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ANNEXES | | | | | ||
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Financial Statements | | | F-1 | |||
Securities Sought | | | An aggregate of up to 16,390,172 issued and outstanding Shares of CCU, from all holders, wherever located, in the form of Shares or ADSs of CCU (each representing two (2) Shares), except to the extent such outstanding Shares are currently owned by IRSA. |
| | | ||
Tender Offer Price | | | Ch$6,800 in cash, without any interest, per Share properly tendered and not properly withdrawn and accepted for payment pursuant to the Offer. The Tender Offer Price for the Shares tendered to the Chilean Share Tender Agent or the U.S. Share Tender Agent and accepted for payment pursuant to the Offer will be paid in Chilean pesos. The Tender Offