margin

139,769,641

821,367,999

Other work performed by the entity and capitalized

1,187,538

11,937,667

Employee benefits expense

(11,608,563)

(85,228,546)

Depreciation and amortization expense

-

(108,405,664)

Impairment losses

(906,638)

(4,813,372)

Other expenses

(16,295,714)

(73,277,014)

Operating Income

112,146,264

561,581,070

Other gains, net

41,806

(508,842)

Financial income

2,779,987

59,300,320

Financial costs

(21,056,624)

(87,794,374)

Share of profit and losses of investments accounted for using the equity method

6,375,719

38,679,661

Foreign currency exchange gains (losses), net

25,485,086

96,180,972

Profit before income taxes

125,772,238

667,438,807

Income tax expense

(46,199,793)

(256,249,256)

Net income from discontinued operations

79,572,445

411,189,551

Attributable to

 

 

Shareholders of the parent

39,759,035

180,546,069

Non-controlling interests

39,813,410

230,643,482

Components of other comprehensive income (loss)  that will not be reclassified subsequently to profit or loss, before income taxes

 

 

Losses from defined benefit plans, net

-

247,120

Components of other comprehensive income (loss) that will be reclassified subsequently to profit or loss, before income taxes

 

 

Foreign currency translationlosses, net

(135,953,119)

(245,784,132)

Gains (losses) from available-for-sale financial assets, net

-

(441,549)

Net losses from cash flow hedges and reclassification adjustments on cash flow hedges, net of tax

(1,697,346)

(10,204,780)

Share of other comprehensive income from investments accounted for using the equity method

(213,919)

(1,897,437)

Total other comprehensive loss, before income taxes

(137,864,384)

(258,327,898)

TOTAL COMPREHENSIVE INCOME (LOSS)

(58,291,939)

153,108,773

Comprehensive income (loss) attributable to

 

 

Shareholders of the parent

(33,070,495)

9,868,045

Non-controlling interests

(25,221,444)

143,240,728

TOTAL COMPREHENSIVE INCOME (LOSS)

(58,291,939)

153,108,773

 

 

iii)

Accumulated Other Comprehensive Loss in Equity

The accumulated other comprehensive loss amounts in equity reserves associated with assets and liabilities held for distribution to owners is as follows:

 

Reserves originated from

02-29-2016

12-31-2015

ThCh$

ThCh$

Exchange differences in foreign currency translation

(263,741,101)

(192,080,845)

Cash flow hedges

(8,696,789)

(8,022,483)

Gains and losses on remeasuring available-for-sale financial assets

(118,662)

(118,662)

Other miscellaneous reserves

(2,561,252)

(1,967,052)

Total

(275,117,804)

(202,189,042)

As a result of the classification of the generation and distribution activities located outside of Chile as discontinued operations in 2015, these business lines are not disclosed in Note 32 “Information by Segment”.

 

F-38


 

 

iv)

Cash flows

The following table sets forth the net cash flows from operating, investing and financing activities attributable to discontinued operations for the two month period ended February 29, 2016 and the year ended December 31, 2015:

 

Statement of cash flows

02-29-2016

12-31-2015

ThCh$

ThCh$

Net cash provided by operating activities

69,011,031

473,002,615

Net cash used in investing activities

(25,947,761)

(233,343,856)

Net cash provided by (used in) financing activities

80,160,648

(430,690,847)

Net increase (decrease) in cash and cash equivalents before the effect of exchange rate changes

123,223,918

(191,032,088)

Effect of exchange rate changes on cash and cash equivalents

(24,284,612)

4,902,989

Net increase (decrease) in cash and cash equivalents

98,939,306

(186,129,099)

Cash and cash equivalents at the beginning of the year

112,313,130

298,442,229

Cash and cash equivalents at the end of the year

211,252,436

112,313,130

 

 

III.

Other information

The Spin-off by the Company triggered the Company’s obligation to pay taxes in Peru for a total amount of 577 million Peruvian Soles (approximately ThCh$ 116,053,255). This tax, paid during March 2016, was generated as a result of the application of the Peruvian Income Tax Law to the transfer of the ownership interests, which the Group held in Peru, to Endesa Américas S.A. The tax is calculated as the difference between the disposal value and the acquisition cost of the ownership interests.

Because this payment was directly linked to the Spin-off, the effect has been recognized directly in equity, specifically in other reserves, following the nature of the principal transaction (transaction with shareholders in their capacity as owners).

6.

CASH AND CASH EQUIVALENTS

 

a)

The detail of cash and cash equivalents as of June 30, 2017 and December 31, 2016:

 

Cash and cash equivalents

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Cash balances

56,551

31,293

Bank balances

4,958,706

24,787,424

Time deposits

5,018,625

17,325,478

Other fixed-income instruments

586,000

72,342,284

Total

10,619,882

114,486,479

 

Time deposits included in cash and cash equivalents represent interest-bearing time deposits with original maturity of less or equal to 90 days. Other fixed-income investments are mainly comprised of repurchase agreements with original maturities of less than or equal to 90 days. There is no significant available cash held by the Group that is restricted.

 

b)

The detail of cash and cash equivalents by currency is as follows:

 

Currency

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Chilean peso

1,026,060

105,038,095

Argentine peso

5,982,487

4,807,406

U.S. dollar

3,611,335

4,640,978

Total

10,619,882

114,486,479

 

 

F-39


 

 

c)

The following table presents the proceeds received from the sale of the ownership interest in the associate Electrogas S.A.:

 

Loss of significant influence in Associate

6-30-2017

ThCh$

Cash received from the sale of Electrogas S.A. (*)

   115,582,806

Total

   115,582,806

 

(*)

See Note 5.1.

 

d)

Reconciliation of liabilities arising from financing activities:

The table below details changes in the Group's liabilities arising from financing activities, including both cash and non-cash changes as of June 30, 2017. Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the Group's consolidated statements of cash flows as cash flows from financing activities:

 

Liabilities arising from financing activities

Balance as of 1/1/2017 (1)

Financing cash flows

 

Balance as of 6/30/2017 (1)

Changes in fair value

Foreign exchange differences

Finance costs

Other changes

Interest paid

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Bank loans (Note 17)

4,172

(219)

3,844

-

-

210

-

8,226

Unsecured obligations (Note 17)

802,306,161

(21,879,495)

(24,637,108)

-

254,868

22,138,674

-

800,062,595

Finance leases (Note 17)

17,749,647

-

(1,320,363)

-

(142,800)

427,136

-

16,713,620

Financial derivatives for hedging (Note 19.2)

23,640,893

(1,901,122)

(1,901,122)

(2,134,950)

(2,223,549)

1,877,670

(3,171,100)

16,087,842

Loans to related parties (Note 9)

39,211

(330,043)

6,374,648

-

-

473,704

-

6,887,563

Other obligations

-

(390,244)

(390,244)

-

-

390,244

-

-

Total

843,740,084

(24,501,123)

(21,870,345)

(2,134,950)

(2,111,481)

25,307,638

(3,171,100)

839,759,846

 

 

(1)

Balance corresponds to current and non-current portion.

7.

OTHER FINANCIAL ASSETS

The detail of other financial assets as of June 30, 2017 and December 31, 2016, is as follows:

 

Other Financial Assets

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Available-for-sale financial investments - quoted equity securities

-  

7,125

-  

407

Available-for-sale financial investments – non-quoted equity securities or with limited liquidity

-  

2,595,342

-  

2,616,240

Hedging derivatives (*)

1,532,442

27,649,252

121,443

25,533,188

Financial assets held-to-maturity

67,672

                  -  

365,663

652,733

Total

1,600,114

30,251,719

487,106

  28,802,568

 

 

(*)

See Note 19.2.a.

8.

TRADE AND OTHER RECEIVABLES

 

a)

The detail of trade and other receivables as of June 30, 2017 and December 31, 2016, is as follows:

 

Trade and Other Receivables, Gross

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Trade and other receivables, gross

249,630,711

913,535

       261,754,397

           6,788,437

Trade receivables, gross

205,976,979

26,297

       214,479,114

           5,751,510

Other receivables, gross

43,653,732

887,238

         47,275,283

           1,036,927

 

F-40


 

 

Trade and Other Receivables, Net

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Trade and other receivables, net

248,371,894

913,535

       260,440,086

           6,788,437

Trade and other receivables, net

204,718,162

26,297

       213,164,803

           5,751,510

Other receivables, net

43,653,732

887,238

         47,275,283

           1,036,927

 

The balances in trade and other receivables do not generally accrue interest.

The Group does not have customers to which it has sales representing 10% or more of the Group’s total consolidated revenues for the period ended June 30, 2017 and the year ended December 31, 2016.

Refer to Note 9.1 for detailed information on amounts, terms and conditions associated with accounts receivable from related parties.

 

b)

As of June 30, 2017 and December 31, 2016 the balance of past due but not impaired trade receivables is as follows:

 

Trade Receivables Past Due But Not Impaired

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Less than three months

              2,141,593

      4,709,261

Between three and six months

              1,521,892

      6,014,819

Between six and twelve months

              2,983,973

    13,747,986

Total

              6,647,458

       24,472,066

 

 

c)

The reconciliation of changes in the allowance for impairment of trade receivables is as follows:

 

Trade Receivables Past Due and Impaired

Current and Non-Current

ThCh$

Balance as of January 1, 2016

1,549,192

Amounts written off

(215,826)

Other changes

(19,055)

Balance as of December 31, 2016

1,314,311

Increases (decreases) for the period  (*)

(55,494)

Amounts written off

-

Balance as of June 30, 2017

1,258,817

 

 

*

See Note 27.

Write-offs of bad debt

Past-due debt is written off once all collection measures and legal proceedings have been exhausted and the debtors’ insolvency has been demonstrated. In our power generation business, this process normally takes at least one year.

 

d)

Additional information:

 

-

Additional statistical information required under Official Bulletin 715 of the Superintendencia de Valores y Seguros (Chilean Superintendence of Securities and Insurance) of February 3, 2012, XBRL Taxonomy: see Appendix 6.

 

-

Supplementary information on trade receivables: see Appendix 6.1.

 

F-41


 

9.

BALANCES AND TRANSACTIONS WITH RELATED PARTIES

Related party transactions are performed at current market conditions.

Transactions between the Company and its subsidiaries have been eliminated on consolidation and are not itemized in this note.

As of the date of these interim consolidated financial statements, no guarantees have been given or received nor has any allowance for bad or doubtful accounts been recognized with respect to receivable balances for related party transactions.

 

 

 

F-42


 

 

9.1

Balances and transactions with related parties

The balances of accounts receivable and payables between the Company and its non-consolidated related parties are as follows:

 

a)

Receivables from related parties:

 

Receivables from related parties

Balance as of

Taxpayer ID No. (RUT)

Company

Description of the transaction

Term of the Transaction

Relationship

Currency

Country

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

96.800.570-7

Enel Distribución Chile S.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

             47,712,478

                     -  

      35,228,094

                      -  

96.800.570-7

Enel Distribución Chile S.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

                    66,733

                     -  

                     -  

                      -  

96.800.570-7

Enel Distribución Chile S.A.

Dividends

Less than 90 days

Common control

Ch$

Chile

                           -  

                     -  

                    26

                      -  

96.800.570-7

Enel Distribución Chile S.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                  175,788

                     -  

             15,840

                      -  

Foreign

Enel Generación Piura S.A.

Other services

Less than 90 days

Common control

Ch$

Peru

                           -  

                     -  

           346,061

                      -  

96.783.910-8

Empresa Eléctrica de Colina Ltda.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                    22,785

                     -  

                    22

                      -  

96.783.910-8

Empresa Eléctrica de Colina Ltda.

Tolls

Less than 90 days

Common control

Ch$

Chile

                           93

                     -  

             22,944

                      -  

94.271.000-3

Enel Américas S.A.

Other services

Less than 90 days

Parent

Ch$

Chile

                    62,988

                     -  

           152,290

                      -  

76.536.353-5

Enel Chile S.A.

Other services

Less than 90 days

Parent

Ch$

Chile

                      6,245

                     -  

           251,977

                      -  

Foreign

Generalima S.A.

Other services

Less than 90 days

Common control

Ch$

Peru

                           -  

                     -  

           341,948

                      -  

76.418.940-K

GNL Chile S.A.

Gas purchases

Less than 90 days

Associate

U.S.$

Chile

             10,878,994

                     -  

      16,780,275

                      -  

76.107.186-6

Servicios Informáticos e Inmobiliarios Ltda.

Other services

Less than 90 days

Common control

Ch$

Chile

                    43,173

                     -  

             60,740

                      -  

96.800.460-3

Luz Andes Ltda.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                      1,280

                     -  

                      2

                      -  

96.800.460-3

Luz Andes Ltda.

Tolls

Less than 90 days

Common control

Ch$

Chile

                             2

                     -  

               4,917

                      -  

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                    55,153

                     -  

           129,755

                      -  

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                    54,224

                     -  

                  198

                      -  

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

                         358

                     -  

                     -  

                      -  

96.880.800-1

Empresa Eléctrica Puyehue S.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                           64

                     -  

                    64

                      -  

Foreign

Enel Brazil S.A.

Other services

Less than 90 days

Associate

Ch$

Brazil

               2,063,689

                     -  

        2,097,313

                      -  

Foreign

Enel Brazil S.A.

Other services

Less than 90 days

Associate

Real

Brazil

                      4,906

                     -  

                     -  

                      -  

Foreign

PH Chucas S.A.

Other services

Less than 90 days

Common control

Ch$

Costa Rica

               1,591,903

                     -  

        1,614,168

                      -  

Foreign

Endesa Generación S.A.

Commodity derivatives

Less than 90 days

Common control

Ch$

Spain

                  587,224

                     -  

           587,224

                      -  

Foreign

Endesa Generación S.A.

Other services

Less than 90 days

Common control

U.F

Spain

                    36,067

                     -  

             36,067

                      -  

76.126.507-5

Parque Eólico Talinay Oriente S.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                    56,013

                     -  

           142,926

                      -  

76.126.507-5

Parque Eólico Talinay Oriente S.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

                             7

                     -  

                      8

                      -  

76.126.507-5

Parque Eólico Talinay Oriente S.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                      5,903

                     -  

                     -  

                      -  

Foreign

Endesa Spain  S.A.

Other services

Less than 90 days

Common control

Ch$

Spain

                    13,077

                     -  

             13,077

                      -  

76.179.024-2

Parque Eólico Tal Tal S.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                    70,268

                     -  

           243,946

                      -  

76.179.024-2

Parque Eólico Tal Tal S.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                      6,494

                     -  

                     -  

                      -  

76.179.024-2

Parque Eólico Tal Tal S.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

                           28

                     -  

                     -  

                      -  

76.321.458-3

Almeyda Solar S.p.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                    51,518

                     -  

             98,353

                      -  

76.321.458-3

Almeyda Solar S.p.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

                             3

                     -  

                     -  

                      -  

76.321.458-3

Almeyda Solar S.p.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                      2,361

                     -  

                     -  

                      -  

76.052.206-6

Parque Eólico Valle de los Vientos S.A.

Energy sales

Less than 90 days

Common control

Ch$

Chile

                  138,239

                     -  

             81,377

                      -  

76.052.206-6

Parque Eólico Valle de los Vientos S.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                      5,903

                     -  

                     -  

                      -  

Foreign

Compania Energetica Veracruz S.A.C.

Other services

Less than 90 days

Common control

Ch$

Peru

                    28,814

                     -  

           639,233

                      -  

Foreign

Enel Italia Servizi SRL

Other services

Less than 90 days

Common control

Ch$

Italia

                      8,144

                     -  

               8,144

                      -  

Foreign

Enel S.p.A

Other services

Less than 90 days

Parent

Ch$

Italia

                  125,960

                     -  

           125,960

                      -  

Foreign

Enel Trade S.p.A

Commodity derivatives

Less than 90 days

Common control

Ch$

Italia

               2,325,202

                     -  

      22,321,017

                      -  

Foreign

Emgesa S.A.

Other services

Less than 90 days

Common control

Ch$

Colombia

                           -  

                     -  

             29,989

                      -  

Foreign

Enel Generación Peru S.A.

Other services

Less than 90 days

Common control

Ch$

Peru

                  208,746

                     -  

        1,328,268

                      -  

76.412.562-2

Enel Green Power del Sur S.p.A

Energy sales

Less than 90 days

Common control

Ch$

Chile

                  432,583

                     -  

             25,558

                      -  

76.412.562-2

Enel Green Power del Sur S.p.A

Other services

Less than 90 days

Common control

Ch$

Chile

                    36,861

                     -  

                     -  

                      -  

Foreign

Enel Generación Piura S.A.

Other services

Less than 90 days

Common control

Ch$

Peru

                    66,181

                     -  

                     -  

                      -  

Foreign

Generalima S.A.

Other services

Less than 90 days

Common control

Ch$

Peru

                    99,175

                     -  

                     -  

                      -  

Foreign

Enel Green Power Chile Ltda.

Other services

Less than 90 days

Common control

Ch$

Chile

                  142,176

                     -  

                     -  

                      -  

Total

          67,187,803

                     -  

    82,727,781

                      -  

 

F-43


 

 

b)

Accounts payable to related parties:

 

Payables to related parties

Balance as of

Taxpayer ID No. (RUT)

Company

Description of the transaction

Term of the Transaction

Relationship

Currency

Country

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Foreign

Comercializadora de Energía del Mercosur S.A.

Other services

Less than 90 days

Associate

Arg$

Argentina

                    13,574

                     -  

             13,574

                      -  

96.800.570-7

Enel Distribución Chile S.A.

Other services

Less than 90 days

Common control

Ch$

Chile

                         878

                     -  

                  124

                      -  

96.800.570-7

Enel Distribución Chile S.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

               7,805,771

                     -  

        7,264,883

                      -  

96.806.130-5

Electrogas S.A.

Other services

Less than 90 days

Associate

Ch$

Chile

                           -  

                     -  

           257,060

                      -  

96.806.130-5

Electrogas S.A.

Tolls

Less than 90 days

Associate

Ch$

Chile

                           -  

                     -  

             74,388

                      -  

76.536.353-5

Enel Chile S.A.

Other services

Less than 90 days

Parent

Ch$

Chile

                  284,273

                     -  

        1,670,592

                      -  

76.536.353-5

Enel Chile S.A.

Dividends

Less than 90 days

Parent

Ch$

Chile

                           -  

                     -  

      85,032,236

                      -  

76.536.353-5

Enel Chile S.A.

Mercantile current account

Less than 90 days

Parent

Ch$

Chile

               6,887,563

                     -  

             39,211

                      -  

94.271.000-3

Enel Américas S.A.

Other services

Less than 90 days

Parent

Ch$

Chile

                      1,843

                     -  

                     -  

                      -  

94.271.000-3

Enel Américas S.A.

Other services

Less than 90 days

Parent

CP

Chile

                           -  

                     -  

             14,457

                      -  

76.418.940-K

GNL Chile S.A.

Gas purchases

Less than 90 days

Associate

Ch$

Chile

             29,421,537

                     -  

        4,872,264

                      -  

76.107.186-6

Servicios Informáticos e Inmobiliarios Ltda.

Other services

Less than 90 days

Common control

Ch$

Chile

                    82,262

                     -  

           682,650

                      -  

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Energy purchases

Less than 90 days

Common control

Ch$

Chile

                  274,003

                     -  

        1,285,768

                      -  

Foreign

Endesa Generación S.A.

Coal purchases

Less than 90 days

Common control

Ch$

Spain

                           -  

                     -  

           486,180

                      -  

Foreign

Endesa Generación S.A.

Other services

Less than 90 days

Common control

Ch$

Spain

                  512,992

                     -  

           379,731

                      -  

Foreign

Enel Iberoamérica SRL

Other services

Less than 90 days

Parent

Ch$

Spain

                    91,387

                     -  

           183,607

                      -  

Foreign

Enel Produzione S.p.A.

Other services

Less than 90 days

Common control

Ch$

Italy

               7,771,087

                     -  

                     -  

                      -  

77.017.930-0

Transmisora Eléctrica de Quillota Ltda.

Tolls

Less than 90 days

Joint Venture

Ch$

Chile

                    64,073

                     -  

                     -  

                      -  

77.017.930-0

Transmisora Eléctrica de Quillota Ltda.

Energy purchases

Less than 90 days

Joint Venture

Ch$

Chile

                    71,863

                     -  

           332,709

                      -  

Foreign

Enel Ingegneria & Ricerca S.p.A

Other services

Less than 90 days

Common control

Ch$

Italy

                           -  

                     -  

        6,343,845

             251,527

76.126.507-5

Parque Eolico Talinay Oriente S.A.

Energy purchases

Less than 90 days

Common control

Ch$

Chile

                           -  

                     -  

             48,432

                      -  

Foreign

Enel Brazil S.A.

Other services

Less than 90 days

Associate

Ch$

Brazil

                    83,935

                     -  

             85,864

                      -  

76.179.024-2

Parque Eólico Tal Tal S.A.

Energy purchases

Less than 90 days

Common control

Ch$

Chile

               2,338,180

                     -  

        2,171,862

                      -  

76.321.458-3

Almeyda Solar S.p.A

Energy purchases

Less than 90 days

Common control

Ch$

Chile

                      6,475

                     -  

               2,283

                      -  

76.052.206-6

Parque Eólico Valle de los Vientos S.A.

Energy purchases

Less than 90 days

Common control

Ch$

Chile

               1,284,601

                     -  

                  475

                      -  

Foreign

Enel S.p.A

Other services

Less than 90 days

Parent

Euro

Italy

                    76,403

                     -  

             79,990

                      -  

Foreign

Enel Trade S.p.A

Commodity derivatives

Less than 90 days

Common control

Ch$

Italy

               1,149,319

                     -  

        1,103,206

                      -  

Foreign

Enel Trade S.p.A

Other services

Less than 90 days

Common control

Ch$

Italy

                  720,042

                     -  

           571,754

                      -  

76.412.562-2

Enel Green Power del Sur S.p.A

Energy purchases

Less than 90 days

Common control

Ch$

Chile

               7,906,509

                     -  

        7,406,880

                      -  

76.412.562-2

Enel Green Power del Sur S.p.A

Tolls

Less than 90 days

Common control

Ch$

Chile

                           -  

                     -  

             42,901

                      -  

76.412.562-2

Enel Green Power del Sur S.p.A

Other services

Less than 90 days

Common control

Ch$

Chile

                           -  

                     -  

             87,448

                      -  

Foreign

Enel Produzione S.p.A.

Other services

Less than 90 days

Common control

Euro

Italy

                           -  

                     -  

           483,665

                      -  

76.722.488-5

Empresa de Transmisión Chena S.A.

Tolls

Less than 90 days

Common control

Ch$

Chile

                    70,997

                     -  

                     -  

                      -  

96.920.110-0

Enel Green Power Chile Ltda.

Other services

Less than 90 days

Common control

Ch$

Chile

                    18,357

                     -  

                     -  

                      -  

Foreign

Enel Green Power Italy

Other services

Less than 90 days

Common control

Ch$

Italy

                  216,417

                     -  

                     -  

                      -  

Total

          67,154,341

                     -  

121,018,039

           251,527

 

F-44


 

 

c)

Significant transactions and effects on income/expenses:

Transactions with related parties that are not consolidated and their effects on profit or loss are as follows:

 

Transactions with effects on income/(expenses)

For the six month periods ended

Taxpayer ID No. (RUT)

Company

Relationship

Description of the transaction

Country

6-30-2017

6-30-2016

ThCh$

ThCh$

96.800.570-7

Enel Distribución Chile S.A.

Common control

Energy sales

Chile

187,198,909

191,158,830

96.800.570-7

Enel Distribución Chile S.A.

Common control

Tolls

Chile

1,820,773

332,637

96.800.570-7

Enel Distribución Chile S.A.

Common control

Services Rendered

Chile

792,801

705,656

96.783.910-8

Empresa Eléctrica de Colina Ltda.

Common control

Tolls

Chile

29,933

17,703

96.783.910-8

Empresa Eléctrica de Colina Ltda.

Parent

Services Rendered

Chile

93

2,233

94.271.000-3

Enel Américas S.A.

Parent

Services Rendered

Chile

218,204

334,070

94.271.000-3

Enel Américas S.A.

Parent

Loans

Chile

-

(1,235,792)

94.271.000-3

Enel Américas S.A.

Parent

Services Received

Chile

-

(1,070,692)

76.536.353-5

Enel Chile S.A.

Parent

Services Rendered

Chile

684,676

443,450

76.536.353-5

Enel Chile S.A.

Parent

Loans

Chile

(473,644)

(360,880)

76.536.353-5

Enel Chile S.A.

Parent

Services Received

Chile

(6,129,285)

(1,984,989)

Foreign

Empresa Distribuidora Sur S.A.

Common control

Services Received

Argentina

-

(151,365)

Foreign

Empresa Distribuidora Sur S.A.

Common control

Energy sales

Argentina

-

1,879

96.800.460-3

Luz Andes Ltda.

Common control

Tolls

Chile

1,737

1,760

96.800.460-3

Luz Andes Ltda.

Common control

Services Rendered

Chile

-

230

Foreign

Compañía Distribuidora y Comercializadora de Energía S.A.

Common control

Energy sales

Colombia

-

19,901,620

Foreign

Compañía Distribuidora y Comercializadora de Energía S.A.

Common control

Energy purchases

Colombia

-

(128,794)

Foreign

Compañía Distribuidora y Comercializadora de Energía S.A.

Common control

Services Rendered

Colombia

-

15,714

Foreign

Compañía Distribuidora y Comercializadora de Energía S.A.

Common control

Services Received

Colombia

-

(17,587)

Foreign

Compañía Distribuidora y Comercializadora de Energía S.A.

Common control

Loans

Colombia

-

11,355

Foreign

Compañía Distribuidora y Comercializadora de Energía S.A.

Common control

Tolls

Colombia

-

(3,864,016)

Foreign

Comercializadora de Energía del Mercosur S.A.

Associate

Tolls

Argentina

-

4,262

Foreign

Comercializadora de Energía del Mercosur S.A.

Associate

Services Received

Argentina

-

(60,630)

Foreign

Empresa de Distribución Eléctrica de Lima Norte S.A.A.

Common control

Energy sales

Peru

-

16,304,643

Foreign

Empresa de Distribución Eléctrica de Lima Norte S.A.A.

Common control

Services Rendered

Peru

-

4,787,473

Foreign

Endesa Generación S.A.

Common control

Fuel consumption

Spain

-

(37,720,788)

Foreign

Enel Generación Piura S.A.

Common control

Energy sales

Peru

-

34,935

Foreign

Enel Generación Piura S.A.

Common control

Energy purchases

Peru

-

(308,224)

Foreign

Enel Generación Piura S.A.

Common control

Services Rendered

Peru

-

313,861

Foreign

Enel Generación Piura S.A.

Common control

Services Received

Peru

(35,681)

-

Foreign

Generalima S.A.

Common control

Services Received

Peru

(181)

-

Foreign

Generalima S.A.

Common control

Services Rendered

Peru

38,642

79,870

Foreign

Empresa de Energía de Cundinamarca S.A.

Common control

Tolls

Colombia

-

(194,805)

Foreign

Empresa de Energía de Cundinamarca S.A.

Common control

Energy sales

Colombia

-

1,161,383

76.788.080-4

GNL Quintero S.A.

Associate

Energy sales

Chile

-

1,577,030

76.788.080-4

GNL Quintero S.A.

Associate

Services Rendered

Chile

-

839,502

76.788.080-4

GNL Quintero S.A.

Associate

Tolls

Chile

-

(200,644)

Foreign

Compañía de Transmisión del Mercosur S.A.

Common control

Tolls

Argentina

-

(95,813)

76.418.940-K

GNL Chile S.A.

Associate

Gas consumption

Chile

(100,328,730)

(52,171,669)

76.418.940-K

GNL Chile S.A.

Associate

Gas transportation

Chile

(24,382,878)

(25,086,604)

 

 


 

F-45


 

 

Transactions with effects on income/(expenses)

For the six month periods ended

Taxpayer ID No. (RUT)

Company

Relationship

Description of the transaction

Country

6-30-2017

6-30-2016

ThCh$

ThCh$

76.418.940-K

GNL Chile S.A.

Associate

Services Rendered

Chile

85,274

82,762

76.107.186-6

Servicios Informáticos e Inmobiliarios Ltda.

Common control

Services Received

Chile

(439,544)

(646,076)

76.107.186-6

Servicios Informáticos e Inmobiliarios Ltda.

Common control

Services Rendered

Chile

142,026

-

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Common control

Energy sales

Chile

77,622

155,984

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Common control

Energy purchases

Chile

(1,279,770)

(2,982,354)

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Common control

Services Rendered

Chile

54,224

-

96.524.140-K

Empresa Eléctrica Panguipulli S.A.

Common control

Tolls

Chile

(35,906)

(26,892)

Foreign

Companhía Interconexao Energética S.A.

Common control

Tolls

Brazil

-

95,813

Foreign

Enel Iberoamérica SRL

Parent

Services Rendered

Spain

99

3,429

77.017.930-0

Transmisora Eléctrica de Quillota Ltda.

Associate

Tolls

Chile

(552,435)

(716,159)

76.412.562-2

Enel Green Power del Sur S.p.A

Common control

Energy sales

Chile

449,913

884

76.412.562-2

Enel Green Power del Sur S.p.A

Common control

Energy purchases

Chile

(48,374,335)

(2,315,902)

76.412.562-2

Enel Green Power del Sur S.p.A

Common control

Services Rendered

Chile

36,861

-

Foreign

PH Chucas S.A.

Common control

Services Rendered

Costa Rica

36,883

-

Foreign

Central Dock Sud S.A.

Common control

Services Rendered

Argentina

-

454

Foreign

Endesa Energía S.A.

Common control

Gas sales

Spain

10,394,146

9,540,306

76.126.507-5

Parque Eólico Talinay Oriente SA

Common control

Energy purchases

Chile

(228,146)

(274,099)

76.126.507-5

Parque Eólico Talinay Oriente SA

Common control

Energy sales

Chile

29,903

42,213

Foreign

Endesa Spain S.A.

Common control

Services Received

Spain

-

(7,528)

Foreign

Enel Trade S.p.A

Common control

Commodity derivatives  

Italy

7,173,943

-

76.179.024-2

Parque Eólico Tal Tal S.A.

Common control

Energy purchases

Chile

(13,017,475)

(13,474,294)

76.179.024-2

Parque Eólico Tal Tal S.A.

Common control

Energy sales

Chile

28,301

29,613

76.179.024-2

Parque Eólico Tal Tal S.A.

Common control

Services Rendered

Chile

6,494

-

76.052.206-6

Parque Eólico Valle de los Vientos S.A.

Common control

Energy purchases

Chile

(7,702,067)

(8,094,691)

76.052.206-6

Parque Eólico Valle de los Vientos S.A.

Common control

Energy sales

Chile

69,099

403,197

76.052.206-6

Parque Eólico Valle de los Vientos S.A.

Common control

Services Rendered

Chile

5,903

-

76.321.458-3

Almeyda Solar S.P.A

Common control

Energy purchases

Chile

(23,993)

(21,608)

76.321.458-3

Almeyda Solar S.P.A

Common control

Energy sales

Chile

17,221

53,242

76.321.458-3

Almeyda Solar S.P.A

Common control

Services Rendered

Chile

2,371

-

Foreign

Compania Energetica Veracruz S.A.C.

Common control

Services Rendered

Peru

375,635

30,506

Foreign

Enel Produzione S.p.A.

Common control

Services Received

Italy

(14,049)

(812,261)

Foreign

Endesa Latinoamericana S.A.

Parent

Services Received

Spain

-

(12,388)

Foreign

Enel S.p.A

Parent

Services Received

Italy

-

(440,701)

Foreign

Enel Generación Peru S.A.

Common control

Services Rendered

Peru

63,535

(337,632)

Foreign

Enel Global Trading S.p.A.

Common control

Services Received

Italy

-

1,655,748

76.536.351-9

Endesa Américas S.A.

Common control

Services Rendered

Chile

-

212,590

96.920.110-0

Enel Green Power Chile Ltda.

Common control

Services Rendered

Chile

123,820

-

76.722.488-5

Empresa de Transmisión Chena S.A.

Common control

Electricity Tolls

Chile

(70,999)

-

96.806.130-5

Electrogas S.A.

Associate

Gas Tolls

Chile

(251,099)

(1,058,281)

96.806.130-5

Electrogas S.A.

Associate

Fuel consumption

Chile

(25,025)

-

Total

6,593,799

94,462,679

 

 

Transfers of short-term funds between related parties are treated as current accounts changes, with variable interest rates based on market conditions used for the monthly balance. The resulting amounts receivable or payable are usually at 30 day terms, with automatic rollover for the same periods and amortization in line with cash flows

 

 

 

F-46


 

 

9.2

Board of directors and key management personnel

The Company is managed by a Board of Directors which consists of nine members. Each director serves for a three-year term after which they can be reelected.

The Board of Directors as of June 30, 2017 was elected at the Ordinary Shareholders’ Meeting held on April 27, 2016. The current Chairman, Vice-Chairman and Secretary of the Board of Directors were designated at a Board meeting held on April 28, 2016.

Members of the Board of Directors, are as follows:

- Mr. Giuseppe Conti (Chairman)

- Mr. Francesco Giorgianni (Vice-Chairman)

- Mr. Mauro Di Carlo

- Mr. Umberto Magrini

- Mr. Luca Noviello

- Mr. Enrique Cibié Bluth

- Mr. Jorge Atton Palma

- Mr. Julio Pellegrini Vial

 

a)

Accounts receivable and payable and other transactions

 

Accounts receivable and payable

There are no outstanding amounts receivable or payable between the Company and the members of the Board of Directors and key management personnel.

 

Other transactions

No transactions other than the payment of compensations have taken place between the Company and the members of the Board of Directors and key management personnel and other than transactions in the normal course of business-electricity supply.

 

b)

Compensation for Directors

In accordance with Article 33 of Law No. 18,046 governing stock corporations, the compensation of Directors is established each year at the Ordinary Shareholders Meeting of the Company. The methodology used to determine the compensation, described below, was established at the 2017 Annual Shareholders Meeting of the Company.

The breakdown of this compensation is as follows:

 

a.

174 UF as a fixed monthly fee, and

 

b.

84 UF as per diem for each Board meeting attended, with a maximum 15 paid sessions annually.

In accordance with the bylaws, the remuneration of the Chairman shall be double that of a Director.

If any Director of the Company is a member of more than one Board in any Chilean or foreign subsidiaries and/or associates, or holds the position of Director or advisor in other Chilean or foreign companies or legal entities in which the Company has a direct or indirect ownership interest, that Director can be compensated for his/her participation in only one of those Boards or Management Committees.

 

F-47


 

The Executive Officers of the Company and/or any of its Chilean or foreign subsidiaries or associates will not receive any compensation or per diem if they hold the position of Director in any of the Chilean or foreign subsidiaries or associates of the Company.

 

c)

Directors’ Committee

Each member of the Directors’ Committee receives monthly remuneration, a portion of which is for each session attended and a portion of which is a fixed monthly payment for every meeting attended. This remuneration is as follows:

 

a.

58 UF monthly remuneration as a fixed payment for every meeting, and

 

b.

28 UF for each session attended, with a maximum 15 sessions annually.

The enactment of Law No. 20,382 on improved Corporate Governance resulted in the merger of the Directors’ Committee and the Audit Committee.

The following tables show details of the compensation paid to the members of the Board of Directors for the six month periods ended June 30, 2017 and 2016:

 

Name

Position

Period in Position

For the six month period ended June 30, 2017

Company's Board

Subsidiaries' Board

Directors Committee

ThCh$

ThCh$

ThCh$

Giuseppe Conti (1) (*)

Chairman

1/1/17 to 6/30/17

-  

-  

                   -  

Francesco Giorgianni (2) (*)

Director

1/1/17 to 6/30/17

-  

                                     -  

                     -  

Francesco Buresti (3) (*)

Director

1/1/17 to 6/27/17

-  

                                     -  

                 -  

Enrique Cibié Bluth

Director

1/1/17 to 6/30/17

45,500

                                     -  

         15,904

Jorge Atton Palma

Director

1/1/17 to 6/30/17

45,500

                                     -  

       15,904

Julio Pellegrini Vial (4)

Director

1/1/17 to 6/30/17

45,500

                                     -  

          15,904

Mauro Di Carlo  (4) (*)

Director

1/1/17 to 6/30/17

-  

                                     -  

                 -  

Umberto Magrini  (4) (*)

Director

1/1/17 to 6/30/17

-  

                                     -  

                -  

Luca Noviello  (4) (*)

Director

1/1/17 to 6/30/17

-  

                                     -  

               -  

Total

136,500

                                     -  

47,712

 

 

 

 

 

 

Name

Position

Period in Position

For the six month period ended June 30, 2016

Company's Board

Subsidiaries' Board

Directors Committee

ThCh$

ThCh$

ThCh$

Giuseppe Conti (1) *

Chairman

4/27/16 to 6/30/16

-  

                                     -  

-  

Enrico Viale  (1) *

Chairman

1/1/16 to 4/27/16

-  

                                     -  

-  

Francesco Giorgianni (2) *

Director

4/27/16 to 6/30/16

-  

                                     -  

-  

Ignacio Mateo Montoya (2) *

Vice-Chairman

1/1/16 to 4/27/16

-  

                                     -  

-  

Francesco Buresti *

Director

1/1/16 to 6/30/16

-  

                                     -  

-  

Enrique Cibié Bluth

Director

1/1/16 to 6/30/16

48,674

                                     -  

14,789

Jorge Atton Palma

Director

1/1/16 to 6/30/16

48,674

                                     -  

14,789

Julio Pellegrini Vial (4)

Director

4/27/16 to 6/30/16

24,436

                                     -  

8,155

Mauro Di Carlo  (4) *

Director

4/27/16 to 6/30/16

-  

                                     -  

-  

Umberto Magrini  (4) *

Director

4/27/16 to 6/30/16

-  

                                     -  

-  

Luca Noviello  (4) *

Director

4/27/16 to 6/30/16

-  

                                     -  

-  

Felipe Lamarca Claro  (4)

Director

1/1/16 to 4/27/16

28,744

                                     -  

6,634

Isabel Marshall Lagarrigue  (4)

Director

1/1/16 to 4/27/16

28,744

                                     -  

-  

Vittorio Vagliasindi  (4) *

Director

1/1/16 to 4/27/16

-  

                                     -  

-  

Francesca Gostinelli  (4) *

Director

1/1/16 to 4/27/16

-  

                                     -  

-  

Total

179,272

                                     -  

44,367

 

 

(1)

Mr. Giuseppe Conti became Chairman on April 27, 2016, replacing Mr. Enrico Viale.

 

(2)

Mr. Francesco Giorgianni became Dirctor on April 27, 2016 replacing Mr. Ignacio Mateo Montoya.

 

(3)

Mr. Francesco Buresti held its position as Director until June 27, 2017.

 

(3)

Mr. Julio Pellegrini Vial, Mr. Mauro Di Carlo, Mr. Umberto Magrini and Mr. Luca Noviello became Directors on April 27, 2016, replacing Mr. Felipe Lamarca Claro, Ms. Isabel Marshall Lagarrigue, Mr. Vittorio Vagliasindi and Ms. Francesca Gostinelli.

 

(*)

Mr. Giuseppe Conti, Mr. Enrico Viale, Mr. Francesco Giorgianni, Mr. Ignacio Mateo Montoya, Mr. Francesco Buresti, Mr. Mauro Di Carlo, Mr. Umberto Magrini, Mr. Luca Noviello, Mr. Vittorio Vagliasindi and Ms. Francesca Gostinelli waived their fees and allowances due as the Company’s Directors.

 

 

F-48


 

 

d)

Guarantees given by the Company in favor of the Directors

No guarantees have been given to the directors.

 

9.3

Compensation for the Group’s executives

 

a)

Compensation received by key management personnel

 

ID No. (RUT)

Key management personnel

Name

Position

24.789.926-K

Valter Moro

Gerente General

13.226.963-7

Juan Alejandro Candia Narvaez (1)

Gerente de Planificación y Control

7.012.475-0

Raúl Arteaga Errázuriz

Gerente de Administración y Finanzas

8.586.744-K

Luis Alberto Vergara Adamides

Gerente de Recursos Humanos

7.776.718-5

Luis Ignacio Quiñones  Sotomayor

Fiscal

11.629.179-7

Humberto  Espejo Paluz

Gerente de Trading y Comercialización

13.191.190-4

Claudio Helfmann Soto

Gerente de  Desarrollo de Negocios

11.565.097-1

Bernardo Canales Fuenzalida

Ingeniería y Construcción Hidráulica

25.467.930-5

Michele Siciliano

Generación Térmica Chile

10.939.381-9

Claudio Ordenes Tirado

Ingeniería y Construcción Térmica

8.803.928-9

Carlo Carvallo Artigas

Generación Hidroeléctrica Chile

 

 

(1)

On April 1, 2017, Mr. Juan Alejandro Candia Narváez became Planning and Controlling Officer replacing Mr. Jorge Burlando Bonino.

 

b)

Incentive plans for key management personnel

The Group has implemented an annual bonus plan for its executives based on meeting company-wide objectives and on the level of their individual contribution in achieving the overall goals of the Company. The plan provides for a range of bonus amounts according to seniority level. The bonuses paid to the executives consist of a certain number of monthly gross remunerations.

Compensation received by key management personnel for the six month periods ended June 30, 2017 and 2016, is as follows:

 

Remuneration of Key Management Personnel

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Cash compensation

951,287

681,175

Shor-term benefits for employees

291,611

147,780

Other long-term benefits

300,899

508,986

Total

1,543,797

1,337,941

 

 

c)

Guarantees given by the Company in favor of the Group’s executives

No guarantees have been given to the Group’s executives.

 

9.4

Compensation plans linked to share price

There are no payment plans granted to the Directors or key management personnel based on the share price of the Company.


 

F-49


 

10.

INVENTORIES

The detail of inventories as of June 30, 2017 and December 31, 2016, is as follows:

 

Classes of Inventories

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Supplies for Production

16,789,596

       12,377,179

Gas

7,418,761

         2,159,901

Oil

2,513,998

         2,556,438

Coal

6,856,837

         7,660,840

Supplies for projects and spare parts

12,603,553

       21,013,620

Total

29,393,149

       33,390,799

 

As of June 30, 2017 and December 31, 2016, there were no inventories pledged as security for liabilities.

For the six month period ended June 30, 2017, raw materials and consumables recognized as fuel expenses were ThCh$ 178,403,314 (ThCh$ 151,858,219 for the six month period ended June 30, 2016). See Note 25.

As of June 30, 2017, the balance of “Other non-current non-financial assets” includes an amount of ThCh$ 4,756,500 corresponding to spare parts and materials that will be used over a twelve-month period (ThCh$ 5,118,917 as of December 31,2016).

During the six month periods ended June 30, 2017 and 2016, no inventories have been written down due to obsolesce or impairment.

11.

INCOME TAX RECEIVABLES AND PAYABLES

The detail of income tax receivables as of June 30, 2017 and December 31, 2016, is as follows:

 

Tax Receivables

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Monthly provisional tax payments

31,690,320

       24,452,330

Tax credit for absorbed profits

10,177,809

         9,839,979

Tax credit for training expenses

5000

                      -  

Minimum presumed income

147,644

            146,099

Total

42,020,773

     34,438,408

 

The detail of income tax payables as of June 30, 2017 and December 31, 2016, is as follows:

 

Tax Payables

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Income tax

26,539,544

       61,457,940

Total

26,539,544

     61,457,940

 

 

 

 

F-50


 

12.

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

 

12.1

Investments accounted for using the equity method

 

a)

The following tables present the changes in investments accounted for using the equity method during the six month period ended June 30, 2017 and the year ended December 31, 2016:

 

Changes in Investments in Associates

Relationship

Country

Functional Currency

Ownership Interest
%

Balance as of

Additions

Share of Profit (Loss)

Dividends Declared

Foreign Currency Translation

Other Comprehensive Income

Other Increase (Decrease)

Transferred to assets held for distribution to owners

Balance as of

1/1/2017

6/30/2017

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

GNL Chile S.A.

Associate

Chile

U.S. dollar

33.33%

3,982,932

-

744,918

(743,734)

(8,156)

-

-

-

3,975,960

Centrales Hidroeléctricas de Aysén S.A.

Joint Venture

Chile

Chilean peso

51.00%

6,441,165

1,836,000

(1,824,820)

-

-

-

-

-

6,452,345

Transmisora Eléctrica de Quillota Ltda.

Joint Venture

Chile

Chilean peso

50.00%

8,222,764

-

312,822

-

-

-

-

-

8,535,586

Enel Argentina S.A. (ex-Endesa Argentina S.A.)

Associate

Argentina

Argentine peso

0.12%

91,337

-

(11,232)

-

(3,730)

-

347

-

76,722

TOTAL

18,738,198

1,836,000

(778,312)

(743,734)

(11,886)

-

347

-

19,040,613

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Changes in Investments in Associates

Relationship

Country

Functional Currency

Ownership Interest
%

Balance as of

Additions

Share of Profit (Loss)

Dividends Declared

Foreign Currency Translation

Other Comprehensive Income

Other Increase (Decrease)

Transferred to assets held for distribution to owners

Balance as of

1/1/2016

12/31/2016

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Electrogas S.A. (*)

Associate

Chile

U.S dollar

42.50%

12,042,874

-

5,166,226

(3,979,095)

(844,372)

607,375

-

(12,993,008)

-

GNL Quinteros S.A.(**)

Associate

Chile

U.S dollar

20.00%

17,137,023

-

2,750,075

(2,598,035)

(816,094)

(12,298,165)

(4,174,804)

-

-

GNL Chile S.A.

Associate

Chile

U.S dollar

33.33%

2,662,029

-

1,491,025

-

(170,122)

-

-

-

3,982,932

Centrales Hidroeléctricas de Aysén S.A.

Joint Venture

Chile

Chilean peso

51.00%

6,280,292

2,346,000

(2,185,127)

-

-

-

-

-

6,441,165

Transmisora Eléctrica de Quillota Ltda.

Joint Venture

Chile

Chilean peso

50.00%

7,594,153

-

628,611

-

-

-

-

-

8,222,764

Enel Argentina S.A. (ex-Endesa Argentina S.A.)

Associate

Argentina

Argentine peso

0.12%

-

235,090

23,611

-

(21,043)

(656)

(145,665)

-

91,337

Southern Cone (***)

Associate

Argentina

Argentine peso

2.00%

-

3,326

3,780

-

(1,080)

(63)

(5,963)

-

-

TOTAL

45,716,371

2,584,416

7,878,201

(6,577,130)

(1,852,711)

(11,691,509)

(4,326,432)

(12,993,008)

18,738,198

 

 

(*)

See Note 5.1.

 

(**)

See Note 12.1 b.

 

(***)

In May 2016, Southern Cone Power Argentina S.A. was merged into Enel Argentina S.A., with the latter being the legal successor company.

 

b)

Sale of GNL Quintero S.A.

On June 9, 2016, the Company entered into a share purchase agreement with Enagás Chile S.p.A. (“Enagás Chile”), a wholly-owned subsidiary of Enagás S.A., under which Enagás Chile would acquire the entire 20% ownership interest held by the Company in the associated company GNL Quintero S.A.

The sale of this investment to Enagás Chile was subject to satisfaction of customary conditions precedent for this type of transaction, which included, among others, non-exercising by the other shareholders of GNL Quintero S.A. of the preferential acquisition rights, which they possess in accordance with the terms and conditions of the shareholders agreement.

On September 14, 2016, upon satisfaction of the conditions precedent, the Company transferred the shares it held in GNL Quintero S.A. to Enagás Chile. The purchase price was US$ 197,365,113.2 million (ThCh$ 132,820,800).

GNL Quintero S.A.’s corporate purpose consists of developing, financing, designing, engineering, supplying, constructing, commissioning, operating and maintenance of a liquefied natural gas (“GNL” for its acronym in Spanish) storage and regasification plant and its corresponding marine terminal for the loading and unloading of GNL and its expansions, including facilities and connections necessary for the delivery of GNL, through a truck loading yard and/or one or more GNL pipeline delivery points.

 

F-51


 

 

12.2

Additional financial information on investments in associates

The following tables show financial information as of June 30, 2017 and December 31, 2016 from the financial statements of the investments in associates where the Group has significant influence:

 

Investments with Significant Influence

As of and for the six month period ended June 30, 2017

Ownership %

Current Assets

Non-Current Assets

Current Liabilities

Non-Current Liabilities

Revenues

Expenses

Profit (Loss)

Other Comprehensive Income

Comprehensive Income

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

GNL Chile S.A.

33.33%

109,049,936

90,352

97,211,208

-

390,018,918

(387,783,939)

2,234,979

(24,472)

2,210,507

 

 

 

 

 

 

 

 

 

 

 

Investments with Significant Influence

As of and for the year ended December 31, 2016

Ownership %

Current Assets

Non-Current Assets

Current Liabilities

Non-Current Liabilities

Revenues

Expenses

Profit (Loss)

Other Comprehensive Income

Comprehensive Income

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

GNL Chile S.A.

33.33%

90,283,944

117,703

78,452,153

-

615,229,994

(610,756,322)

4,473,522

(510,406)

3,963,116

Electrogas S.A.

42.50%

9,318,456

40,746,438

5,683,680

13,809,430

24,126,070

(11,970,244)

12,155,826

(347,369)

11,808,457

GNL Quintero S.A.

20.00%

-

-

-

-

86,471,706

(72,752,059)

13,719,647

(65,571,292)

(51,851,645)

 

None of our associates have published price quotations.

Appendix 3 to these interim consolidated financial statements provides information on the main activities of our associates and the ownership interest the Group holds in them.

 

 

 

 

F-52


 

 

12.3

Additional financial information on investments in joint ventures

The following table presents information from the financial statements of the main joint ventures of the Group as of June 30, 2017 and December 31, 2016:

 

Investments in Joint Ventures

Centrales Hidroeléctricas de Aysén S.A.

Transmisora Eléctrica de Quillota Ltda.

6-30-2017

12-31-2016

6-30-2017

12-31-2016

ThCh$

ThCh$

ThCh$

ThCh$

% participation

51.00%

51.00%

50.00%

50.00%

 

Total Current Assets


853,570


863,962


7,254,565


6,366,378

Total Non-Current Assets

15,159,321

15,159,321

11,968,312

12,034,576

Tota Current Liabilities

3,291,943

3,324,706

372,251

245,025

Total Non-Current Liabilities

68,081

68,081

1,779,459

1,710,406

Cash and cash equivalents

815,401

860,719

6,255,907

5,716,196

 

 

 

 

 

Revenues

                                -  

-

1,412,065

2,774,316

Depreciation and amortization expenses

                                -  

-

(391,160)

(773,093)

Other operating expenses

(3,603,101)

4,363,197

-

-

Finance income

18,538

42,046

-

134,995

Income taxes

-

(7,070)

(144,106)

(225,008)

Profit (Loss)

(3,577,629)

(4,284,195)

625,644

1,257,220

Comprehensive Income

(3,577,629)

(4,284,195)

625,644

1,257,220

 

Restrictions on funds transfers from associated companies and joint ventures

As of December 31, 2016, there were no restrictions on funds transfers from associates or joint ventures.

 

12.4

Commitments and contingencies

As of June 30, 2017 and December 31, 2016, there are no significant commitments and contingencies, or restrictions on funds transfers to its owners in associates and joint ventures.

13.

INTANGIBLE ASSETS OTHER THAN GOODWILL

Intangible assets as of June 30, 2017 and December 31, 2016 are detailed as follows:

 

Intangibles Assets, Net

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Easements and water rights

6,226,368

6,043,003

Computer software

9,021,733

10,189,162

Other identifiable intangible assets

3,030,752

3,034,709

Total

18,278,853

19,266,874

 

 

 

Intangible Assets, Gross

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Easements and water rights

6,808,674

6,625,309

Computer software

22,638,298

22,478,362

Other identifiable intangible assets

5,771,007

5,773,153

Total

35,217,979

34,876,824

 

 

 

Accumulated Amortization and Impairment

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Easements and water rights

(582,306)

(582,306)

Computer software

(13,616,565)

(12,289,200)

Other identifiable intangible assets

(2,740,255)

(2,738,444)

Total

(16,939,126)

(15,609,950)

 

 

F-53


 

The reconciliation of the carrying amounts of intangible assets for the six month period ended June 30, 2017 and the year ended December 31, 2016, is as follows:

 

Changes in Intangible Assets

Easements and Water Righst

Computer Software

Other Intangible Assets, Net

Intangible Assets, Net

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of January 1, 2017

6,043,003

10,189,162

3,034,709

19,266,874

Changes in identifiable intangible assets

 

 

 

 

Increases other than those from business combinations

183,365

159,936

-

343,301

Increase (decrease) from net foreign exchange differences, net

-

-

(20)

(20)

Amortization

-

(1,327,365)

(3,937)

(1,331,302)

Increases (decreases) from transfers and other changes

-

-

-

-

Increases (decreases) from transfers

-

-

-

-

Disposals and withdrawals from service

-

-

-

-

Disposals

-

-

-

-

Total changes in identifiable intangible assets

183,365

(1,167,429)

(3,957)

(988,021)

Closing Balance as of June 30, 2017

6,226,368

9,021,733

3,030,752

18,278,853

 

 

 

 

 

Changes in Intangible Assets

Easements and Water Righst

Computer Software

Other Intangible Assets, Net

Intangible Assets, Net

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of January 1, 2016

8,052,525

12,373,049

479,852

20,905,426

Changes in identifiable intangible assets

 

 

 

 

Increases other than those from business combinations

540,052

-

2,571,273

3,111,325

Increase (decrease) from net foreign exchange differences, net

-

-

2,897

2,897

Amortization

-

(2,183,887)

(18,961)

(2,202,848)

Increases (decreases) from transfers and other changes

352

-

(352)

-

Increases (decreases) from transfers

352

-

(352)

-

Disposals and withdrawals from service

(2,549,926)

-

-

(2,549,926)

Disposals (*)

(2,549,926)

-

-

(2,549,926)

Total changes in identifiable intangible assets

(2,009,522)

(2,183,887)

2,554,857

(1,638,552)

Closing Balance as of December 31, 2016

6,043,003

10,189,162

3,034,709

19,266,874

 

 

(*)

See note 15.7.9.

As of June 30, 2017 and December 31, 2016, the Group does not have significant intangible assets with an indefinite useful life.

14.

GOODWILL

The following table shows goodwill by the Cash-Generating Unit or group of Cash-Generating Units to which it belongs and changes for the six month period ended June 30, 2017 and year ended December 31, 2016:

 

Company

Cash Generating Unit

Balance as of

Transfers on

Balance as of

Increase

Balance as of

1/1/2016

mergers

12/31/2016

(Decrease)

6/30/2017

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Inversiones GasAtacama Holding Ltda.

Inversiones Gasatacama Holding Ltda.

20,204,251

(20,204,251)

-

-

-

Cía. Eléctrica Tarapacá S.A.

Generación Chile - SING

4,656,105

(4,656,105)

-

-

-

GasAtacama Chile S.A.

Generación Chile

-

24,860,356

24,860,356

-

24,860,356

Total

24,860,356

-

24,860,356

-

24,860,356

 

The origin of goodwill as detailed below is a result of the acquisitions of the following entities, subsequently merged directly or indirectly into GasAtacama Chile S.A.:

On July 12, 2002, the Company acquired 2.51% of the shares of Empresa Eléctrica Pangue S.A. through a put option held by the minority shareholder International Finance Corporation (IFC).

On August 11, 2005, the Company acquired social rights of Inversiones Lo Venecia Ltda., which hold as an only asset 25% stake in the company San Isidro S.A.

Subsequently, Empresa Eléctrica Pangue S.A. and the company San Isidro S.A. were merged into Compañía Eléctrica Tarapacá S.A., the latter being the legal successor company.

 

F-54


 

On April 22, 2014, the Company purchased the 50% interest in Inversiones GasAtacama Holding Ltda. held by Southern Cross Latin America Private Equity Fund III L.P. at that time.

On October 1, 2016, Inversiones GasAtacama Holding Ltda was merged into Compañía Eléctrica Tarapacá S.A., the latter being the legal successor company.

On November 1, 2016, Compañía Eléctrica Tarapacá S.A. was merged into GasAtacama Chile S.A., the latter being the legal successor company.

According to the Group management’s estimates and projections, the expected future cash flows projections attributable to the Cash-Generating Units or groups of Cash-Generating Units, to which the acquired goodwill has been allocated, allow recovery of its carrying amount as of June 30, 2017 and December 31, 2016 (see Note 3.b).

15.

PROPERTY, PLANT AND EQUIPMENT

 

a)

Property, plant, and equipment as of June 30, 2017 and December 31, 2016, is as follows:

 

Classes of Property, Plant and Equipment, Net

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Construction in progress

644,864,380

588,700,578

Land

51,307,366

51,342,724

Buildings

9,380,079

9,703,906

Plant and Equipment

1,982,072,724

2,033,720,809

Fixtures and fittings

24,623,063

24,007,331

Finance leases

18,936,060

19,363,189

Property, Plant and Equipment, Net

2,731,183,672

2,726,838,537

 

 

 

Classes of Property, Plant and Equipment, Gross

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Construction in progress

644,864,380

588,700,578

Land

51,307,366

51,342,724

Buildings

22,304,321

22,458,889

Plant and Equipment

4,483,329,805

4,481,701,141

Fixtures and fittings

90,190,067

87,281,446

Finance leases

28,760,031

28,760,031

Property, Plant and Equipment, Gross

5,320,755,970

5,260,244,809

 

 

 

Classes of Accumulated Depreciation and Impairment of Property, Plant and Equipment

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Buildings

(12,924,242)

(12,754,983)

Plant and Equipment

(2,501,257,081)

(2,447,980,332)

Fixtures and fittings

(65,567,004)

(63,274,115)

Finance leases

(9,823,971)

(9,396,842)

Total Accumulated Depreciation and Impairment in Property, Plant and Equipment

(2,589,572,298)

(2,533,406,272)

 


 

F-55


 

 

b)

The detail of, and changes in, property, plant, and equipment for the six month period ended June 30, 2017 and the year ended December 31, 2016, are as follows:

 

Changes in period ended June 30, 2017

Construction in

Progress

Land

Buildings, Net

Plant and

Equipment, Net

Fixtures and

Fittings, Net

Other Property,

Plant and

Equipment

under Finance

Leases, Net

Property, Plant

and Equipment,

Net

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of January 1, 2017

588,700,578

51,342,724

9,703,906

2,033,720,809

24,007,331

19,363,189

2,726,838,537

Increases other than those from business combinations

61,487,630

-

-

-

-

-

61,487,630

Increase (decrease) from net foreign exchange differences

(19,807)

(5,003)

(8,786)

(66,465)

(17,659)

-

(117,720)

Depreciation

-

-

(315,041)

(55,871,836)

(979,180)

(427,129)

(57,593,186)

Impairment losses recognized in profit or loss

-

-

-

-

-

-

-

Increases (decreases) from transfers and other changes

(5,303,216)

(2)

-

3,690,647

1,612,571

-

-

Increases (decreases) from transfers from construction in progress

(5,303,216)

(2)

-

3,690,647

1,612,571

-

-

Disposals and withdrawals from service

(805)

(30,353)

-

(78,423)

-

-

(109,581)

Disposals

-

(11,425)

-

-

-

-

(11,425)

Write-offs

(805)

(18,928)

-

(78,423)

-

-

(98,156)

Other increases/decreases

-

-

-

677,992

-

-

677,992

Total Changes

56,163,802

(35,358)

(323,827)

(51,648,085)

615,732

(427,129)

4,345,135

Closing balance as of June 30, 2017

644,864,380

51,307,366

9,380,079

1,982,072,724

24,623,063

18,936,060

2,731,183,672

 

 

 

 

 

 

 

 

Changes in the year ended December 31, 2016

Construction in

Progress

Land

Buildings, Net

Plant and

Equipment, Net

Fixtures and

Fittings, Net

Other Property,

Plant and

Equipment

under Finance

Leases, Net

Property, Plant

and Equipment,

Net

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of January 1, 2016

511,700,683

51,375,538

10,394,207

2,109,572,014

26,457,203

20,217,447

2,729,717,092

Increases other than those from business combinations

189,236,636

-

-

-

22,459

-

189,259,095

Increase (decrease) from net foreign exchange differences

(186,893)

(32,814)

(59,699)

(361,199)

(153,858)

-

(794,463)

Depreciation

-

-

(630,602)

(126,106,763)

(2,805,910)

(854,258)

(130,397,533)

Impairment losses recognized in profit or loss (*)

(30,785,531)

-

-

-

-

-

(30,785,531)

Increases (decreases) from transfers and other changes

(34,679,145)

-

-

34,183,229

495,916

-

-

Increases (decreases) from transfers from construction in progress

(34,679,145)

-

-

34,183,229

495,916

-

-

Disposals and withdrawals from service

(33,930,297)

-

-

-

(8,479)

-

(33,938,776)

Disposals

-

-

-

-

-

-

-

Write-offs (**)

(33,930,297)

-

-

-

(8,479)

-

(33,938,776)

Other increases/decreases

(12,654,875)

-

-

16,433,528

-

-

3,778,653

Total Changes

76,999,895

(32,814)

(690,301)

(75,851,205)

(2,449,872)

(854,258)

(2,878,555)

Closing balance as of December 31, 2016

588,700,578

51,342,724

9,703,906

2,033,720,809

24,007,331

19,363,189

2,726,838,537

 

 

(*)

See Note 15.7.8 and 15.7.10.

 

(**)

See Note 15.7.9 and 15.7.10.

 

c)

Main investments

Major additions to the electricity generation business in Chile include investments in the program to create new capacity, including progress on the construction of the Central Hidroeléctrica Los Cóndores Plant, which will use the resources of the Maule’s Lagoon and will have approximately 150 MW of installed capacity. The construction involved additions of ThCh$ 222,594,094 for the six month period ended June 30, 2017 (ThCh$ 183,597,710 for the year ended December 31, 2016).

 

d)

Capitalized expenses

d.1) Borrowing costs:

Capitalized borrowing costs were ThCh$ 1,516,332 and ThCh$ 1,036,302 for the six month periods ended June 30, 2017 and 2016, respectively. Weighted average capitalization rate was in a range of 6.53% to 6.8% for the six month period ended June 30, 2017 (6.5% to 6.8% for the six month period ended June 30, 2016) (see Note 30).

d.2) Employee expenses capitalized:

Employee expenses capitalized that are directly attributable to constructions in progress were ThCh$ 2,931,906 and ThCh$ 5,339,640 during the six month periods ended June 30, 2017 and 2016, respectively.

 

F-56


 

 

e)

Finance leases

As of June 30, 2017 and December 31, 2016, property, plant and equipment includes ThCh$18,936,060 and ThCh$19,363,190, respectively, in leased assets classified as finance leases.

The present value of future lease payments from these finance leases is as follows:

 

 

 

6-30-2017

 

 

12-31-2016

 

Gross

Interest

Present Value

Gross

Interest

Present Value

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Less than one year

2,657,160

772,619

1,884,541

2,677,880

837,513

1,840,367

From one to five years

10,628,640

1,378,070

9,250,570

10,711,520

1,763,191

8,948,329

More than five years

6,058,893

480,384

5,578,509

7,445,079

484,128

6,960,951

Total

19,344,693

2,631,073

16,713,620

20,834,479

3,084,832

17,749,647

 

Leased assets primarily relate to a lease agreement for Electric Transmission Lines and Installations (Ralco-Charrúa 2X220 KV) entered into between Enel Generación Chile and Transelec Chile S.A. The lease agreement has a 20-year maturity and bears interest at an annual rate of 6.5%.

 

f)

Operating leases

The consolidated statements of income for the six month periods ended June 30, 2017 and June 30, 2016 include ThCh$ 1,412,351 and ThCh$ 627,593, respectively, related to operating lease contracts for material assets in operation.

As of June 30, 2017 and June 30, 2016, the total future lease payments under these contracts are as follows:

 

Futute lease payments

6-30-2017

6-30-2016

ThCh$

ThCh$

Less than one year

2,287,315

                  2,392,325

From one to five years

2,523,337

                  4,890,854

More than five years

757,319

                     818,537

Total

5,567,971

                  8,101,716

 

a)

Other information

 

(i)

As of June 30, 2017 and December 31, 2016, the Group had contractual commitments for the acquisition of property, plant and equipment amounting to ThCh$ 265,975,268 and ThCh$ 310,558,229, respectively.

 

(ii)

As of June 30, 2017 and December 31, 2016, the Group does not have property, plant and equipment that was pledged as security for liabilities.

 

(iii)

The Company and its subsidiaries have insurance policies for all risks, earthquake and machinery breakdown and damages for business interruption with a € 1,000 million (ThCh$ 758,214,322) limit. Additionally, the Company has Civil Liability insurance to meet claims from third parties with a € 200 million (ThCh$ 151,642,865) limit and with a € 500 million (ThCh$ 379,107,161) limit when the claim is for damages from dams owned by the Company or its subsidiaires. The insurance premiums associated with these policies are presented proportionally for each company in the caption “Prepaid Expenses”.

 

(iv)

The condition of certain assets of the Company changed, primarily works and infrastructure for facilities built to support power generation in the SIC grid in 1998, due primarily to the installation in the SIC of new thermoelectric plants, the arrival of LNG, and new other projects. As such, a new supply configuration for the upcoming years, in which it is expected that these facilities will not be used. Therefore, in 2009, Enel Generación Chile S.A. recognized an impairment loss of ThCh$43,999,600 for these assets, which is still has not reversed.

 

(v)

At the end of 2014, the Group recognized an impairment loss of ThCh$ 12,581,947 related to the Punta Alcalde project. This impairment loss was triggered because the current definition of the project is not fully aligned with the strategy that the Company is reformulating; particularly, with regard to technological leadership, and to community and environmental sustainability. The Company has decided to suspend the project as its profitability is still unclear (see Note 3.d).

 

F-57


 

 

(vi)

At the end of 2012, the Company’s subsidiary Compañía Eléctrica Tarapacá S.A. (currently named Gas Atacama Chile S.A.) recognized an impairment loss of ThCh$ 12,578,098, to adjust the carrying amount of certain specific assets operating in the SING grid to its recoverable amount.

At the closing of 2015, a number of new facts and circumstances was evaluated by the company, which resulted in the identification of a new single CGU for all generation assets in Chile. The analysis took into account the fact that the Group performed an optimization and joint development of all assets related to generation and transmission work, centralized trade policy, with sales contracts agreed at company level and not assigned by power plant. Generation of flows depends on all the assets as a whole.

Previously, the company identified one CGU for the assets operating in the SIC grid and another one for the assets operating in the SING, under the consideration that there were two separate markets. The new scheme, approved in 2015, posed by the interconnection of SIC and SING, unifies markets and considers formation of a single price, which was illustrated by latest bids for supply to regulated customers.

Therefore, these new conditions indicated that the recognized impairment loss mentioned above has been reversed. This was based, inter alia, on the generation of additional value by the interconnection project between the SIC and SING which is expected to be operational in 2019, by improved utilization of reserves, by expanding the potential market for specific impaired assets and decreasing overall risk of the portfolio. The effects of the interconnection are considered in the five-year projections used by the company to perform impairment tests (see Note 3.d).

 

(vii)

As of December 31, 2015, the Group recognized an impairment loss of ThCh$ 2,522,445 related to the wind project Waiwen. This impairment loss was a result of new assessment of the feasibility of the project performed by the Company and a conclusion that, under existing conditions to date, profitability is uncertain.

 

(viii)

In line with its sustainability strategy and in order to develop community relations, the Company has decided to research new design alternatives for the Neltume project, in particular regarding the question of the discharge of Lake Neltume, which has been raised by the communities in the various instances of dialogue.

To start a new phase of research of an alternative project, which includes the discharge of water on the Fuy River in late December 2015, the Company withdrew the Environmental Impact Study. This decision applies only to the Neltume project and not to the transmission project, which continues its course on handling in the Environmental Assessment Service.

As a result of the above, as of December 31, 2015, the Group recognized a loss of ThCh$2,706,830, associated with the write down of certain assets related to Environmental Impact Study, which had been withdrawn and to other studies directly linked to the old design of assets.

Consequently in line with the new sustainability strategy and as a result of sustained dialog with the communities, the Company’s projects in the territory, namely Neltume and Choshuenco, have good prospects from the social point of view. However, given the current conditions of the Chilean electricity market, expected profitability of the Neltume and Choshuenco projects is lower than the total capitalized investment in them. As a result, at the end of 2016, the Group recognized an impairment loss of ThCh$ 20,459,461 associated with the Neltume project and ThCh$ 3,748,124 associated with the Choshuenco project.

 

(ix)

As of August 31, 2016, the Company decided to withdraw from the water rights associated with the hydroelectric projects Bardón, Chillan 1, Chillan 2, Futaleufú, Hechún and Puelo. This decision was taken because of, among other aspects evaluated, the high annual maintenance cost of these unused water rights, lack of technical and economic feasibility and insufficient local community support. As a result, the Group wrote-off a total amount of ThCh$ 32,835,160 of property, plant and equipment and ThCh$ 2,549,926 of intangible assets, which represent 100% of the related costs previously capitalized.

 

(x)

As of December 31, 2016, the Group recognized an impairment loss of ThCh$ 6,577,946 associated with certain Non-Conventional Renewable Energy (“NCRE”) initiatives, such as wind, mini-hydro, biomass and solar projects. These initiatives deal with collection of natural resources data (wind speed, solar radiation, etc.) as well as engineering studies enabling the Company to perform and support technical and economical assessments in order to visualize their perspectives and decide on future steps. The results of the studies have not been entirely satisfactory, mainly due to the current conditions in the Chilean electricity market, as future viability of the NCRE projects is uncertain. As a result the Group recognized an impairment of 100% of the capitalized investments to date in NCRE projects.

 

F-58


 

On the other hand, the Group decided to write-off 100% of capitalized investment in two thermal projects that until now were held in its portfolio. These are the Tames 2 and Totoralillo projects, which were being developed within the framework of the public land concessions provided by the National Heritage Ministry in 2013. The amount of the write-off was ThCh$ 1,096,137 and arose as a result of the current conditions in the Chilean electricity market, lack of future viability of this type of technology (steam-coal) and high development costs, which make these projects unfeasible. In addition, the Group recognized a provision of ThCh$ 2,244,900 for the fines to be paid upon withdrawing from the concessions related to these projects.

16.

DEFERRED INCOME TAXES  

 

a)

The following is the analysis of deferred income tax assets/(liabilities) presented in the consolidated statements of financial position as of June 30, 2017 and December 31, 2016:

 

Deferred tax assets/(liabilities)

June 30, 2017

December 31, 2016

Assets

Liabilities

Assets

Liabilities

ThCh$

ThCh$

ThCh$

ThCh$

Depreciation

5,369,275

(210,998,440)

5,465,105

(214,593,662)

Provisions

18,660,487

(347,333)

20,540,810

(342,283)

Post-employement benefit obligations

1,314,302

-

1,639,108

-

Tax loss carryforwards

12,925,850

-

11,911,396

-

Others

16,151,466

(8,818,398)

17,744,166

(8,945,522)

Deferred tax asses/(liabilities) before offsetting

54,421,380

(220,164,171)

57,300,585

(223,881,467)

Offsetting of deferred tax assets/(liabilities)

(34,793,735)

34,793,735

(38,604,462)

38,604,462

Deferred tax assets/(liabilities) after offsetting

19,627,645

(185,370,436)

18,696,123

(185,277,005)

 

 

b)

The origination and changes in deferred income tax assets and liabilities for the six month period ended June 30, 2017 and the year ended December 31, 2016, are as follows:

 

Deferred tax assets/(liabilities)

Opening

balance as of

January 1, 2017

Changes

Closing balance

as of

June 30, 2017

Recognized

in profit or

loss

Recognized in

other

comprehensive

income

Recognized

directly in

equity

Foreign

exchange

currency

translation

Transfers to

(from) non-

current assets and disposal

groups held

for sale  

Other

increases

(decreases)

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Depreciation

(209,128,557)

3,487,491

-

-

11,901

-

-

(205,629,165)

Provisions

20,198,527

(1,885,373)

-

-

-

-

-

18,313,154

Post-employement benefits obligations

1,639,108

(324,806)

-

-

-

-

-

1,314,302

Tax loss carryforwards

11,911,396

1,014,454

-

-

-

-

-

12,925,850

Others

8,798,644

(1,437,284)

(211)

-

(11,700)

-

(16,381)

7,333,068

Deferred tax assets/(liabilities)

(166,580,882)

854,482

(211)

-

201

-

(16,381)

(165,742,791)

 

 

 

 

 

 

 

 

 

Deferred tax assets/(liabilities)

Opening

balance as of

January 1, 2016

Changes

Closing balance

as of December

31, 2016

Recognized

in profit or

loss

Recognized in

other

comprehensive

income

Recognized

directly in

equity

Foreign

exchange

currency

translation

Transfers to

(from) non-

current assets

and disposal

groups held

for sale  

Other

increases

(decreases)

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Depreciation

(236,853,008)

27,607,871

-

-

79,558

34,135

2,887

(209,128,557)

Provisions

17,384,299

2,839,332

-

-

-

(25,104)

-

20,198,527

Post-employement benefits obligations

1,401,345

(214,061)

474,498

-

-

(22,674)

-

1,639,108

Tax loss carryforwards

12,720,468

(809,016)

-

-

-

-

(56)

11,911,396

Others

7,454,508

(381,398)

(5)

5,555,110

12,645

-

(3,842,216)

8,798,644

Deferred tax assets/(liabilities)

(197,892,388)

29,042,728

474,493

5,555,110

92,203

(13,643)

(3,839,385)

(166,580,882)

 

Recovery of deferred tax assets will depend on whether sufficient tax profits will be obtained in the future. The Group believes that the future profit projections for its subsidiaries will allow these assets to be recovered.

 

c)

As of June 30, 2017 and December 31, 2016, the Group does not have unrecognized deferred income tax assets related to tax loss carryforwards (see Note 3.o).

The Group has not recognized deferred tax liabilities for taxable temporary differences associated with investment in subsidiaries and joint ventures, as it is able to control the timing of the reversal of the temporary differences and considers that it is probable that such temporary differences will not reverse in the foreseeable future. As of June 30, 2017, the aggregate of taxable temporary differences associated with investments in subsidiaries and joint ventures for which deferred tax liabilities have not been recognized totaled ThCh$ 88,240,885 (ThCh$ 116,489,507 as of December 31, 2016).

 

F-59


 

Additionally, the Group has not recognized deferred tax assets for deductible temporary differences, associated with investment in subsidiaries and joint ventures, as it is able to control the timing of the reversal of the temporary differences and considers that it is probable that such temporary differences will not reverse in the foreseeable future, which as of June 30, 2017, totaled ThCh$ 400,431,298 (ThCh$ 385,427,246 as of December 31, 2016).

The Group entities are potentially subject to income tax audits by the Chilean tax regulator. Such tax audits are limited to three tax years after which tax audits over those years can no longer be performed. Tax audits by nature are often complex and can require several years to complete. The tax years potentially subject to examination correspond to fiscal years 2014 to 2016.

Given the range of possible interpretations of tax standards, the results of any future inspections carried out by Chilean tax authority for the years subject to audit can give rise to tax liabilities that cannot currently be quantified objectively. Nevertheless, management estimates that the liabilities, if any, that may arise from such tax audits, would not significantly impact the Group’s future results.

The effects of deferred tax on the components of other comprehensive income for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Effects of Deferred Tax on the Components of Other
Comprehensive Income

For the six month periods ended

June 30, 2017

June 30, 2016

Amount

before

taxes

Income

tax

expense

(benefit)

Amount

after

taxes

Amount

before

taxes

Income tax

expense

(benefit)

Amount

after

taxes

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Available-for-sale financial assets

780

(211)

569

145

(39)

106

Cash flow hedge

6,232,641

(5,648,874)

583,767

68,558,586

(18,589,223)

49,969,363

Foreign currency translation

(613,777)

-

(613,777)

(139,187,191)

-

(139,187,191)

Share of other comprehensive income in associates and joint ventures accounted for using the equity method

-

-

-

(13,076,505)

-

(13,076,505)

Components of other comprehensive income

5,619,644

(5,649,085)

(29,441)

(83,704,965)

(18,589,262)

(102,294,227)

 

The movements in deferred taxes for the components of other comprehensive income for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Reconciliation of changes in deferred taxes of components of other comprehensive income

For the six month periods ended

6-30-2017

6-30-2016

ThCh$

ThCh$

Total increases (decreases) for deferred taxes of other comprehensive income from continuing operations

(211)

(39)

Income tax of changes in cash flow hedge transactions

(5,648,874)

(19,192,457)

Total increases (decreases) for deferred taxes of other comprehensive income from discontinued operations

-

603,234

Total income tax relating to components of other comprehensive income

(5,649,085)

(18,589,262)

 

Law No. 20.780 was published in the Diario Oficial (the Official Gazette) on September 29, 2014, modifying the income tax and other tax systems. The law stipulates that, starting in 2017, the current income tax system will be replaced with two alternative tax systems: the attributed income system and the partially integrated system.

The new law gradually increases the corporate income tax rate. The rate increased to 21% in 2014, then to 22.5% in 2015, and to 24% in 2016. Starting in 2017, taxpayers subject to the attributed income system will pay a tax rate of 25%, while the tax rate for companies covered under the partially integrated system will increase to 25.5% in 2017 and 27% in 2018.

The law also states that corporations will automatically be subject to the partially integrated system unless a future Special Shareholders’ Meeting agrees to select the attributed income system.

Law No. 20,899 was published on February 8, 2016, simplifying the income tax system. This law among its main modifications, imposes a partially integrated system as mandatory for corporations, cancelling previously available attributed income system option.

 

F-60


 

17.

OTHER FINANCIAL LIABILITIES

The balances of other financial liabilities as of June 30, 2017 and December 31, 2016, is as follows:

 

Other Financial Liabilities

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Interest-bearing borrowings

17,914,407

798,870,034

       18,013,012

     802,046,968

Hedging derivatives (*)

287,868

44,981,668

            313,571

       48,981,953

Non-hedging derivatives (**)

5,556,858

7,091

         7,369,481

         2,987,830

Total

23,759,133

843,858,793

       25,696,064

     854,016,751

 

 

(*)

See Note 19.2.a.

 

(**)

See Note 19.2.b.

 

17.1

Interest-bearing borrowings

The detail of current and non-current interest-bearing borrowings as of June 30, 2017 and December 31, 2016, is as follows:

 

Classes of Interest-Bearing Borrowings

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Bank loans

8,226

                      -  

                4,172

                      -  

Unsecured liabilities

16,021,640

784,040,955

       16,168,473

     786,137,688

Finance leases (*)

1,884,541

14,829,079

         1,840,367

       15,909,280

Total

17,914,407

798,870,034

       18,013,012

     802,046,968

 

 

(*)

See Note 6.d.

 

17.2

Bank loans by currency and contractual maturity as of June 30, 2017 and December 31, 2016, are as follows:

 

-

Summary of bank loans by currency and contractual maturity

 

Country

Currency

Effective

Interest

Rate

Nominal

Interest

Rate

Secured /

Unsecured

Balance as of June 30, 2017

Balance as of December 31, 2016

One to

three

months

Three to

twelve

months

Total

Current

One to three

months

Three to twelve months

Total  Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Chile

Ch$

6.00%

6.00%

Unsecured

8,226

-  

8,226

4,172

-  

4,172

Total

8,226

-  

8,226

4,172

-  

4,172

 

 

 

 

F-61


 

 

-

Identification of Bank Loans by Company

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID

No. (RUT)

Financial Institution

Country

Currency

Effective

Interest

Rate

Nominal

Interest

Rate

Amortization

Balance as of June 30, 2017

Balance as of December 31, 2016

Less than

90 days

Total

Current

Less than

90 days

Total Current

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

97.006.000-6

Banco de Crédito e Inversiones

Chile

Ch$

6.00%

6.00%

At maturity

-  

-  

2,037

2,037

91.081.000-6

Enel Generación Chile S.A.

Chile

97.036.000-k

Banco Santander

Chile

Ch$

6.00%

6.00%

At maturity

8,226

8,226

2,135

2,135

Total

8,226

8,226

4,172

4,172

Appendix 4, letter a), presents details of estimated future cash flows (undiscounted) that the Group will have to disburse to settle the bank loans detailed above.

 

17.3

Unsecured liabilities

The detail of unsecured liabilities by currency and maturity as of June 30, 2017 and December 31, 2016, is as follows:

 

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of June 30, 2017

One to three months

Three to twelve months

Total  Current

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Chile

US$

6.99%

6.90%

Unsecured

6,786,004

2,352,694

9,138,698

-  

-  

-  

-  

465,179,243

465,179,243

Chile

U.F.

6.00%

5.48%

Unsecured

-  

6,882,942

6,882,942

5,546,339

5,546,339

5,546,339

5,546,339

296,676,356

318,861,712

Total

6,786,004

9,235,636

16,021,640

5,546,339

5,546,339

5,546,339

5,546,339

761,855,599

784,040,955

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of December 31, 2016

One to three months

Three to twelve months

Total  Current

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Chile

US$

6.99%

6.90%

Unsecured

6,884,819

2,402,653

9,287,472

-  

-  

-  

-  

468,578,474

468,578,474

Chile

U.F.

6.00%

5.48%

Unsecured

-  

6,881,001

6,881,001

5,480,380

5,480,380

5,480,380

5,480,380

295,637,694

317,559,214

Total

6,884,819

         9,283,654

16,168,473

5,480,380

5,480,380

5,480,380

5,480,380

764,216,168

786,137,688

 

 

F-62


 

 

17.4

Secured liabilities

There are no secured liabilities as of June 30, 2017 and December 31, 2016.

 

-

Fair value measurement and hierarchy

The fair value of current and non-current unsecured liabilities as of June 30, 2017 and December 31, 2016, totaled ThCh$ 1,005,365,012 and ThCh$ 998,383,047, respectively. The fair value measurement of these liabilities has been categorized as Level 2 (See Note 3.g). It is important to note that these financial assets are measured at amortized cost (See Note 3.f.4).

 

-

Secured and Unsecured Liabilities by Company

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID No. (RUT)

Financial Institution

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of June 30, 3017

Current

Non-Current

Less than 90 days

More than 90 days

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Primera Emisión S-1

U.S.

US$

7.96%

7.88%

Unsecured

4,457,674

-  

4,457,674

-  

-  

-  

-  

135,728,871

135,728,871

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Primera Emisión S-2

U.S.

US$

7.40%

7.33%

Unsecured

1,425,475

-  

1,425,475

-  

-  

-  

-  

46,417,070

46,417,070

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Primera Emisión S-3

U.S.

US$

8.26%

8.13%

Unsecured

902,855

-  

902,855

-  

-  

-  

-  

21,400,049

21,400,049

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Unica 24296

U.S.

US$

4.32%

4.25%

Unsecured

-  

2,352,694

2,352,694

-  

-  

-  

-  

261,633,253

261,633,253

91.081.000-6

Enel Generación Chile S.A.  

Chile

97.036.000-k

Banco Santander -317 Serie-H

Chile

U.F.

7.17%

6.20%

Unsecured

-  

6,366,839

6,366,839

5,546,339

5,546,339

5,546,339

5,546,339

33,379,818

55,565,174

91.081.000-6

Enel Generación Chile S.A.  

Chile

97.036.000-k

Banco Santander  522 Serie-M

Chile

U.F.

4.82%

4.75%

Unsecured

-  

516,103

516,103

-  

-  

-  

-  

263,296,538

263,296,538

Total

6,786,004

9,235,636

16,021,640

5,546,339

5,546,339

5,546,339

5,546,339

761,855,599

784,040,955

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID No. (RUT)

Financial Institution

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of December 31, 2016

Current

Non-Current

Less than 90 days

More than 90 days

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Primera Emisión S-1

U.S.

US$

7.96%

7.88%

Unsecured

4,522,585

-  

4,522,585

-  

-  

-  

-  

136,759,395

136,759,395

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Primera Emisión S-2

U.S.

US$

7.40%

7.33%

Unsecured

1,446,232

-  

1,446,232

-  

-  

-  

-  

46,792,429

46,792,429

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Primera Emisión S-3

U.S.

US$

8.26%

8.13%

Unsecured

916,002

-  

916,002

-  

-  

-  

-  

21,608,757

21,608,757

91.081.000-6

Enel Generación Chile S.A.  

Chile

Foreign

BNY Mellon - Unica 24296

U.S.

US$

4.32%

4.25%

Unsecured

-  

2,402,653

2,402,653

-  

-  

-  

-  

263,417,893

263,417,893

91.081.000-6

Enel Generación Chile S.A.  

Chile

97.036.000-k

Banco Santander -317 Serie-H

Chile

U.F.

7.17%

6.20%

Unsecured

-  

6,337,021

6,337,021

5,480,380

5,480,380

5,480,380

5,480,380

35,587,764

57,509,284

91.081.000-6

Enel Generación Chile S.A.  

Chile

97.036.000-k

Banco Santander  522 Serie-M

Chile

U.F.

4.82%

4.75%

Unsecured

-  

543,980

543,980

-  

-  

-  

-  

260,049,930

260,049,930

Total

6,884,819

9,283,654

16,168,473

5,480,380

5,480,380

5,480,380

5,480,380

764,216,168

786,137,688

 

Appendix 4, letter b) presents the detail of estimated future cash flows (undiscounted) that the Group will have to disburse to settle the unsecured liabilities detailed above.

 

 

 

 

F-63


 

 

-

Detail of Finance Lease Obligations

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID No. (RUT)

Financial Institution

Country

Currency

Nominal Interest Rate

Balance as of June 30, 2017

Current

Non-Current

One to three months

Three to twelve months

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

76.555.400-4

Transelec S.A

Chile

US$

6.50%

474,785

1,409,756

1,884,541

2,657,160

2,316,301

2,071,239

2,205,869

5,578,510

14,829,079

Total

474,785

1,409,756

1,884,541

2,657,160

2,316,301

2,071,239

2,205,869

5,578,510

14,829,079

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID No. (RUT)

Financial Institution

Country

Currency

Nominal Interest Rate

Balance as of December 31, 2016

Current

Non-Current

One to three months

Three to twelve months

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

76.555.400-4

Transelec S.A

Chile

US$

6.50%

449,283

1,391,084

1,840,367

2,677,880

2,677,880

1,959,990

2,087,390

6,506,140

15,909,280

Total

449,283

1,391,084

1,840,367

2,677,880

2,677,880

1,959,990

2,087,390

6,506,140

15,909,280

Appendix 4 letter c) presents details of estimated future cash flows (undiscounted) that the Group will have to disburse to settle the finance lease obligations detailed above.

 

17.5

Hedged debt

The U.S. dollar denominated debt of the Group as of June 30, 2017 and December 31, 2016, that is designated as cash flow hedge to hedge the portion of revenue from its consolidated entities that is directly linked to variations in the U.S. dollar, as referenced in Note 3.m, was ThCh$476,347,680 and ThCh$480,061,539, respectively.

The following table details changes in “Reserve for cash flow hedges” for the six month period ended June 30, 2017 and the year ended December 31, 2016, due to exchange differences corresponding to this debt:

 

Hedging Reserve

6-30-2017

12-31-2016

ThCh$

ThCh$

Balance in hedging reserves (hedging revenues) at the beginning of the year, net

(85,790,673)

(122,448,724)

Foreign currency exchange differences recorded in equity, net

3,511,047

23,870,051

Recognition of foreign currency exchange differences in profit (loss)

5,673,829

12,788,000

Balance in hedging reserves (hedging revenues) at end of period, net

(76,605,797)

(85,790,673)

 

 

17.6

Other information

As of June 30, 2017 and December 31, 2016, the Group had long-term lines of credit unconditionally available for use amounting to ThCh$ 279,553,567 and ThCh$ 342,827,047, respectively.

 

 

 

 

 

F-64


 

18.

RISK MANAGEMENT POLICY

The Group’s companies are exposed to certain risks that are managed by systems that identify, measure, limit concentration of, and monitor these risks.

The main principles in the Group’s risk management policy include the following:

 

-

Compliance with good corporate governance standards.

 

-

Strict compliance with all the Group’s internal policies.

 

-

Each business and corporate area determines:

 

i)

The markets in which it can operate based on its knowledge and ability to ensure effective risk management.

 

ii)

Criteria regarding counterparts.

 

iii)

Authorized operators.

 

-

Business and corporate areas establish their risk tolerance in a manner consistent with the defined strategy for each market in which they operate.

 

-

All of the operations of the businesses and corporate areas are conducted within the limits approved for each case.

 

-

Businesses, corporate areas, lines of business and companies design the risk management controls necessary to ensure that transactions in the markets are conducted in accordance with the Group policies, standards, and procedures.

 

18.1

Interest rate risk

Changes in interest rates affect the fair value of assets and liabilities bearing fixed interest rates, as well as the expected future cash flows of assets and liabilities subject to floating interest rates.

The objective of managing interest rate risk exposure is to achieve a balance in the debt structure to minimize the cost of debt with reduced volatility in profit or loss.

Depending on the Group’s estimates and on the objectives of the debt structure, hedging transactions are performed by entering into derivatives contracts that mitigate interest rate risk.

The financial debt structure of the Group detailed by fixed and/or hedged and floating interest rate on total net debt, net of hedging derivative instruments, is as follows:

Gross position:

 

 

 

Balance as of

6-30-2017
%

12-31-2016
%

Fixed interest rate

92%

92%

 

 

F-65


 

 

18.2

Exchange rate risk

Exchange rate risks principally involve the following transactions:

 

-

Debt taken on by the Group’s companies that is denominated in a currency other than that in which its cash flows are indexed.

 

-

Payments to be made for the acquisition of project-related materials in a currency other than that in which its cash flows are indexed.

 

-

Revenues in Group companies directly linked to changes in currencies other than those of its cash flows.

In order to mitigate exchange rate risk, the Group’s foreign currency risk management policy is based on cash flows and includes maintaining a balance between U.S. dollar flows and the levels of assets and liabilities denominated in this currency. The objective is to minimize the exposure to variability in cash flows that are attributable to foreign exchange risk.

The hedging instruments currently being used to comply with the policy are currency swaps and forward exchange contracts. In addition, the policy seeks to refinance debt in the functional currency of each of the Group’s companies.

 

18.3

Commodities risk

The Group has a risk exposure to price changes in certain commodities, due basically to:

 

-

Purchases of fuel used to generate electricity.

 

-

Energy purchase/sale transactions that take place in local markets.

In order to reduce the risk in situations of extreme drought, the Company has designed a commercial policy that defines the levels of sales commitments in line with the capacity of its generating power plants in a dry year. It also includes risk mitigation terms in certain contracts with unregulated customers and, in the case of regulated customers subject to long-term tender agreements, it determines indexation polynomials that help reduce exposure to commodity risk.

Considering the operating conditions faced by the power generation market in Chile, with drought and highly volatile commodity prices on international markets, the Company is constantly verifying the advisability of using hedging to lessen the impacts that these price swings have on its results. As of June 30, 2017, the Group had swap hedges for 1.6 million barrels of Brent oil to be settled from July to December 2017 and 1.6 million barrels of Brent oil to be settled from January to August 2018; 2.6 million MMBTU of Henry Hub gas swap to be settled from July to December 2017 and 6.3 million MMBTU to be settled from January to May 2018; and 560kTon of API2 coal swap to be settled from September to December 2017 and 82kTon to be settled from January to February 2018. As of December 31, 2016, there were swap hedges for 3.0 million barrels of Brent oil to be settled from January to November 2017 and 3.3 million MMBTU of Henry Hub gas for dates between January and September 2017.

Depending on operating conditions, which are constantly being updated, these hedges may be modified or may cover other commodities.

 

18.4

Liquidity risk

The Group’s liquidity risk management policy consists of entering into long-term committed banking facilities and temporary financial investments for amounts that cover the projected needs over a period of time that is determined based on the situation and expectations for debt and capital markets.

The projected needs mentioned above include maturities of financial debt, net of financial derivatives. For further details regarding the features and conditions of financial obligations and financial derivatives (see Notes 17, 19, and Appendix 4).

 

As of June 30, 2017, the Group has liquidity of cash and cash equivalent totaling ThCh$ 10,619,882 (ThCh$ 114,486,479 as of December 31, 2016) and unconditionally available lines of long-term credit totaling ThCh$ 279,553,567 (ThCh$ 342,827,047 as of December 31, 2016).

 

F-66


 

 

18.5

Credit risk

The Group closely monitors its credit risk.

Trade receivables:

The credit risk for receivables from the Group’s commercial activity has historically been very low, due to the short-term period of collections from customers, resulting in non-significant cumulative receivables amounts.

Energy service to customers with outstanding payments is suspended, and most contracts have termination clauses for payment default. The Company monitors its credit risk on an ongoing basis and measures its maximum exposure to payment default risk, which, as stated above, is very limited.

Financial assets, other than trade receivables:

Cash surpluses are invested in the highest-rated local and foreign financial entities (with risk rating equivalent to investment grade whenever possible) with thresholds established for each entity.

Banks having investment grade ratings from the three main international rating agencies (Moody's, S&P and Fitch) are considered in the investment selection process.

Investments may be backed with Chilean treasury bonds and/or with commercial paper issued by the highest rated banks; the latter are preferred, as they offer higher returns.

 

18.6

Risk measurement

The Group measures the Value at Risk (VaR) of its debt positions and financial derivatives in order to monitor the risk assumed by the Company, thereby reducing volatility in the income statement.

The portfolio of positions included in calculating the current VaR consists of the following:

 

-

Financial debt.

 

-

Hedge derivatives for debt.

The VaR determined represents the potential variation in value of the portfolio of positions described above within a quarter with a 95% confidence level. To determine the VaR, we take into account the volatility of the risk variables affecting the value of the portfolio of positions including:

 

-

U.S. dollar Libor interest rate.

 

-

The exchange rates of the various currencies used in the calculation.

The calculation of VaR is based on generating possible future scenarios (at one quarter) of market values for the risk variables, using scenarios based on actual observations for 5 years of the same period (quarter).

The quarterly 95%-confidence VaR number is calculated as the 5% percentile of the most adverse potential quarterly variations in the fair value of the portfolio.

Given the aforementioned assumptions, the quarterly VaR of the positions discussed above corresponds to ThCh$ 65,065,113.

These values represent the potential increase of the Debt and Derivatives’ Portfolio, thus these Values at Risk are inherently related, among other factors, to the Portfolio’s value at each quarter’s end.

 

F-67


 

19.

FINANCIAL INSTRUMENTS

 

19.1

Financial instruments, classified by type and category

 

a)

The detail of financial assets, less cash and cash equivalents, classified by type and category, as of June 30, 2017 and December 31, 2016, is as follows:

 

 

Balance as of 6-30-2017

Held-to-maturity

investments

Loans and

receivables

Available-for-

sale financial

assets

Financial derivatives

designated for hedging

ThCh$

ThCh$

ThCh$

ThCh$

Derivative instruments

                           -  

                               -  

                     -  

              1,532,442

Other financial assets

                   67,672

              287,113,257

                     -  

                           -  

Total Current

67,672

287,113,257

                     -  

1,532,442

Equity instruments

                           -  

                               -  

        2,602,467

                           -  

Derivative instruments

                           -  

                               -  

                     -  

            27,649,252

Other financial assets

                           -  

                     913,535

                     -  

                           -  

Total Non-Current

                           -  

913,535

2,602,467

27,649,252

Total

67,672

288,026,792

2,602,467

29,181,694

 

 

 

 

 

 

Balance as of 12-31-2016

Held-to-maturity investments

Loans and receivables

Available-for-sale financial assets

Financial derivatives designated for hedging

ThCh$

ThCh$

ThCh$

ThCh$

Derivative instruments

                           -  

                               -  

                     -  

                 121,443

Other financial assets

                 365,663

              309,844,312

                     -  

                           -  

Total Current

               365,663

           309,844,312

                     -  

               121,443

Equity instruments

                           -  

                               -  

        2,616,647

                           -  

Derivative instruments

                           -  

                               -  

                     -  

            25,533,188

Other financial assets

                 652,733

                  6,788,437

                     -  

                           -  

Total Non-Current

               652,733

                6,788,437

      2,616,647

          25,533,188

Total

            1,018,396

           316,632,749

      2,616,647

          25,654,631

 

 

b)

The detail of financial liabilities, classified by type and category, as of June 30, 2017 and December 31, 2016, is as follows:

 

 

Balance as of 6-30-2017

Financial

liabilities held

for trading

Loans and payables

Financial

derivatives

designated for

hedging

ThCh$

ThCh$

ThCh$

Interest-bearing loans

                           -  

                17,914,407

                     -  

Derivative instruments

              5,556,858

                               -  

           287,868

Other financial liabilities

                           -  

              271,853,163

                     -  

Total Current

            5,556,858

           289,767,570

         287,868

Interest-bearing loans

                           -  

              798,870,034

                     -  

Derivative instruments

              7,091

                               -  

      44,981,668

Other financial liabilities

                           -  

                  1,065,270

                     -  

Total Non-Current

            7,091

           799,935,304

44,981,668

Total

5,563,949

1,089,702,874

45,269,536

 


 

F-68


 

 

 

Balance as of 12-31-2016

Financial

liabilities held

for trading

Loans and payables

Financial

derivatives

designated for

hedging

ThCh$

ThCh$

ThCh$

Interest-bearing loans

                           -  

                18,013,012

                     -  

Derivative instruments

              7,369,481

                               -  

           313,571

Other financial liabilities

                           -  

              441,818,602

                     -  

Total Current

            7,369,481

           459,831,614

         313,571

Interest-bearing loans

                           -  

              802,046,968

                     -  

Derivative instruments

              2,987,830

                               -  

      48,981,953

Other financial liabilities

                           -  

                  1,704,549

                     -  

Total Non-Current

            2,987,830

           803,751,517

   48,981,953

Total

         10,357,311

        1,263,583,131

   49,295,524

 

19.2

Derivative instruments

The risk management policy of the Group primarily uses interest rate and foreign exchange rate derivatives to hedge its exposure to interest rate and foreign currency risks.

The Company classifies its derivatives as follows:

 

-

Derivatives designated for Cash flow hedges: Those that hedge the cash flows of the underlying hedged item.

 

-

Derivatives designated for Fair value hedges: Those that hedge the fair value of the underlying hedged item.

 

-

Non-hedge derivatives: Financial derivatives that do not meet the requirements established by IFRS to be designated as hedge instruments are recognized at fair value with changes in profit or loss (assets held for trading).

 

a)

Assets and liabilities for hedge derivative instruments

As of June 30, 2017 and December 31, 2016, financial derivative transactions qualifying as hedge instruments resulted in recognition of the following assets and liabilities in the consolidated statement of financial position:

 

 

As of June 30, 2017

As of December 31, 2016

Asset

Liability

Asset

Liability

Current

Non-Current

Current

Non-Current

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Exchange rate hedge:

 

 

 

 

 

 

 

 

Cash flow hedge

              1,532,442

                27,649,252

           287,868

            44,981,668

                  121,443

             25,533,188

         313,571

           48,981,953

Total

            1,532,442

             27,649,252

         287,868

          44,981,668

                121,443

          25,533,188

       313,571

        48,981,953

 

-

General information on hedge derivative instruments

Hedge derivative instruments and their corresponding hedged instruments are shown in the following table:

 

Type of hedging
instrument

Description of hedging instrument

Description of hedged item

Fair value of hedged item

Fair value of hedged item

Type of risk hedged

6-30-2017

12-31-2016

ThCh$

ThCh$

SWAP

Exchange rate

Unsecured liabilities (bonds)

(17,501,090)

(23,640,893)

Cash flows

FORWARD

Exchange rate

Revenues

1,413,248

-

Cash flows

For the six month periods ended June 30, 2017 and 2016, the Group has not recognized significant gains or losses for ineffective cash flow hedges.

 

F-69


 

 

b)

Financial derivative instrument assets and liabilities at fair through profit or loss

As of June 30, 2017 and December 31, 2016, financial derivative transactions recognized at fair value through profit or loss, resulted in the recognition of the following assets and liabilities in the statement of financial position:

 

 

 

 

Balance as of

6-30-2017

12-31-2016

Current liabilities

Non-Current liabilities

Current liabilities

Non-Current liabilities

ThCh$

ThCh$

ThCh$

ThCh$

Non-hedging derivative instruments

5,556,858

7,091

7,369,481

2,987,830

 

These derivative instruments correspond to forward contracts entered into by the Group, whose purpose is to hedge the exchange rate risk related to future obligations arising from civil works contracts linked to the construction of the Los Cóndores Plant. Although these hedges have an economic substance, they do not qualify as accounting hedge because they do not strictly comply with the accounting hedge requirements established in IAS 39 “Financial Instruments: Recognition and Measurement”.

 

c)

Other disclosures on financial derivatives

The following tables present the fair value of hedging and non-hedging financial derivatives entered into by the Group as well as the remaining contractual maturities as of June 30, 2017 and December 31, 2016:

 

Financial derivatives

June 30, 2017

Fair value

Notional amount

Total

Less than one year

1 to 2 years

2 to 3 years

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Exchange rate hedge:

(16,087,842)

-

116,250,750

521,463,417

637,714,167

Cash flow hedge

(16,087,842)

-

116,250,750

521,463,417

637,714,167

Derivatives not designated for hedge accounting

(5,563,949)

50,677,280

316,026

-

50,993,306

Total

(21,651,791)

50,677,280

116,566,776

521,463,417

688,707,473

 

 

 

 

 

 

Financial derivatives

December 31, 2016

Fair value

Notional amount

Total

Less than one year

1 to 2 years

2 to 3 years

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Exchange rate hedge:

(23,640,893)

-

-

523,686,966

523,686,966

Cash flow hedge

(23,640,893)

-

-

523,686,966

523,686,966

Derivatives not designated for hedge accounting

(10,357,311)

49,738,751

21,434,625

-

71,173,376

Total

(33,998,204)

49,738,751

21,434,625

523,686,966

594,860,342

The hedging and non-hedging derivatives contractual maturities do not represent the Group’s total risk exposure, as the amounts recorded in the above tables have been drawn up based on undiscounted contractual cash inflows and outflows for their settlement.

 

19.3

Fair value hierarchy

 

a)

Financial instruments recognized at fair value in the consolidated statement of financial position are classified based on the hierarchy described in Note 3.g.

 

F-70


 

The following table presents financial assets and financial liabilities measured at fair value as of June 30, 2017 and December 31, 2016:

 

 Financial instruments measured at fair value

Balance as of June 30, 2017

Fair value measured at end of reporting period using:

Level 1

Level 2

Level 3

ThCh$

ThCh$

ThCh$

ThCh$

Financial Assets

 

 

 

 

Financial derivatives designated as cash flow hedges

            29,181,694

                               -  

      29,181,694

                           -  

Commodity derivatives not designated for hedge accounting

              1,989,825

                               -  

        1,989,825

                           -  

Commodity derivatives designated as cash flow hedges

                 335,364

                               -  

           335,364

                           -  

Available-for-sale financial assets, non-current

                     7,125

                         7,125

                     -  

                           -  

Total

         31,514,008

                        7,125

   31,506,883

                           -  

Financial Liabilities

 

 

 

 

Financial derivatives designated as cash flow hedges

            45,269,536

                               -  

      45,269,536

                           -  

Financial derivatives not designated for hedge accounting

              5,563,949

                               -  

        5,563,949

                           -  

Commodity derivatives designated as cash flow hedges

              1,149,319

                               -  

        1,149,319

                           -  

Total

         51,982,804

                               -  

   51,982,804

                           -  

 

 

 

 

 

Financial instruments measured at fair value

Balance as of December 31, 2016

Fair value measured at end of reporting period using:

Level 1

Level 2

Level 3

ThCh$

ThCh$

ThCh$

ThCh$

Financial Assets

 

 

 

 

Financial derivatives designated as cash flow hedges

            25,654,631

                               -  

      25,654,631

                           -  

Commodity derivatives not designated for hedge accounting

                 875,481

                               -  

           875,481

                           -  

Commodity derivatives designated as cash flow hedges

            16,159,565

                               -  

      16,159,565

                           -  

Available-for-sale financial assets, non-current

                        407

                            407

                     -  

                           -  

Total

         42,690,084

                           407

   42,689,677

                           -  

Financial Liabilities

 

 

 

 

Financial derivatives designated as cash flow hedges

            49,295,524

                               -  

      49,295,524

                           -  

Financial derivatives not designated for hedge accounting

            10,357,311

                               -  

      10,357,311

                           -  

Commodity derivatives not designated for hedge accounting

                   40,013

                               -  

             40,013

                           -  

Commodity derivatives designated as cash flow hedges

              1,063,193

                               -  

        1,063,193

                           -  

Total

         60,756,041

                               -  

   60,756,041

                           -  

 

b)

Financial instruments whose fair value measurement is classified as Level 3

The Group entered into certain transaction that resulted in the recognition of a financial liability measured at fair value. The Level 3 fair value is calculated by applying a traditional discounted cash flow method. These projected cash flows include assumptions internally developed by the Company that are primarily based on estimates for prices and levels of energy production and firm capacity, as well as the costs of operating and maintaining some of our power plants.

None of the possible reasonable scenarios foreseeable in the assumptions mentioned in the above paragraph would result in a significant change in the fair value of the financial instruments included at this level.

The fair value of these financial liabilities was ThCh$ 0 as of June 30, 2017 and December 31, 2016.


 

F-71


 

20.

TRADE AND OTHER PAYABLES

The breakdown of trade and other payables as of June 30, 2017 and December 31, 2016, is as follows:

 

Trade and other payables

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Trade payables

            90,707,844

                      -  

            90,386,018

                      -  

Other payables

          131,078,596

         1,065,270

          250,702,646

         1,453,022

Total trade and other payables

          221,786,440

         1,065,270

          341,088,664

         1,453,022

 

The detail of trade and other payables as of June 30, 2017 and December 31, 2016, is as follows:

 

Trade and other payables

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Energy suppliers

            66,769,918

                      -  

            72,361,322

                      -  

Fuel and gas suppliers

            23,937,926

                      -  

            18,024,696

                      -  

Payables to tax authorities other than Corporate Income Tax

            12,502,398

                      -  

              7,152,058

                      -  

Payables for goods and services

            57,441,365

              40,256

            83,782,505

              40,256

VAT debit tax (VAT/ICMS)

              4,585,220

                      -  

            13,136,043

                      -  

Dividends payable to non-controlling interests

              1,164,595

                      -  

            58,901,712

                      -  

Purchase of assets

            44,355,743

                      -  

            63,824,171

                      -  

Mitsubishi contract (LTSA)

              1,395,058

                      -  

            10,582,997

                      -  

Accounts payable to staff

              8,897,496

                      -  

            12,401,802

                      -  

Other payables

                 736,721

         1,025,014

                 921,358

         1,412,766

Total trade and other payables

       221,786,440

       1,065,270

       341,088,664

       1,453,022

See Note 18.4 for the description of the liquidity risk management policy.

The detail of trade payables, both non-past due and past due as of June 30, 2017 and December 31, 2016, are presented in Appendix 7.

21.

PROVISIONS

 

a)

The breakdown of provisions as of June 30, 2017 and December 31, 2016, is as follows:

 

Provisions

Balance as of

6-30-2017

12-31-2016

Current

Non-Current

Current

Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

Provision for legal proceedings

            3,450,055

                         -  

           4,694,579

                      -  

Decommissioning and restoration (*)

                         -  

           59,018,975

                       -  

        57,325,915

Other provisions

            1,798,849

                         -  

           1,798,849

                      -  

Total

            5,248,904

           59,018,975

           6,493,428

        57,325,915

 

 

(*)

See Note 3.a.

Provision for legal proceedings mainly consist of the contingencies related to the lawsuits and administrative sanctions.

The ultimate timing amount of the cash outflows related to the above provisions depends on the final resolution of the provisioned matters. For example, in the specific case of the legal proceedings it depends on the final resolution of the related legal claim.

 

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b)

Changes in provisions during the six month period ended June 30, 2017 and the year ended December 31, 2016, are as follows:

 

Changes in Provisions

Legal proceedings

Decommissioning and restoration

Other provisions

Total

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of January 1, 2017

4,694,579

57,325,915

1,798,849

63,819,343

Changes in Provisions

 

 

 

 

Increase (decrease) in existing provisions

(812,897)

677,992

-

(134,905)

Provisions used

(430,666)

-

-

(430,666)

Increase from adjustment to time value of money

-

1,015,068

-

1,015,068

Foreign currency translation

(961)

-

-

(961)

Total changes in provisions

(1,244,524)

1,693,060

-

448,536

Closing balance as of June 30, 2017

3,450,055

59,018,975

1,798,849

64,267,879

 

 

 

 

 

Changes in provisions

Legal proceedings

Decommissioning and restoration

Other provisions

Total

ThCh$

ThCh$

ThCh$

ThCh$

Opening balance as of January 1, 2016

9,798,765

50,702,975

5,818,849

66,320,589

Changes in provisions

 

 

 

 

Increase (decrease) in existing provisions

(165,886)

4,091,238

-

3,925,352

Provisions used

(4,948,437)

-

(4,020,000)

(8,968,437)

Increase from adjustmetn to time value of money

-

2,531,702

-

2,531,702

Foreign currency translation

10,137

-

-

10,137

Total changes in provisions

(5,104,186)

6,622,940

(4,020,000)

(2,501,246)

Closing balance as of December 31, 2016

4,694,579

57,325,915

1,798,849

63,819,343

 

22.

EMPLOYEE BENEFIT OBLIGATIONS

 

22.1

General information

The Group provide various post-employment benefits for all or some of their active or retired employees. These benefits are calculated and recognized in the financial statements according to the criteria described in Note 3.l.1, and include primarily the following:

Defined benefit plans:

 

Complementary pension: The beneficiary is entitled to receive a monthly amount that supplements the pension obtained from the respective social security system.

 

Employee severance indemnities: The beneficiary receives a certain number of contractual salaries upon retirement. Such benefit is subject to a required minimum service vesting requirement period, which depending on the company, varies within a range from 5 to 15 years.

 

Electricity: The beneficiary receives a monthly bonus to cover a portion of their billed residential electricity consumption.

 

Health benefit: The beneficiary receives health coverage in addition to that to which they are entitled to under applicable social security system.

 

22.2

Details, changes and presentation in financial statements

 

a)

The post-employment obligations associated with the defined benefits plan as of June 30, 2017 and December 31, 2016, are as follows:

 

Post-employment obligations

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

Obligaciones post empleo, non-current

15,009,198

15,820,557

Total liabilities

15,009,198

15,820,557

 

F-73


 

 

b)

The balance and changes in post-employment defined benefit obligations as of and for the six month period ended June 30, 2017 and for the year ended December 31, 2016, are as follows:

 

Net actuarial liability

ThCh$

Balance as of January 1, 2016

15,271,416

Service cost

802,823

Net interest cost

705,211

Actuarial losses from changes in financial assumptions

245,683

Actuarial losses from changes in experience adjustements

1,511,719

Contributions paid

(2,949,958)

Transfer of personnel

224,066

Other

9,597

Balance as of December 31, 2016

15,820,557

Service cost

395,425

Net interest cost

345,538

Contributions paid

(1,348,490)

Transfer of personnel

(203,832)

Balance as of June 30, 2017

15,009,198

 

The Group companies make no contributions to funds for financing the payment of these benefits.

 

c)

The following amounts were recognized in the consolidated statement of comprehensive income for six month periods ended June 30, 2017 and 2016:

 

Expense Recognized in Comprehensive Income

For the six month periods ended

6-30-2017

6-30-2016

ThCh$

ThCh$

Current service cost for defined benefits plan

395,425

                398,144

Interest cost for defined benefits plan

345,538

                351,014

Expenses recognized in Profit or Loss

740,963

                749,158

Total expense recognized in Comprehensive Income

740,963

                749,158

 

 

22.3

Other disclosures

 

Actuarial assumptions

As of June 30, 2017 and December 31, 2016, the following assumptions were used in the actuarial calculation of defined benefits:

 

Actuarial Assumptions

6-30-2017

6-30-2016

Discount rate used

4.70%

4.70%

Expected rate of salary increases

4.00%

4.00%

Mortality tables

CB-H-2014 and RV-M-2014

CB-H-2014 and RV-M-2014

Expected turnover rate

7.00%

7.00%

 

 

Sensitivity

As of June 30, 2017, the sensitivity of the value of the actuarial liability for post-employment benefits to variations of 100 basis points in the discount rate assumes a decrease of ThCh$ 1,019,805 if the rate rises and an increase of ThCh$ 1,173,586 if the rate falls.

 

Future disbursements

The estimates available indicate that ThCh$885,176 will be disbursed for defined benefit plans in the next year.

 

F-74


 

 

Length of commitments

The Group’s obligations have a weighted average term of 7.52 years, and the flow for benefits for the next 5 years and more is expected to be as follows:

 

Years

ThCh$

1

885,176

2

1,218,573

3

1,609,333

4

1,076,489

5

1,732,027

More than 5

6,982,496

 

23.

TOTAL EQUITY

 

23.1

Equity attributable to the Parent

 

23.1.1

Subscribed and paid-up capital and number of shares

As a result of Spin-off of the Company and the creation of Endesa Américas S.A., the Extraordinary Shareholders’ Meeting of the Company held on December 18, 2015 approved the distribution of a portion of the Company’s equity and the proportional reduction of the issued capital and other equity accounts of the Company, based on the net assets allocated to business in Chile and abroad. This Spin-off had legal effects as of March 1, 2016, when the new company Endesa Américas S.A. began to exist, and the capital decrease of the Company was confirmed (see Note 5.2).

Consequently, the Company’s issued capital as of June 30, 2017 and December 31, 2016 is ThCh$ 552,777,321, divided into 8,201,754,580 fully subscribed and paid no par value shares listed at the Bolsa de Comercio de Santiago de Chile, Bolsa Electrónica de Chile, Bolsa de Valores de Valparaíso and New York Stock Exchange (NYSE).

As a result of the Spin-off, the share premium originated from capital contributions made in 1986 and 1994, which amounted to ThCh$ 206,008,557 as of December 31, 2015, as of December 31, 2016 decreased to ThCh$ 85,511,492.

During the six month period ended June 30, 2017 and the year ended December 31, 2016, the Group did not engage in any transaction of any kind with potential dilutive effects leading to diluted earnings per share that could differ from basic earnings per share.

 

23.1.2

Dividends

The shareholders at the Ordinary Shareholders’ Meeting held on April 27, 2016 approved the dividend policy for 2016. This policy established the distribution as final dividends of an amount equal to 50% of net profits for 2016, of which up to 15% of net profit for the nine month period ended September 30, 2016, as shown in the financial statements at that date, represent provisional interim dividends. In accordance with this policy provisional interim dividend No. 61 was paid on January 27, 2017, and the remaining of the final dividend No. 62, amounting to Ch$ 21.56050 per share, was distributed and paid in May 2017.

The shareholders at the Ordinary Shareholders’ Meeting held on April 25, 2017 approved the dividend policy for 2017. This policy established the distribution as final dividends of an amount equal to 55% of net profits for 2017, of which up to 15% of net profit for the nine month period ended September 30, 2016, as shown in the financial statements at that date, represent provisional interim dividends to be paid in January 2018.

Compliance with the aforementioned dividend plan is subject to the actual net profit earned by the Company during the applicable year, and to the results of the Company’s periodic income projections or to the existence of certain conditions, as applicable.


 

F-75


 

The following table details the dividends paid by the Company in recent years:

 

Dividend No.

Type of Dividends

Payment date

Pesos per Share

Effecting the year

49

Interim

1-26-2011

6.42895

2010

50

Final

5-11-2011

26.09798

2010

51

Interim

1-19-2012

5.08439

2011

52

Final

5-17-2012

22.15820

2011

53

Interim

1-24-2013

3.04265

2012

54

Final

5-9-2013

11.24302

2012

55

Interim

1-31-2014

3.87772

2013

56

Final

5-15-2014

17.69856

2013

57

Interim

1-27-2015

3.44046

2014

58

Final

5-25-2015

16.95495

2014

59

Interim

1-29-2016

3.55641

2015

60

Final

5-24-2016

11.02239

2015

61

Interim

1-27-2017

7.24787

2016

62

Final

26-05-2017

21.56050

2016

 

 

23.2

Foreign currency translation reserves

The following table details foreign currency translation adjustments attributable to the shareholders of the Parent in the consolidated statement of financial position for the six month periods ended June 30, 2017 and 2016:

 

Reserves for Accumulated Translation Differences

Año terminado al

6-30-2017

6-30-2016

ThCh$

ThCh$

Gas Atacama Chile S.A.

14,401,657

15,440,657

Other

1,211,021

2,938,862

Total

15,612,678

18,379,519

 

 

23.3

Capital management

The Company’s objective is to maintain an adequate level of capitalization in order to be able to secure its access to the financial markets, so as to fulfill its medium- and long-term goals while maximizing the return to its shareholders and maintaining a solid financial position.

 

23.4

Restrictions on subsidiaries transferring funds to the parent

As of June 30, 2017 and December 31, 2016, there were no restrictions on funds transfers from subsidiaries to the parent.

 

23.5

Other reserves

Other reserves within equity attributable to shareholders of the Parent for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Other Reserves

Balance as of January 1, 2017

2017 Changes

Balance as of June 30, 2017

ThCh$

ThCh$

ThCh$

Exchange differences on translation

16,210,841

(598,163)

15,612,678

Cash flow hedges

(123,499,401)

583,767

(122,915,634)

Remeasurement of available-for-sale financial assets

(1,033)

569

(464)

Other comprehensive income from non-current assets held for distribution to owners

2,722,113

(2,722,113)

-

Other miscellaneous reserves

(32,188,067)

-

(32,188,067)

Total

(136,755,547)

(2,735,940)

(139,491,487)

 


 

F-76


 

 

Other Reserves

Balance as of January 1, 2016

2016 Changes

Balance as of June 30, 2016

ThCh$

ThCh$

ThCh$

Exchange differences on translation

19,691,866

(1,312,347)

18,379,519

Cash flow hedges

(205,691,575)

66,088,935

(139,602,640)

Remeasurement of available-for-sale financial assets

(1,046)

106

(940)

Other comprehensive income from non-current assets held for distribution to owners

(202,189,042)

194,487,747

(7,701,295)

Other miscellaneous reserves

(719,716,306)

675,231,549

(44,484,757)

Total

(1,107,906,103)

934,495,990

(173,410,113)

 

 

Reserves for Exchange differences on translation: These arise primarily from exchange differences relating to:

 

-

Translation of the financial statements of our foreign operations from their functional currencies to our presentation currency (i.e. Chilean peso) (see Note 2.7.3);

 

-

Translation of goodwill arising from the acquisition of foreign operations with a functional currency other than the Chilean peso (see Note 3.b).

 

Cash flow hedges reserves: These represent the cumulative portion of gains and losses on hedging instruments deemed effective in cash flow hedges (see Notes 3.f.5 and 3.m).

 

Remeasurement of available-for-sale financial assets: These represent variations in fair value, net of their effect on the available-for-sale investments (see Note 3.f.1).

 

23.6

Other miscellaneous reserves

The main items of other miscellaneous reserves and their effects for the six month periods ended June 30, 2017 and 2016, are the following:

 

Other Miscellaneous Reserves

For the six month periods ended

June 30, 2017

June 30, 2016

ThCh$

ThCh$

Reserve for corporate reorganization ("Spin-Off") (1)

461,145,397

452,852,776

Reserve for transition to IFRS (2)

(493,425,043)

(493,425,043)

Reserve for subsidiaries transactions (3)

(4,047,287)

(4,047,287)

Other miscellaneous reserves (4)

4,138,866

134,797

Total Otras Reservas

(32,188,067)

(44,484,757)

 

 

(1)

Reserve for corporate reorganization (Spin-Offs of companies) completed on March 1, 2016. Corresponds to the effects from the reorganization of the Company and the separation of the Chilean business into a new entity, Endesa Américas S.A. (see Note 5.2 and 23.1.1).

 

(2)

Reserve for transition to IFRS. In accordance with Official Bulletin No. 456 from the SVS (Superintendencia de Valores y Seguros de Chile), included in this line item is the price-level restatement of paid-in capital from the date of transition to IFRS, January 1, 2004, to December 31, 2008. Also, it is included the foreign currency translation difference at the date of transition to IFRS.

Please note that, while the Company adopted the IFRS as its statutory accounting standards on January 1, 2009, the date of transition to that international standard used was January 1, 2004. This results from applying the exemption for that purpose in IFRS 1, “First Time Adoption”.

 

(3)

Reserve from transactions with our subsidiaries. Corresponds to the effect of purchases of equity interests in subsidiaries that were accounted for as transactions between entities under common control.

 

(4)

Other miscellaneous reserves from transactions made in prior years.


 

F-77


 

 

23.7

Non-controlling interests

The details of non-controlling interests are as follows:

 

Companies

Non-controlling interests

6-30-2017
%

Equity

Profit (Loss)

6-30-2017

12-31-2016

6-30-2017

6-30-2016

ThCh$

ThCh$

ThCh$

ThCh$

Empresa Eléctrica Pehuenche S.A.

7.35%

9,532,027

10,008,502

2,525,135

3,224,460

Gas Atacama Chile S.A.

2.63%

18,221,727

18,789,260

633,024

-

Compañía Eléctrica Tarapacá

3.79%

-

-

-

1,034,026

Emgesa S.A. E.S.P.

73.13%

-

-

-

23,510,575

Generandes Perú

39.00%

-

-

-

5,488,220

Enel Generación Perú S.A

16.40%

-

-

-

4,257,097

Chinango S.A.C.

20.00%

-

-

-

697,822

Enel Generación Costanera S.A.

24.32%

-

-

-

(1,729,294)

Enel Generación el Chocón S.A.

32.33%

-

-

-

7,090,623

Other

-

-

-

-

498,368

Total

 

27,753,754

28,797,762

3,158,159

44,071,897

 

24.

REVENUE AND OTHER OPERATING INCOME

The detail of revenues presented in the statement of comprehensive income for the six month periods ended June 30, 2017 and 2016, is as follows:

 

Revenues

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Energy sales

           707,109,410

            784,226,186

Generation

           707,109,410

            784,226,186

Regulated customers

              540,480,279

               618,207,009

Unregulated customers

              138,629,817

               102,539,396

Spot market sales

                27,999,314

                 63,479,781

Other sales

              30,525,031

              24,914,705

Natural gas sales

30,495,815

                 24,909,703

Sales of products and services

29,216

                          5,002

Revenue from other services

              22,792,521

              34,121,716

Tolls and trasmission

                18,823,209

                 31,279,214

Other services

                  3,969,312

                   2,842,502

Total revenues

           760,426,962

            843,262,607

 

 

 

Other Operating Income

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Other income

                  6,563,392

                   5,221,592

Total other operating income

6,563,392

5,221,592

 


 

F-78


 

25.

RAW MATERIALS AND CONSUMABLES USED

The detail of raw materials and consumables presented in profit or loss for the six month periods ended June 30, 2017 and 2016, is as follows:

 

Raw Materials and Consumables Used

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Energy purchases

(181,230,855)

(188,586,494)

Fuel consumption (*)

(178,403,314)

(151,858,219)

Transportation costs

(81,113,068)

(115,393,239)

Other raw materials and consumables

(48,918,871)

(31,673,612)

Total

(489,666,108)

(487,511,564)

 

 

 

 

 

(*)

See Note 10.

26.

EMPLOYEE BENEFITS EXPENSE

Employee expenses recognized in profit or loss for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Employee Benefits Expenses

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Wages and salaries

(22,112,580)

(23,565,117)

Post-employment benefit obligations expense

(395,425)

(398,144)

Social security and other contributions

(3,478,019)

(2,938,350)

Other employee expenses

(1,840,153)

(3,740,202)

Total

(27,826,177)

(30,641,813)

 

27.

DEPRECIATION, AMORTIZATION AND IMPAIRMENT LOSSES

The detail of depreciation, amortization and impairment losses recognized in profit or loss for the six month periods ended June 30, 2017 and 2016, is as follows:

 

 

 

Depreciation, Amortization and Impairment Losses

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Depreciation

(57,593,186)

(64,925,516)

Amortization

(1,331,302)

(1,095,719)

Subtotal

(58,924,488)

(66,021,235)

Impairment (Losses) Reversals (1)

55,494

-

Total

(58,868,994)

(66,021,235)

 

 

 

(1) Impairment (Losses) Reversals

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Financial assets

55,494

-

Total

55,494

-

 


 

F-79


 

28.

OTHER EXPENSES

Other miscellaneous operating expenses for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Other Expenses

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Professional, outsourced and other services

(12,291,970)

(13,529,449)

Other supplies and services

(9,091,260)

(7,759,085)

Insurance premiums

(5,888,541)

(7,536,673)

Taxes and charges

(1,442,448)

(1,453,267)

Repairs and maintenance

(1,054,936)

(993,837)

Marketing, public relations and advertising

(234,449)

(279,261)

Leases and rental costs

(1,412,351)

(627,593)

Environmental expenses (*)

(1,265,862)

(539,606)

Other supplies

(965,629)

(1,941,009)

Travel expenses

(871,157)

(910,088)

Indemnities and fines

(169,000)

(1,368)

Total

(34,687,603)

(35,571,236)

 

 

(*)

Research activities expenses for the six month periods ended June 30, 2017 and 2016 were ThCh$ 1,265,862 and ThCh$ 539,606, respectively. See note 36.

29.

OTHER GAINS (LOSSES)

Other gains (losses) for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Other Gains (Losses)

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Gain on disposal of Electrogas (*)

105,311,912

-

Gain on sale of land

4,244,118

-

Other Gains (Losses)

150,567

113,585

Total

109,706,597

113,585

 

 

(*)

See Notes 5.1.


 

F-80


 

30.

FINANCIAL RESULTS

Financial income and costs for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Financial Income

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Cash and cash equivalents

1,960,118

                    918,116

Other financial income

676,982

                             -  

Total financial income

             2,637,100

                  918,116

 

 

 

Financial Costs

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Financial costs

(24,942,613)

(28,186,693)

Bank loans

(210)

(752,944)

Unsecured obligations (bonds)

(21,666,704)

(21,940,220)

Valuation of financial derivatives

(544,172)

(688,076)

Post-employment benefit obligations

(345,538)

(351,014)

Financial provisions

(650,506)

(1,252,537)

Capitalized borrowing costs (*)

1,516,332

1,036,302

Other financial costs

(3,251,815)

(4,238,204)

Gains (losses) from indexed assets and liabilities (1)

(121,871)

336,478

Foreign currency exchange differences (2)

5,545,026

20,080,405

Positive

15,659,961

53,365,829

Negative

(10,114,935)

(33,285,424)

Total financial costs

(19,519,458)

(7,769,810)

 

 

 

Total financial results

(16,882,358)

(6,851,694)

 

 

(*)

See Note 15.d.1.

The effects on financial results from exchange differences and the application of indexed assets and liabilities originated from the following:

 

(1) Gains (losses) from Indexed Assets and Liabilities

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Other non-financial assets

-

38,240

Trade and other receivables

4

325,625

Current tax receivables and liabilities

477,280

1,063,239

Other non-current financial assets

3,326,516

4,229,800

Other financial liabilities (financial debt and derivative instruments)

(3,925,671)

(5,320,426)

Total

(121,871)

336,478

 

 

 

(2) Foreign Currency Exchange Differences

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Cash and cash equivalents

3,713,075

340,482

Other financial assets (derivative instruments)

10,390,530

25,134,730

Trade and other receivables

71,490

8,649,093

Current tax receivables and liabilities

-

23,558

Other finacial liabilities (financial debt and derivative instruments)

(8,298,525)

(18,430,825)

Trade and other payables

(331,544)

4,794,456

Other non-financial liabilities

-

(431,089)

Total

5,545,026

20,080,405

 

 

 

F-81


 

31.

INCOME TAXES

The following table presents the components of the income tax expense/(benefit) recognized in the accompanying Consolidated Statement of Comprehensive Income for the six month periods ended June 30, 2017 and 2016:

 

Current Income Tax and Adjustments to Current Income Tax for Previous
Periods

For the six month periods ended,

6-30-2017

6-30-2016

ThCh$

ThCh$

Current income tax

(65,409,694)

(56,966,477)

Adjustments to current tax from the previous period

(4,907)

(779,757)

Other current tax benefit / (expense)

1,794,263

18,997,354

Current tax expense, net

(63,620,338)

(38,748,880)

Benefit / (expense) from deferred taxes for origination and reversal of temporary differences

854,482

7,885,838

Total deferred tax benefit

854,482

7,885,838

Income tax expense, continuing operations

(62,765,856)

(30,863,042)

The principal temporary differences are detailed in Note 16.a.

The following table reconciles computed income tax expense resulting from applying the applicable statutory tax rate to “Profit before income taxes” and the actual income tax expense recognized in the accompanying Consolidated Statement of Comprehensive Income for the six month periods ended June 30, 2017 and 2016:

 

Reconciliation of Tax Expense

Tax rate

6-30-2017

Tax rate

6-30-2016

%

ThCh$

%

ThCh$

ACCOUNTING INCOME BEFORE TAX

 

250,919,305

 

232,810,745

Total tax expense using statutory rate

(25.50%)

(63,984,424)

(24.00%)

(55,874,579)

Tax effect of rates applied in other countries

0.07%

163,376

-

-

Tax effect of non-taxable revenues

1.02%

2,557,168

5.92%

13,790,414

Tax effect of non-tax-deductible expenses

(2.37%)

(5,945,970)

(0.91%)

(2,120,513)

Tax effect of adjustments to current taxes in previous periods

(0.00%)

(4,907)

(0.33%)

(779,757)

Price level restatement for tax purposes (equity and investments)

1.77%

4,448,902

6.07%

14,121,393

Total adjustments to tax expense using statutory rates

0.49%

1,218,568

10.74%

25,011,537

Actual Income tax expense, continuing operations

(25.01%)

(62,765,856)

(13.26%)

(30,863,042)

 

 

 

 

F-82


 

32.

SUPPLEMENTAL DISAGGREGATED FINANCIAL INFORMATION

The following table presents disaggregated asset and liability information on a geographic basis.

 

Country

Chile

Argentina

Colombia

Peru

Eliminations

Total

ASSETS

6-30-2017

12-31-2016

6-30-2017

12-31-2016

6-30-2017

12-31-2016

6-30-2017

12-31-2016

6-30-2017

12-31-2016

6-30-2017

12-31-2016

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

CURRENT ASSETS

407,778,086

543,372,955

-

-

-

-

-

-

-

-

407,778,086

543,372,955

Cash and cash equivalents

10,619,882

114,486,479

-

-

-

-

-

-

-

-

10,619,882

114,486,479

Other current financial assets

1,600,114

487,106

-

-

-

-

-

-

-

-

1,600,114

487,106

Other non-current financial assets

8,584,471

4,409,288

-

-

-

-

-

-

-

-

8,584,471

4,409,288

Trade and other current receivables

248,371,894

260,440,086

-

-

-

-

-

-

-

-

248,371,894

260,440,086

Current account receivables from related parties

67,187,803

82,727,781

-

-

-

-

-

-

-

-

67,187,803

82,727,781

Inventories

29,393,149

33,390,799

-

-

-

-

-

-

-

-

29,393,149

33,390,799

Current tax assets

42,020,773

34,438,408

-

-

-

-

-

-

-

-

42,020,773

34,438,408

Non-current assets and disposal groups held for sale

-

12,993,008

-

-

-

-

-

-

-

-

-

12,993,008

NON-CURRENT ASSETS

2,857,520,303

2,856,309,536

-

-

-

-

-

-

-

-

2,857,520,303

2,856,309,536

Other non-current financial assets

30,251,719

28,802,568

-

-

-

-

-

-

-

-

30,251,719

28,802,568

Other non-current non-financial assets

13,363,910

12,318,443

-

-

-

-

-

-

-

-

13,363,910

12,318,443

Trade and other non-current receivables

913,535

6,788,437

-

-

-

-

-

-

-

-

913,535

6,788,437

Investments accounted for using the equity method

19,040,613

18,738,198

-

-

-

-

-

-

-

-

19,040,613

18,738,198

Intangible assets other than goodwill

18,278,853

19,266,874

-

-

-

-

-

-

-

-

18,278,853

19,266,874

Goodwill

24,860,356

24,860,356

-

-

-

-

-

-

-

-

24,860,356

24,860,356

Property, plant and equipment

2,731,183,672

2,726,838,537

-

-

-

-

-

-

-

-

2,731,183,672

2,726,838,537

Deferred tax assets

19,627,645

18,696,123

-

-

-

-

-

-

-

-

19,627,645

18,696,123

TOTAL ASSETS

3,265,298,389

3,399,682,491

-

-

-

-

-

-

-

-

3,265,298,389

3,399,682,491

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

CURRRENT LIABILITIES

344,511,692

555,777,465

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

344,511,692

555,777,465

Other current financial liabilities

23,759,133

25,696,064

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

23,759,133

25,696,064

Trade and other current payables

221,786,440

341,088,664

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

221,786,440

341,088,664

Current accounts payable to related parties

67,154,341

121,018,039

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

67,154,341

121,018,039

Other current provisions

5,248,904

6,493,428

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

5,248,904

6,493,428

Current tax liabilities

26,539,544

61,457,940

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

26,539,544

61,457,940

Other current non-financial liabililities

23,330

23,330

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

23,330

23,330

NON-CURRENT LIABILITIES

1,104,322,672

1,114,144,777

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

1,104,322,672

1,114,144,777

Other non-current financial liabilities

843,858,793

854,016,751

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

843,858,793

854,016,751

Trade and other non-current payables

1,065,270

1,453,022

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

1,065,270

1,453,022

Non-current accounts payable to related parties

0

251,527

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

0

251,527

Other long-term provisions

59,018,975

57,325,915

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

59,018,975

57,325,915

Deferred tax liabilities

185,370,436

185,277,005

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

185,370,436

185,277,005

Non-current provisions for employee benefits

15,009,198

15,820,557

                  -  

                    -  

                  -  

                    -  

                  -  

                  -  

               -  

                 -  

15,009,198

15,820,557

EQUITY

1,816,464,025

1,729,760,249

-

-

-

-

-

-

-

-

1,816,464,025

1,729,760,249

Equity attributable to Shareholders of the Parent

1,816,464,025

1,729,760,249

-

-

-

-

-

-

-

-

1,816,464,025

1,729,760,249

Issued capital

552,777,321

552,777,321

-

-

-

-

-

-

-

-

552,777,321

552,777,321

Retained earnings

1,289,912,945

1,199,429,221

-

-

-

-

-

-

-

-

1,289,912,945

1,199,429,221

Share premium

85,511,492

85,511,492

-

-

-

-

-

-

-

-

85,511,492

85,511,492

Other reserves

(111,737,733)

(107,957,785)

-

-

-

-

-

-

-

-

(111,737,733)

(107,957,785)

NON-CONTROLLING INTERESTS

-

-

-

-

-

-

-

-

-

 

-

-

TOTAL LIABILITIES AND EQUITY

3,265,298,389

3,399,682,491

-

-

-

-

-

-

-

-

3,265,298,389

3,399,682,491

 

 

F-83

 


 

 

Line of Business

Chile

Argentina

Colombia

Perú

Total

STATEMENT OF INCOME

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

REVENUES AND OTHER OPERATING INCOME

766,990,354

848,484,201

-

-

-

-

-

-

766,990,354

848,484,201

Revenues

760,426,962

843,262,607

-

-

-

-

-

-

760,426,962

843,262,607

Energy sales

707,109,410

784,226,186

-

-

-

-

-

-

707,109,410

784,226,186

Other sales

30,525,031

24,914,705

-

-

-

-

-

-

30,525,031

24,914,705

Other services rendered

22,792,521

34,121,716

-

-

-

-

-

-

22,792,521

34,121,716

Other operating income

6,563,392

5,221,594

-

-

-

-

-

-

6,563,392

5,221,594

RAW MATERIALS AND CONSUMABLES USED

(489,666,108)

(487,511,564)

-

-

-

-

-

-

(489,666,108)

(487,511,564)

Energy purchases

(181,230,855)

(188,586,494)

-

-

-

-

-

-

(181,230,855)

(188,586,494)

Fuel consumption

(178,403,314)

(163,933,279)

-

-

-

-

-

-

(178,403,314)

(163,933,279)

Transportation expenses

(81,113,068)

(115,393,239)

-

-

-

-

-

-

(81,113,068)

(115,393,239)

Other miscellaneous supplies and services

(48,918,871)

(19,598,552)

-

-

-

-

-

-

(48,918,871)

(19,598,552)

CONTRIBUTION MARGIN

277,324,246

360,972,637

-

-

-

-

-

-

277,324,246

360,972,637

Other work performed by the entity and capitalized

2,931,906

5,339,640

-

-

-

-

-

-

2,931,906

5,339,640

Employee benefit expense

(27,826,177)

(30,641,813)

-

-

-

-

-

-

(27,826,177)

(30,641,813)

Other expenses

(34,687,603)

(35,571,236)

-

-

-

-

-

-

(34,687,603)

(35,571,236)

GROSS OPERATING INCOME

217,742,372

300,099,228

-

-

-

-

-

-

217,742,372

300,099,228

Depreciation and amortization expense

(58,924,488)

(66,021,235)

-

-

-

-

-

-

(58,924,488)

(66,021,235)

Impairment losses (reversals of impairment losses) recognized in profit or loss

55,494

-

-

-

-

-

-

-

55,494

-

OPERATING INCOME

158,873,378

234,077,993

-

-

-

-

-

-

158,873,378

234,077,993

FINANCIAL RESULT

(16,882,358)

(6,851,694)

-

-

-

-

-

-

(16,882,358)

(6,851,694)

Financial income

2,637,100

918,116

-

-

-

-

-

-

2,637,100

918,116

Income from deposits and other financial instruments

1,960,118

918,116

-

-

-

-

-

-

1,960,118

918,116

Other financial income

676,982

-

-

-

-

-

-

-

676,982

-

Financial costs

(24,942,613)

(28,186,693)

-

-

-

-

-

-

(24,942,613)

(28,186,693)

Bank borrowings

(210)

(752,944)

-

-

-

-

-

-

(210)

(752,944)

Secured and unsecured obligations

(21,666,704)

(21,940,220)

-

-

-

-

-

-

(21,666,704)

(21,940,220)

Other

(3,275,699)

(5,493,529)

-

-

-

-

-

-

(3,275,699)

(5,493,529)

Gains (losses) from indexed assets and liabilities

(121,871)

336,478

-

-

-

-

-

-

(121,871)

336,478

Foreign currency exchange differences

5,545,026

20,080,405

-

-

-

-

-

-

5,545,026

20,080,405

Positive

15,659,961

53,365,829

-

-

-

-

-

-

15,659,961

53,365,829

Negative

(10,114,935)

(33,285,424)

-

-

-

-

-

-

(10,114,935)

(33,285,424)

Share of profit (loss) of associates and joint ventures accounted for using the equity method

(778,312)

5,470,863

-

-

-

-

-

-

(778,312)

5,470,863

Other gains (losses)

109,706,597

113,585

-

-

-

-

-

-

109,706,597

113,585

Gain (loss) from other investments

105,462,479

80,041

-

-

-

-

-

-

105,462,479

80,041

Gain (loss) from the sale of property, plant and equipment

4,244,118

33,544

-

-

-

-

-

-

4,244,118

33,544

INCOME BEFORE TAX

250,919,305

232,810,747

-

-

-

-

-

-

250,919,305

232,810,747

Income tax

(62,765,856)

(30,863,042)

-

-

-

-

-

-

(62,765,856)

(30,863,042)

Net income from continuing operations

188,153,449

201,947,705

-

-

-

-

-

-

188,153,449

201,947,705

Net income from discontinued operations

-

5,889,236

-

15,063,586

-

32,152,791

-

26,466,832

-

79,572,445

NET INCOME

188,153,449

207,836,939

-

15,063,586

-

32,152,791

-

26,466,832

188,153,449

281,520,148

Net income attributable to:

188,153,449

207,836,939

-

15,063,586

-

32,152,791

-

26,466,832

188,153,449

281,520,148

Shareholders of Enel Chile

-

-

-

-

-

-

-

-

184,995,290

237,448,251

Non-controlling interests

-

-

-

-

-

-

-

-

3,158,159

44,071,897

 

 

 

 

 

 

 

 

 

 

 

The eliminations column corresponds to transactions between companies in different lines of business and country, primarily purchases and sales of energy and services.

 

 

 

F-84

 


 

The following table presents disaggregated cash flow information on a geographic basis.

 

Country

Chile

Argentina

Colombia

Peru

Elimination

Total

STATEMENT OF CASH FLOWS

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

6-30-2017

6-30-2016

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Net cash flows from (used in) operating activities

139,812,274

192,075,928

-

13,638,776

-

47,055,127

-

8,317,128

-

-

139,812,274

261,086,959

Net cash flows from (used in) investing activities

13,218,314

(49,599,852)

-

(5,901,336)

-

(16,448,412)

-

(3,598,013)

-

-

13,218,314

(75,547,613)

Net cash flows from (used in) financing activities

(259,776,313)

(88,214,569)

-

(17,813,237)

-

(90,476,446)

-

(22,802,105)

-

-

(259,776,313)

(219,306,357)

 

33.

THIRD PARTY GUARANTEES, CONTINGENT ASSETS AND LIABILITIES, AND OTHER COMMITMENTS

 

33.1

Direct guarantees

As of June 30, 2017 and December 31, 2016, the Group does not have property, plant and equipment pledged as security for liabilities.

As of June 30, 2017 and December 31, 2016, the Group had future energy purchase commitments totaled ThCh$ 4,300,585,466 and ThCh$ 3,981,128,504, respectively.

 

33.2

Indirect guarantees

As of June 30, 2017 and December 31, 2016, there were no indirect guarantees.

 

 

 

 

F-85

 


 

 

33.3

Litigation and arbitration

As of the date of these interim consolidated financial statements, the most relevant litigation involving the Group are as follows:

Pending lawsuits of the Company and Subsidiaries

 

1.

In 2005, three lawsuits were filed against Enel Generación Chile S.A., the Chilean Treasury and the Chilean Water Authority (DGA, in its Spanish acronym), which are currently being treated as a single proceeding, requesting that DGA Resolution No. 134, which established non-consumptive water rights in favor of Enel Generación Chile S.A. to build the Neltume hydroelectric power plant project be declared null as a matter of public policy, with compensation for damages. Alternatively, the lawsuits request the compensation for damages for the losses allegedly sustained by the plaintiffs due to the loss of their status as riparian owners along Pirihueico Lake, as well as due to the devaluation of their properties. The defendants have rejected these allegations, contending that the DGA Resolution complies with all legal requirements, and that the exercise of this right does not cause any detriment to the plaintiffs, among other arguments. The sums involved in these suits are undetermined. This case was joined with two other cases: the first one is captioned “Arrieta v. the State and Others” in the 9th Civil Court, docket 15279-2005 and the second is captioned “Jordán v. the State and Others,” in the 10th Civil Court, docket 1608-2005. With regard to these cases, an injunction has been ordered against entering into any acts and contracts concerning Enel Generación Chile S.A.’s water rights related to the Neltume project. On September 25, 2014, the Court of Law issued an unfavorable ruling against Enel Generación Chile S.A. that in essence declared the right to use water established by DGA Resolution No. 134 illegal and orders its cancellation in the corresponding Water Rights Register of the correspondent Real Estate Registrar. Enel Generación Chile S.A. filed an appeal and cassation resources with the Santiago Court of Appeals, which are still pending.

In parallel, on June 9, 2017 the Cour of Appeals issued a complementary ruling rejecting the claims for compensation for damages on the ground that there were no damages affecting the defendants. Enel Generación Chile S.A. filed an appeal, which is still pending resolution.

 

2.

On May 23, 2016, the Superintendence of Electricity and Fuels by means of ORD No. 5,705, filed charges against GasAtacama Chile S.A., for providing allegedly erroneous information to national centralizing operating agent CDEC-SING regarding the Minimum Technical (MT) and Average Time of Operation (TMO) parameters during the period from January 1, 2011 to October 29, 2015. GasAtacama Chile S.A. submitted its objections, which were rejected through notification by Superintendence’s Resolution No. 014606 dated August 4, 2016, setting a fine for UTM 120,000. Disagreeing with the Superintendence’s resolution applying the fine in question, GasAtacama Chile S.A. filed an appeal for reinstatement before the same Superintendence, which was rejected by the Superintendence through Resolution No. 15908, dated November 2, 2016, confirming the totality of the fine imposed. Despite the aforementioned resolution, GasAtacama Chile S.A. filed an illegality claim before the Court of Appeals of Santiago, recognizing a provision for 25% of the fine. To date, the claim of illegality is pending resolution by the Court of Appeals of Santiago. The contingency loss rating on this issue is likely.

The management of the Company considers that the provisions recognized in the Consolidated Financial Statements are adequate to cover the risks resulting from litigation described in this Note. It does not consider there to be any additional liabilities other than those specified.

Given the characteristics of the risks covered by these provisions, it is not possible to determine a reasonable schedule of payment dates if there are any.

 

33.4

Financial restrictions

A number of the Group’s loan agreements include the obligation to comply with certain financial covenants, which is normal for the contracts of this nature. There are also affirmative and negative ratios requiring the monitoring of these commitments. In addition, there are restrictions in the events-of-default clauses of the agreements which require compliance.

 

1)

Cross Default

Some of the financial debt contracts of the Company contain cross default clauses. The domestic credit line agreement governed by Chilean law, which the Company signed in March 2016 for U.F. 2,8 million, stipulate  that cross default arises only in the event of non-compliance by the borrower itself, with no reference made to its subsidiaries; i.e., the Company. In order to accelerate payment of the debt in this credit line due to cross default originating from other debt, the amount overdue of a debt must exceed US$ 50 million, or the equivalent in other currencies, and other additional conditions must be met such as the expiry of grace periods. As of June 30, 2017, this credit line has not been drawn upon.

 

F-86


 

The Company’s international credit lines governed by New York State law, which were signed in February 2016 and which expire in February 2020, also makes no reference to its subsidiaries, thus, cross default is only triggered in the event of non-compliance by the borrower itself. For the repayment of debt to be accelerated under these credit lines due to cross default originated from other debt, the amount in default must exceed US$50 million or its equivalent in other currencies, and other additional conditions must be met, including the expiration of grace periods (if any), and a formal notice of intent to accelerate the debt repayment must have been served by creditors representing more than 50% of the amount owed or committed in the contract. As of June 30, 2017, these credit lines have not been drawn upon.

In relation to the bond issues of the Company registered with the United States Securities and Exchange Commission (the “SEC”), commonly called “Yankee Bonds”, a cross default can be triggered by another debt of the Company or of any of its Chilean subsidiaries, for any amount overdue provided that the principal of the debt giving rise to the cross default exceeds US$ 30 million or its equivalent in other currencies. Debt acceleration due to cross default does not occur automatically but has to be demanded by at least 25% of the bondholders of a certain series of Yankee Bonds. In addition, events of bankruptcy or insolvency of foreign subsidiaries have no contractual effects on the Company’s Yankee Bonds. The Company’s Yankee Bonds mature in mature in 2024, 2027, 2037 and 2097. For the specific Yankee Bond that was issued in April 2014 and maturity in 2024, the threshold for triggering cross default increased to US$ 50 million or its equivalent in other currencies. As of June 30, 2017, the outstanding amount of Yankee Bonds totals ThCh$ 474,317,941 (ThCh$ 477,865,946 as of December 31, 2016) (see Note 18).

The bonds of the Company issued in Chile state that cross default can be triggered only by the default of the issuer in cases where the amount overdue exceeds US$ 50 million or its equivalent in other currencies. Debt acceleration requires the agreement of at least 50% of the bondholders of a certain series. As of June 30, 2017, the outstanding amount owed of domestic bonds totals ThCh$ 325,744,654 (ThCh$ 324,440,215 as of December 31, 2016) (see Note 17).

 

2)

Financial covenants

Financial covenants are contractual commitments with respect to minimum or maximum financial ratios that the Company is obliged to meet at certain periods of time (quarterly, annually, etc.). Most of the Group’s financial covenants limit the level of indebtedness and evaluate the ability to generate cash flows in order to service the companies’ debts. Various companies are also required to certify these covenants periodically. The types of covenants and their respective limits vary according to the type of debt.

The Company bonds issued in Chile include the following financial covenants whose definitions and calculation formulas are established in the respective indentures:

Series H

 

-

Consolidated Debt Ratio: The consolidated debt ratio, which is Financial debt to Capitalization, must be no more than 0.64. Financial debt is the sum of Interest-bearing loans, current; Interest-bearing loans, non-current; Other financial liabilities, current; Other financial liabilities, non-current; and Other obligations guaranteed by the issuer or its subsidiaries; while Capitalization is the sum of Financial liabilities, Equity attributable to the shareholders of the Company, and Non-controlling interests. As of June 30, 2017, the ratio was 0.30.

 

-

Consolidated Equity: A minimum Equity of Ch$761,661 million must be maintained; this limit is adjusted at the end of each year as established in the indenture. Equity corresponds to Equity attributable to the shareholders of the parent company. As of June 30, 2017, the equity attributable to shareholders of the Company was Ch$ 1,788,710 million.

 

-

Financial Expense Coverage: A financial expense coverage ratio of at least 1.85 must be maintained. Financial expense coverage is the quotient between i) the Gross margin plus Financial income and Dividends received from associates, and ii) Financial expenses; both items refer to the period of four consecutive quarters ending at the close of the quarter being reported. For the six month period ended June 30, 2017, this ratio was 10.01.

 

F-87


 

 

-

Net Asset Position with Related Parties: A net asset position must be maintained with related parties of no more than a hundred million dollars. The Net asset position with related parties is the difference between i) the sum of Accounts receivable from related entities, Current, accounts receivable from related entities, non-current, less transactions in the ordinary course of business of less than 180 days term, short-term transactions of associates of the Company in which Enel Américas S.A. has no participation, and long-term transactions of associates of the Company in which Enel Américas S.A. has no participation, and ii) the sum of Accounts payable to related entities, current, Accounts payable to related entities, non-current, less transactions in the ordinary course of business at less than 180 days term, short-term transactions of associates of the Company in which Enel Américas S.A. has no participation, and long-term transactions of associates of the Company in which Enel Américas S.A. has no participation. As of June 30, 2017, using the exchange rate prevailing on that date, the net asset position with related parties was a negative US$ 27.12 million, indicating that Enel Américas S.A. is a net debtor of the Company rather than a net creditor.

Series M

 

-

Consolidated Debt Ratio: The consolidated debt ratio, which is Financial debt to Capitalization, must be no more than 0.64. Financial debt is the sum of Interest-bearing loans, current; Interest-bearing loans, non-current; Other financial liabilities, current; and Other financial liabilities, non-current; while Capitalization is the sum of Financial liabilities and Equity. As of June 30, 2017, the debt ratio was 0.31.

 

-

Consolidated Equity: Same as for Series H.

 

-

Financial Expense Coverage Ratio: Same as for Series H.

The Company’s domestic (governed by Chilean law, maturity in April 2019) and international (governed by New York State law, maturity in February 2020) credit lines include the following covenants whose definitions and formulas, identical to each other, are established in the respective contracts:

 

-

Debt Equity Ratio: The debt equity ratio, which is Financial debt to Net Equity, must be no more than 1.4. Financial debt is the sum of Interest-bearing loans, current; Interest-bearing loans, non-current; while Net Equity is the sum of the Equity attributable to the shareholders of the Company, and Non-controlling interests. As of June 30, 2017, the ratio was 0.45.

 

-

Debt Repayment Capacity (Debt/EBITDA Ratio): The ratio between Financial Debt and EBITDA must be no more than 6.5. Financial Debt is the sum of interest-bearing loans, current; and interest-bearing loans, non-current; while EBITDA is the operating income excluding depreciation and amortization expense and impairment losses/(reversal of impairment losses) for the four mobile quarters ended on the calculation date. As of June 30, 2017, the Debt/EBITDA ratio was 1.59.

Yankee Bonds are not subject to financial covenants.

As of June 30, 2017, the most restrictive financial covenant for Enel Generación Chile was the Debt Equity Ratio requirement for the two credit lines.

The other Group companies not mentioned in this Note, are not subject to compliance with financial covenants.

Lastly, in most of the contracts, debt acceleration for non-compliance with these covenants does not occur automatically, but is subject to certain conditions, such as a cure period.

As of June 30, 2017 and December 31, 2016, neither the Company nor any entity of the Group was in default under their financial obligations summarized herein or other financial obligations whose defaults might trigger the acceleration of their financial commitments.

 

F-88


 

 

33.5

Other information

Centrales Hidroeléctricas de Aysén S.A.

In May 2014, the Committee of Ministers revoked the Environmental Qualification Resolution (“RCA”) of the HidroAysén project, in which the Company participates by accepting some of the claims filed against this project. It is a public information that this decision was resorted before the Environmental Courts in Valdivia and Santiago. On January 28, 2015, it was made public that the water rights request made by Centrales Hidroeléctricas de Aysén S.A. has been partially rejected in 2008.

The Company has expressed its intention to thrive at Centrales Hidroeléctricas de Aysén S.A. the defense for water rights and the environmental qualification granted to the project in the corresponding instances, continuing with the judicial actions already started or implementing new administrative or judicial actions that are necessary to this end, and it maintains the belief that hydric resources of the Aysén region are important for the energy development of the country.

Nevertheless, given the current situation, there is uncertainty on the recoverability of the investment made so far at Centrales Hidroeléctricas de Aysén S.A., since it depends both on judicial decisions and on definitions in the energy agenda which cannot be foreseen at present, consequently the investment is not included in the portfolio of the Company’s immediate projects. Consequently, at closing date of fiscal year 2014, the Company recognized an impairment loss of its participation in Centrales Hidroeléctricas de Aysén S.A. amounting of ThCh$ 69,066,857 (approximately US$ 121 million).

34.

PERSONNEL FIGURES

The Company’s personnel as of June 30, 2017 and December 31, 2016, is distributed as follows:

 

Country

June 30, 2017

Managers and Main Executives

Professionals and Technicians

Workers and Others

Total

Average for Period

Chile

26

768

32

826

842

Argentina

                    -  

23

2

25

25

Total

26

791

34

851

867

 

 

 

 

 

 

Country

Decembe 31, 2016

Managers and Main Executives

Professionals and Technicians

Workers and Others

Total

Average for Period

Chile

25

798

34

857

910

Argentina

-

26

-

26

27

Total

25

824

34

883

937

 

It is important to note that the Group’ operations outside of Chile, beginning on March 1, 2016, are part of the new company named Endesa Américas S.A. (See Notes 3.j and 5.2 and Appendix 2).

35.

SANCTIONS

There are no sanctions that could materially affect the financial statements as of June 30, 2017 and December 31, 2016.

 

 

 

 

F-89


 

36.

ENVIRONMENT

Environmental expenses for the six month periods ended June 30, 2017 and 2016, are as follows:

 

Company

Project Name

Project Description

Project Status [Terminated, In Process]

June 30, 2017

Total Disbursements

Amounts Capitalized

Expenses

ThCh$

ThCh$

ThCh$

GAS ATACAMA CHILE

Studies, monitoring and waste disposal

Hygiene, waste treatment, management system and pest control

In process

562,806

-  

562,806

PEHUENCHE

Hydro Power Plants Environmental Costs

Studies, monitoring, laboratory analysis, removal and disposal of solid waste from hydropower (Hydroelectric Power Plant)

In process

2,740

-  

2,740

EOLICA CANELA

Improvement of revegetated sectors

Maintenance RCA (environment)

In process

30,505

30,505

-

 

Environmental expenditures in power plants.

Analysis and monitoring of water quality

In process

6,268

-

6,268

ENEL GENERACIÓN CHILE S.A.

Environmental costs in combined cycle plants

Principal incurred expenses: Bocamina U1-2: Operation and maintenance of air monitoring and meteorological stations, Environmental audit monitoring network, CEMS Annual Validation, Biomass Protocol Service, Environment Materials (magazine, books), Isocinetic Measurements , SGI Works (NC Objective, Inspections, Audits and Audit) ISO 14001, OHSAS Certification, Operation and Maintenance Service CEMS.

In process

343,638

-  

343,638

Environmental costs in thermal plants

Studies, monitoring, laboratory analysis, withdrawal and final disposal of solid waste in hydroelectric plants

In process

238,800

                         -  

238,800

Environmental costs in hydroelectric plants

Studies, monitoring, laboratory analysis, removal and final disposal of solid waste in thermoelectric plants

In process

68,082

                         -  

68,082

Ralco Hydroelectric Plant

Reforestation according to Agreement with the Catholic University and Electrification of housing in Ayin Maipu

In process

1,520,404

1,520,404

-  

Tal Tal Thermal Plant

Engineering, Civil Works and Permits

In process

660,690

660,690

-  

El Toro Hydroelectric Plant

Removal of domestic and industrial waste

In process

43,528

-  

43,528

Total

3,477,461

2,211,599

1,265,862

 

 

F-90


 

 

Company

Project Name

Project Description

Project Status [Terminated, In Process]

June 30, 2016

Total Disbursements

Amounts Capitalized

Expenses

ThCh$

ThCh$

ThCh$

 

 

 

 

 

 

 

GAS ATACAMA CHILE

Studies, monitoring and waste disposal

Hygiene, waste treatment, management system and pest control

Terminated

78,221

-

78,221

Studies, monitoring and laboratory analysis

Removal and final disposal of solid waste in thermal power plants

In Process

127,105

-

127,105

ZLD plant (studies)

ZLD plant (studies)

Terminated

13,470

13,470

-

PEHUENCHE

Hydro Power Plants Environmental Costs

Studies, monitoring, laboratory analysis, removal and disposal of
solid waste from hydropower (Hydroelectric Power Plant)

In Process

2,871

-

2,871

EOLICA CANELA

Environmental expenditures in power plants

Analysis and monitoring of water quality

In Process

49,734

-

49,734

ENEL GENERACIÓN CHILE S.A.

Environmental costs in combined cycle plants

Principal incurred expenses: Bocamina U1-2: Operation and
maintenance of air monitoring and meteorological stations,
Environmental audit monitoring network, CEMS Annual
Validation, Biomass Protocol Service, Environment Materials
(magazine, books), Isocinetic Measurements , SGI Works (NC
Objective, Inspections, Audits and Audit) ISO 14001, OHSAS
Certification, Operation and Maintenance Service CEMS.

In Process

55,127

-

55,127

Environmental costs in thermal plants

Studies, monitoring, laboratory analysis, withdrawal and final
disposal of solid waste in hydroelectric plants

In Process

100,132

-

100,132

Environmental costs in hydroelectric plants

Studies, monitoring, laboratory analysis, removal and final
disposal of solid waste in thermoelectric plants

In Process

126,416

-

126,416

Ralco Hydroelectric Plant

Reforestation according to Agreement with the Catholic
University and Electrification of housing in Ayin Maipu

In Process

1,662,724

1,662,724

-

Tal Tal Thermal Plant

Engineering, Civil Works and Permits

In Process

932,537

932,537

-

Total

2,929,541

2,595,261

334,280

 


 

F-91


 

37.

SUMMARIZED FINANCIAL INFORMATION ON SUBSIDIARIES

As of and for the six month periods ended June 30, 2017 and and the year ended December 31, 2016, the summarized financial information of our principal subsidiaries is as follows:

 

As of and for the period ended June 30, 2017

Financial Statements

Current Assets

Non-Current Assets

Total Assets

Current Liabilities

Non-Current Liabilities

Equity

Total Liabilities and Equity

Revenue

Expenses

Profit (Loss)

Other Comprehensive Income

Comprehensive Income

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Empresa Eléctrica Pehuenche S.A.

Separate

33,731,153

190,213,558

223,944,711

(45,155,152)

(49,102,124)

(129,687,435)

(223,944,711)

75,472,337

(23,251,413)

34,355,573

-

34,355,573

Grupo GasAtacama Chile S.A.

Consolidated

177,338,235

644,473,265

821,811,500

(77,739,267)

(83,675,903)

(660,396,330)

(821,811,500)

166,347,114

(110,121,563)

24,071,555

(593,884)

23,477,671

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of and for the year ended December 31, 2016

Financial Statements

Current Assets

Non-Current Assets

Total Assets

Current Liabilities

Non-Current Liabilities

Equity

Total Liabilities and Equity

Revenue

Expenses

Profit (Loss)

Other Comprehensive Income

Comprehensive Income

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Empresa Eléctrica Pehuenche S.A.

Separate

35,730,340

193,496,141

229,226,481

(43,012,321)

(50,044,060)

(136,170,100)

(229,226,481)

155,568,982

(23,529,449)

88,610,786

-

88,610,786

Grupo GasAtacama Chile S.A.

Consolidated

195,487,529

662,442,813

857,930,342

(86,380,335)

(89,573,087)

(681,976,920)

(857,930,342)

173,489,754

(87,098,923)

43,329,082

(1,779,413)

41,549,669

Compañía Eléctrica Tarapacá S.A.

Consolidated

-

-

-

-

-

-

-

219,980,554

(139,960,874)

61,981,668

(924,812)

61,056,856

 

 

 

 

F-92


 

38.

SUBSEQUENT EVENTS

 

-

On August 25, 2017, the Chairman of the Board of Directors of Enel Generación, received a communication from the Chairman Enel Chile S.A. (“Enel Chile”), which has attached Enel Chile’s significant event dated on the same day. The Enel Chile’s significant event contains the letter sent to Enel Chile by its controlling shareholder, Enel SpA, (the " Enel SpA letter ") in which Enel SpA favorably viewed the non-binding proposal sent by Enel Chile to Enel SpA on July 3rd (the “Enel Chile Letter”).

The proposal contained in the Enel Chile Letter consists of a corporate reorganization within Enel, through which Enel Chile would incorporate, though a merger with Enel Green Power Latin America Limitada, the latter’s non-conventional renewable energy generation assets held in Chile.

As indicated in the Enel Chile Letter, the proposal also implies that the merger is contingent on the success of a Public Tender Offer (“Tender Offer”), to be carried out by Enel Chile to acquire up to 100% of the common shares issued by its subsidiary, Enel Generación Chile owned by minority shareholders.

The aforementioned Tender Offer would be payable in cash and in common shares issued by Enel Chile, and subject to the condition precedent that after the Tender Offer, Enel Chile must own at least 75% of Enel Generación Chile’s issued capital.  This Tender Offer will be carried out through an Enel Chile capital increase so as to incorporate Enel Generación Chile’ shareholders who tender their shares. Likewise, the success of the aforementioned Tender Offer will be subject to the execution of an amendment to Enel Generación Chile’s by-laws, aimed at the company ceasing to be bound by Title XII of Decree No. 3,500 of 1980, with its limitations to stock concentration and other restrictions being eliminated from its by-laws.

The Board of Directors of the Company has unanimously resolved to initiate all work and steps leading to analyze the corporate reorganization proposal applicable to Enel Generación Chile, under the terms described in the Enel SpA letter, which will be in accordance with the procedures and requirements of Title XVI under The Chilean Companies Act Law, regulating related party transactions (“OPR” in Spanish acronyms).

 

-

There are no others subsequent events that have occurred between July 1, 2017 and the issuance date of these financial statements other than those include in theses consolidated financial statements.

 

 

 

F-93


 

APPENDIX 1 GROUP COMPANIES

This appendix is part of Note 2.4, “Subsidiaries”. It presents the Group’s percentage of control in each subsidiary.

 

 

Taxpayer ID No. (RUT)

Company

Functional Currency

% Control as of 6-30-2017

% Control as of 12-31-2016

Relationship

Country

Activity

Direct

Indirect

Total

Direct

Indirect

Total

76.003.204-2

Central Eólica Canela S.A.

Peso Chileno

0.00%

75.00%

75.00%

0.00%

75.00%

75.00%

Filial

Chile

Promotion and development of renewable energy projects

96.504.980-0

Empresa Eléctrica Pehuenche S.A.

Peso Chileno

92.65%

0.00%

92.65%

92.65%

0.00%

92.65%

Filial

Chile

Complete electric energy cycle

96.830.980-3

GasAtacama Chile S.A.

Peso Chileno

0.00%

100.00%

100.00%

0.00%

100.00%

100.00%

Filial

Chile

Management of Companies

78.952.420-3

Gasoducto Atacama Argentina S.A. (1)

Dólar

0.00%

100.00%

100.00%

0.00%

100.00%

100.00%

Filial

Chile

Natural gas exploitation and transportation

 

 

(1)

The company ceased to be a subsidiary in 2016, however became an associated company. Significant influence is exercised through Enel Generación Chile’s control. See note 12.1.a)

 

 

F-94


 

APPENDIX 2 CHANGES IN THE SCOPE OF CONSOLIDATION

This appendix is part of Note 2.5.1 “Changes in the scope of consolidation”

Exclusion from the scope of consolidation for the six month period ended June 30, 2017:

 

Company

June 30, 2017

% Control

Direct

Indirect

Total

Consolidation Method

Electrogas S.A. (1)

0.00%

42.50%

42.50%

Equity method

 

 

(1)

See Note 5.1.

Exclusion from the scope of consolidation for the year ended December 31, 2016:

 

Company

December 31, 2016

% Control

Direct

Indirect

Total

Consolidation Method

Gasoducto TalTal S.A.

0.00%

100.00%

100.00%

Full consolidation

GNL Norte S.A.

0.00%

100.00%

100.00%

Full consolidation

Progas S.A.

0.00%

100.00%

100.00%

Full consolidation

GNL Quintero S.A.(1)

0.00%

20.00%

20.00%

Equity method

Compañía Eléctrica Tarapacá S.A.

96.21%

0.00%

96.21%

Full consolidation

Inversiones GasAtacama Holding Ltda.

50.00%

50.00%

100.00%

Full consolidation

GasAtacama S.A.

0.00%

100.00%

100.00%

Full consolidation

Southern Cone Power Argentina S.A. (4)

98.00%

2.00%

100.00%

Full consolidation

Emgesa S.A. E.S.P. (2)

56.43%

0.00%

56.43%

Full consolidation

Emgesa Panama S.A. (2)

0.00%

56.43%

56.43%

Full consolidation

Sociedad Portuaria Central Cartagena S.A. (2)

0.00%

94.95%

94.95%

Full consolidation

Enel Generación el Chocón S.A. (formerly Hidroeléctrica El Chocón S.A.) (2)

2.48%

65.19%

67.67%

Full consolidation

Hidroinvest S.A. (2)

41.94%

54.15%

96.09%

Full consolidation

Enel Generación Costanera S.A. (formerly Central Costanera S.A.)

24.85%

50.82%

75.67%

Full consolidation

Ingendesa do Brasil Ltda. (2)

1.00%

99.00%

100.00%

Full consolidation

Enel Generación Perú S.A (formerly Edegel) (2)

29.40%

54.20%

83.60%

Full consolidation

Chinango S.A.C. (2)

0.00%

80.00%

80.00%

Full consolidation

Generandes Perú S.A. (2)

61.00%

0.00%

61.00%

Full consolidation

Distrilec Inversora S.A. (2)

0.89%

0.00%

0.89%

Equity method

Enel Trading Argentina S.R.L. (formerly Endesa Cemsa S.A.)(2)

0.00%

45.00%

45.00%

Equity method

Enel Argentina S.A. (ex Endesa Argentina S.A.) (3) (4)

99.88%

0.12%

100.00%

Full consolidation

Central Térmica Manuel Belgrano (2)

0.00%

24.18%

24.18%

Equity method

Central Térmica San Martin (2)

0.00%

24.18%

24.18%

Equity method

Central Vuelta Obligada S.A. (2)

0.00%

3.45%

3.45%

Equity method

Enel Brasil S.A. (2)

34.64%

4.00%

38.64%

Equity method

 

 

(1)

See Note 12.1.b).

 

(2)

See Note 5.2

 

(3)

The company ceased to be a subsidiary in 2016, however became an associated company. Significant influence is exercised through Enel Generación Chile’s control over the company.

 

(4)

See Note 12.1.a).

 

F-95


 

APPENDIX 3 ASSOCIATES AND JOINT VENTURES

This appendix is an integral part of Note 12. Investments accounted for using the equity method

 

Taxpayer ID No. (RUT)

Company

Functional Currency

% ownership as of 6-30-2017

% ownership as of al 12-31-2016

Relationship

Country

Activity

Direct

Indirect

Total

Direct

Indirect

Total

76.652.400-1

Centrales Hidroeléctricas De Aysén S.A.

Chilean peso

51.00%

0.00%

51.00%

51.00%

0.00%

51.00%

Joint Venture

Chile

Hydroelectric plant development and operation

77.017.930-0

Transmisora Eléctrica de Quillota Ltda.

Chilean peso

0.00%

50.00%

50.00%

0.00%

50.00%

50.00%

Joint Venture

Chile

Electric energy transportation and distribution

76.418.940-K

GNL Chile.S.A.

U.S. dollar

33.33%

0.00%

33.33%

33.33%

0.00%

33.33%

Associate

Chile

Promotion of liquefied natural gas supply project

96.806.130-5

Electrogas S.A. (2)

U.S. dollar

0.00%

0.00%

0.00%

42.50%

0.00%

42.50%

Associate

Chile

Portfolio company

76.788.080-4

GNL Quintero S.A. (1)

U.S. dollar

0.00%

0.00%

0.00%

20.00%

0.00%

20.00%

Associate

Chile

Development, design and supply of liquid natural gas degasifying terminal

Foreign

Southern Cone Power Argentina S.A. (3)

Argentine peso

0.00%

0.00%

0.00%

2.00%

0.00%

2.00%

Associate

Argentina

Portfolio company

Foreign

Enel Argentina S.A. (ex-Endesa Argentina S.A.)

Argentine peso

0.00%

0.12%

0.12%

0.00%

0.12%

0.12%

Associate

Argentina

Portfolio company

 

 

(1)

See Note 12.1

 

(2)

See Note 5.1

 

(3)

The company ceased to be a subsidiary in 2016, however became an associated company. Significant influence is exercised through the Enel Generación Chile’s control over the company.

 

 

 

 

F-96


 

APPENDIX 4 ADDITIONAL INFORMATION ON FINANCIAL DEBT

This appendix is part of Note 17. Other financial liabilities.

The following tables present the contractual undiscounted, including contractual interest obligations, cash flows by type of financial debt:

 

a)

Bank borrowings

 

-

Summary of bank borrowing by currency and maturity

 

Country

  Currency  

  Effective  
Interest
Rate

  Nominal  
Interest
Rate

Secured / Unsecured

Balance as of 6-30-2017

Balance as of 12-31-2016

One to three months

Three to twelve months

Total  Current

One to three months

Three to twelve months

Total  Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Chile

Ch$

6.00%

6.00%

Unsecured

8,226

-  

8,226

4,181

-

4,181

Total

8,226  

-  

8,226  

4,181

-

4,181

 

 

-

Identification of bank borrowings by company

 

Taxpayer
ID No.
(RUT)

Company

Country

Taxpayer
ID No.
(RUT)

Financial Institution

Country

Currency

Effective
Interest
Rate

Nominal
Interest
Rate

Interest payment

Balance as of 6-30-2017

Balance as of 12-31-2016

Less than
90 days

Total
Current

Less than
90 days

Total
Current

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

97.006.000-k

Banco Santander

Chile

Ch$

6.00%

6.00%

At maturity

8,226

8,226

2,133

2,133

91.081.000-6

Enel Generación Chile S.A.

Chile

97.036.000-6

Banco de Crédito e Inversiones

Chile

Ch$

6.00%

6.00%

At maturity

-

-

2,048

2,048

Total

8,226

8,226

4,181

4,181

 

 

F-97


 

 

b)

Secured and unsecured liabilities

 

-

Summary of secured and unsecured liabilities by currency and maturity

 

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of June 30, 2017

Current

Non-Current

One to three months

Three to twelve months

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Chile

US$

6.99%

6.90%

Unsecured

7,247,905

21,743,717

28,991,622

28,991,622

28,991,622

28,991,622

28,991,622

626,615,333

742,581,821

Chile

U.F.

6.00%

5.48%

Unsecured

6,424,838

24,597,219

31,022,057

42,605,633

52,868,042

50,567,541

48,267,040

284,486,671

478,794,927

Total

13,672,743

46,340,936

60,013,679

71,597,255

81,859,664

79,559,163

77,258,662

911,102,004

1,221,376,748

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of December 31, 2016

Current

Non-Current

One to three months

Three to twelve months

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Chile

US$

6.99%

6.90%

Unsecured

7,264,786

21,794,359

29,059,145

29,059,146

29,059,146

29,059,146

29,059,146

641,348,382

757,584,966

Chile

U.F.

6.00%

5.48%

Unsecured

6,466,160

24,665,200

31,131,360

30,632,431

53,611,843

51,316,337

49,020,830

305,390,728

489,972,169

Total

     13,730,946

       46,459,559

60,190,505

59,691,577

82,670,989

80,375,483

78,079,976

946,739,110

1,247,557,135

 

 

F-98


 

 

-

Secured and unsecured liabilities by company

 

Taxpayer ID No (RUT)

Company

Country

Taxpayer ID No. (RUT)

Financial Institution

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of June 30, 2017

Current

Non-Current

One to three months

Three to twelve months

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon  S-1

U.S.

US$

7.96%

7.88%

Unsecured

2,834,017

8,502,052

11,336,069

11,336,069

11,336,069

11,336,069

11,336,069

189,689,182

235,033,458

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon S-2

U.S.

US$

7.40%

7.33%

Unsecured

904,723

2,714,169

3,618,892

3,618,892

3,618,892

3,618,892

3,618,892

93,468,747

107,944,315

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon S-3

U.S.

US$

8.26%

8.13%

Unsecured

575,055

1,725,165

2,300,220

2,300,220

2,300,220

2,300,220

2,300,220

56,180,230

65,381,110

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon 24296

U.S.

US$

4.32%

4.25%

Unsecured

2,934,110

8,802,331

11,736,441

11,736,441

11,736,441

11,736,441

11,736,441

287,277,174

334,222,938

91.081.000-6

Enel Generación Chile S.A.

Chile

97.036.000-k

Banco Santander 317-H

Chile

U.F.

7.17%

6.20%

Unsecured

1,580,551

10,064,359

11,644,910

11,105,968

10,567,026

10,028,084

9,489,142

49,802,121

90,992,341

91.081.000-6

Enel Generación Chile S.A.

Chile

97.036.000-k

Banco Santander 522-M

Chile

U.F.

4.82%

4.75%

Unsecured

4,844,287

14,532,860

19,377,147

31,499,665

42,301,016

40,539,457

38,777,898

234,684,550

387,802,586

Total

13,672,743

46,340,936

60,013,679

71,597,255

81,859,664

79,559,163

77,258,662

911,102,004

1,221,376,748

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxpayer ID No (RUT)

Company

Country

Taxpayer ID No. (RUT)

Financial Institution

Country

Currency

Effective Interest Rate

Nominal Interest Rate

Secured / Unsecured

Balance as of December 31, 2016

Current

Non-Current

One to three months

Three to twelve months

Total

One to two years

Two to three years

Three to four years

Four to five years

More than five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon  S-1

U.S.

US$

7.96%

7.88%

Unsecured

2,832,647

8,497,942

11,330,589

11,330,590

11,330,590

11,330,590

11,330,590

196,227,387

241,549,747

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon S-2

U.S.

US$

7.40%

7.33%

Unsecured

903,234

2,709,703

3,612,937

3,612,937

3,612,937

3,612,937

3,612,937

93,701,216

108,152,964

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon S-3

U.S.

US$

8.26%

8.13%

Unsecured

574,765

1,724,294

2,299,059

2,299,059

2,299,059

2,299,059

2,299,059

56,341,806

65,538,042

91.081.000-6

Enel Generación Chile S.A.

Chile

Foreign

BNY Mellon 24296

U.S.

US$

4.32%

4.25%

Unsecured

2,954,140

8,862,420

11,816,560

11,816,560

11,816,560

11,816,560

11,816,560

295,077,973

342,344,213

91.081.000-6

Enel Generación Chile S.A.

Chile

97.036.000-k

Banco Santander 317-H

Chile

U.F.

7.17%

6.20%

Unsecured

1,525,571

9,843,433

11,369,004

10,870,075

10,371,146

9,872,218

9,373,289

52,887,199

93,373,927

91.081.000-6

Enel Generación Chile S.A.

Chile

97.036.000-k

Banco Santander 522-M

Chile

U.F.

4.82%

4.75%

Unsecured

4,940,589

14,821,767

19,762,356

19,762,356

43,240,697

41,444,119

39,647,541

252,503,529

396,598,242

Total

13,730,946

46,459,559

60,190,505

59,691,577

82,670,989

80,375,483

78,079,976

946,739,110

1,247,557,135

 

 

F-99


 

 

c)

Finance lease obligations

 

-

Finance lease obligations by company

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID No. (RUT)

Name

Country

Currency

Nominal Interest Rate

Balance as of June 30, 2017

Current

Non-current

Less than
90 days

More than
90 days

Total

One to
two
years

Two to
three
years

Three to
four
years

Four to
five years

More than
five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

76.555.400-4

Transelec S.A

Chile

US$

6.50%

725,724

2,176,475

2,902,199

2,900,268

2,898,211

2,896,020

2,893,687

6,274,135

17,862,321

 

 

 

 

Total

 

 

 

725,724

2,176,475

2,902,199

2,900,268

2,898,211

2,896,020

2,893,687

6,274,135

17,862,321

 

Taxpayer ID No. (RUT)

Company

Country

Taxpayer ID No. (RUT)

Name

Country

Currency

Nominal Interest Rate

Balance as of December 31, 2016

Current

Non-current

Less than
90 days

More than
90 days

Total

One to
two
years

Two to
three
years

Three to
four
years

Four to
five years

More than
five years

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

91.081.000-6

Enel Generación Chile S.A.

Chile

76.555.400-4

Transelec S.A

Chile

US$

6.50%

734,006

2,200,827

2,934,833

2,931,533

2,928,019

2,924,276

2,920,289

7,777,314

19,481,431

 

 

 

 

Total

 

 

 

734,006

2,200,827

2,934,833

2,931,533

2,928,019

2,924,276

2,920,289

7,777,314

19,481,431

 

 

 

 

F-100


 

APPENDIX 5 DETAIL OF ASSETS AND LIABILITIES IN FOREIGN CURRENCY

This appendix forms an integral part of the Group’s financial statements.

The detail of assets denominated in foreign currencies is the following:

 

ASSETS

Foreign Currency

Functional Currency

Balance as of

6-30-2017

12-31-2016

ThCh$

ThCh$

CURRENT ASSETS

 

 

 

 

Cash and cash equivalents

 

 

9,593,822

9,800,146

 

U.S. dollars

Chilean peso

3,611,335

4,640,978

 

Argentine peso

Chilean peso

5,982,487

4,807,406

Trade receivables due from related parties

 

 

17,717,118

50,976,270

 

U.S. dollars

Chilean peso

17,717,118

50,976,270

Current accounts receivable from related parties

 

 

10,878,994

16,780,275

 

U.S. dollars

Chilean peso

10,878,994

16,780,275

TOTAL CURRENT ASSETS

 

 

38,189,934

77,204,929

TOTAL ASSETS

 

 

38,189,934

77,556,691

 

The detail of liabilities denominated in U.S. dollars is the following:

 

 

 

 

 

 

Foreign
Currency

 

 

Functional
Currency

Balance as of 6-30-2017

Current

Non-current

One to
three
months

Three to
twelve
months

Total
Current

One to
two years

Two to
three
years

Three to
four years

Four to
five years

More than
five years

Total

Non- current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities

U.S. dollars

 

7,260,789

3,762,450

11,023,239

2,657,160

2,316,301

2,071,239

2,205,869

       470,757,753

      480,008,322

U.S. dollars

Chilean peso

7,260,789

3,762,450

11,023,239

2,657,160

2,316,301

2,071,239

2,205,869

       470,757,753

       480,008,322

TOTAL LIABILITIES

7,260,789

3,762,450

11,023,239

2,657,160

2,316,301

2,071,239

2,205,869

       470,757,753

       480,008,322

 

 

 

 

 

 

Foreign
Currency

 

 

Functional
Currency

Balance as of 12-31-2016

Current

Non-current

One to
three
months

Three to
twelve
months

Total
Current

One to
two years

Two to
three
years

Three to
four years

Four to
five years

More than
five years

Total

Non-current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Other financial liabilities

U.S. dollars

 

7,334,102

3,793,737

11,127,839

2,677,880

2,677,880

1,959,990

2,087,390

475,084,614

484,487,754

U.S. dollars

Chilean peso

7,334,102

3,793,737

11,127,839

2,677,880

2,677,880

1,959,990

2,087,390

475,084,614

484,487,754

TOTAL LIABILITIES

7,334,102

3,793,737

11,127,839

2,677,880

2,677,880

1,959,990

2,087,390

475,084,614

484,487,754

 

F-101


 

APPENDIX 6 ADDITIONAL INFORMATION CIRCULAR No. 715 OF FEBRUARY 3, 2012

This appendix forms an integral part of the Group’s financial statements.

 

a)

Portfolio stratification

 

-

Trade and other receivables by aging (original maturity):

 

Trade and Other Receivables

Balance as of  6-30-2017

On demand

1-30 days

31-60 days

61-90 days

91-120 days

121-150 days

151-180 days

181-210 days

211-250 days

More than
251 days

Total Current

Total Non-
current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Trade receivables, gross

198,070,704

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

3,717,669

205,976,979

26,297

Allowance for doubtful accounts

-

-

-

-

-

-

-

-

-

(1,258,817)

(1,258,817)

-

Other receivables, gross

43,653,732

-

-

-

-

-

-

-

-

-

43,653,732

887,238

Total

241,724,436

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

2,458,852

248,371,894

913,535

 

Trade and Other Receivables

Balance as of  12-31-2016

On demand

1-30 days

31-60 days

61-90 days

91-120 days

121-150 days

151-180 days

181-210 days

211-250 days

More than
251 days

Total Current

Total Non-
current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Trade receivables, gross

190,007,048

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

9,600,267

214,479,114

5,751,510

Allowance for doubtful accounts

-

-

-

-

-

-

-

-

-

(1,314,311)

(1,314,311)

-

Other receivables, gross

47,275,283

-

-

-

-

-

-

-

-

-

47,275,283

1,036,927

Total

237,282,331

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

8,285,956

260,440,086

6,788,437

 

 

F-102


 

 

-

By type of portfolio:

 

Aging (original maturity) of balances of trade receivables

Non-renegotiated portfolio as of 6-30-2017

Non-renegotiated portfolio as of 12-31-2016

Number of customers

Gross value

Number of customers

Gross value

ThCh$

ThCh$

On demand and non-current

458

198,097,001

402

195,758,558

1 to 30 days

113

1,216,307

91

2,770,582

31 to 60 days

53

567,319

62

1,165,177

61 to 90 days

46

357,967

55

773,502

91 to 120 days

8

8,483

41

900,093

121 to 150 days

43

23,927

85

5,101,117

151 to 180 days

38

1,489,482

87

13,609

181 to 210 days

23

162,876

29

553,986

211 to 250 days

75

362,245

26

3,593,733

More than 251 days

260

3,717,669

79

9,600,267

Total

1,117

206,003,276

957

220,230,624

 

 

b)

Provisions and write-offs

 

Provisions and Write-Offs

6-30-2017

12-31-2016

ThCh$

ThCh$

Provision for non-renegotiated portfolio

(55,494)

                           -  

Write-offs

                             -  

                           -  

Total

(55,494)

                           -  

 

 

c)

Number and value of operations

 

Number and value of operations

6-30-2017

12-31-2016

Last quarter

Year-to-date

Last quarter

Year-to-date

Impairment provision and recoveries:

 

 

 

 

Number of operations

-

5

                                -  

                              -  

Value of operations, in ThCh$

-

(55,494)

                                -  

                              -  

 

 

F-103


 

APPENDIX 6.1 SUPPLEMENTARY INFORMATION ON TRADE RECEIVABLES

This appendix forms an integral part of the Group’s interim consolidated financial statements.

 

a)

Portfolio stratification

 

-

Trade receivables by aging (original maturity):

 

Trade Receivables

Balance as of 6-30-2017

Up-to-date portfolio

1-30 days in arrears

31-60 days in arrears

61-90 days in arrears

91-120 days in arrears

121-150 days in arrears

151-180 days in arrears

181-210 days in arrears

211-250 days in arrears

251-365 days in arrears

More than 365 days in arrears

Total Current

Total Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Generation and transmission trade receivables

198,070,704

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

3,561,938

155,731

205,976,979

26,297

- Large customers

197,973,487

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

3,561,938

155,731

205,879,762

26,297

- Other customers

97,217

-

-

-

-

-

-

-

-

-

-

97,217

-

Allowance for doubtful accounts

-

-

-

-

-

-

-

-

-

(1,103,086)

(155,731)

(1,258,817)

-

Unbilled services

130,829,480

-

-

-

-

-

-

-

-

-

-

130,829,480

-

Billed services

67,241,224

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

3,561,938

155,731

75,147,499

-

Total trade receivables, gross

198,070,704

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

3,561,938

155,731

205,976,979

26,297

Total allowance for doubtful accounts

-

-

-

-

-

-

-

-

-

(1,103,086)

(155,731)

(1,258,817)

-

Total trade receivables, net

198,070,704

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

2,458,852

-

204,718,162

26,297

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade Receivables

Balance as of 12-31-2016

Up-to-date portfolio

1-30 days in arrears

31-60 days in arrears

61-90 days in arrears

91-120 days in arrears

121-150 days in arreas

151-180 days in arrears

181-210 days in arrears

211-250 days in arrears

251-365 days in arrears

More than 365 days in arrears

Total Current

Total Non-Current

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Generation and transmission trade receivables

190,007,048

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

9,600,267

-

214,479,114

5,751,510

- Large customers

189,991,196

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

9,600,267

-

214,463,262

5,723,943

- Other customers

15,852

-

-

-

-

-

-

-

-

-

-

15,852

27,567

Allowance for doubtful accounts

-

-

-

-

-

-

-

-

-

(1,314,311)

-

(1,314,311)

-

Unbilled services

125,367,509

-

-

-

-

-

-

-

-

-

-

125,367,509

3,308,454

Billed services

64,639,539

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

9,600,267

-

89,111,605

2,443,056

Total trade receivables, gross

190,007,048

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

9,600,267

-

214,479,114

5,751,510

Total allowance for doubtful accounts

-

-

-

-

-

-

-

-

-

(1,314,311)

-

(1,314,311)

-

Total trade receivables, net

190,007,048

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

8,285,956

-

213,164,803

5,751,510

 

 

F-104


 

 

-

By type of portfolio:

 

By Type of Portfolio

Balance as of 6-30-2017

Up-to-date portfolio

1-30 days in arrears

31-60 days in arrears

61-90 days in arrears

91-120 days in arrears

121-150 days in arrears

151-180 days in arrears

181-210 days in arrears

211-250 days in arrears

More than 251 days in arrears

Total Gross Portfolio

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

GENERATION AND TRANSMISSION

Non-renegotiated portfolio

198,070,704

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

           362,245

3,717,669

205,976,979

- Large customers

197,973,487

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

362,245

3,717,669

205,879,762

- Other customers

97,217

-  

-  

-  

-  

-  

-  

-  

                       -  

-  

97,217

Total gross portfolio

198,070,704

1,216,307

567,319

357,967

8,483

23,927

1,489,482

162,876

           362,245

3,717,669

205,976,979

 

 

 

 

 

 

 

 

 

 

 

 

By Type of Portfolio

Balance as of 12-31-2016

Up-to-date portfolio

1-30 days in arrears

31-60 days in arrears

61-90 days in arrears

91-120 days in arrears

121-150 days in arrears

151-180 days in arrears

181-210 days in arrears

211-250 days in arrears

More than 251 days in arrears

Total Gross Portfolio

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

GENERATION AND TRANSMISSION

Non-renegotiated portfolio

190,007,048

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

        3,593,733

          9,600,267

        214,479,114

- Large customers

189,991,196

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

3,593,733

9,600,267

        214,463,262

- Other customers

15,852

-  

-  

-  

-  

-  

-  

-  

                       -  

-  

15,852

Total gross portfolio

190,007,048

2,770,582

1,165,177

773,502

900,093

5,101,117

13,609

553,986

        3,593,733

          9,600,267

        214,479,114

 

 

F-105


 

APPENDIX 6.2 ESTIMATED SALES AND PURCHASES OF ENERGY AND CAPACITY

This appendix forms an integral part of the Group’s interim consolidated financial statements.

 

STATEMENT OF FINANCIAL POSITION

6-30-2017

12-31-2016

Energy and Capacity

Tolls

Energy and Capacity

Tolls

ThCh$

ThCh$

ThCh$

ThCh$

Current accounts receivable from related parties

            38,436,246

            5,036,657

              29,836,181

               5,522,921

Trade and other current receivables

          108,021,249

          19,004,284

            111,304,041

             19,109,490

Total Estimated Assets

       146,457,495

       24,040,941

         141,140,222

           24,632,411

Trade and other current payables to related parties

            11,529,565

            7,480,395

              17,499,611

                  191,657

Trade and other current payables

            32,916,515

          19,537,741

              20,844,033

             37,425,664

Total Estimated Liabilities

          44,446,080

       27,018,136

           38,343,644

           37,617,321

 

 

 

 

 

STATEMENT OF PROFIT OR LOSS

6-30-2017

6-30-2016

Energy and Capacity

Tolls

Energy and Capacity

Tolls

ThCh$

ThCh$

ThCh$

ThCh$

Energy sales

       146,457,495

       24,040,941

         128,113,800

           32,556,159

Energy purchases

          44,446,080

       27,018,136

           92,608,181

           35,896,040

 

 

 

 

F-106


 

APPENDIX 7 DETAILS OF DUE DATES OF PAYMENTS TO SUPPLIERS

This appendix forms an integral part of the Group’s interim consolidated financial statements.

 

Suppliers

Balance as of

6-30-2017

12-31-2016

Goods

Services

Other

Total

Goods

Services

Other

Total

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

ThCh$

Suppliers with Current Payment Amounts

 

 

 

 

 

 

 

 

Up to 30 days

-

90,707,844

-

90,707,844

-

90,386,018

-

90,386,018

Total

-

90,707,844

-

90,707,844

-

90,386,018

-

90,386,018

 

 

F-107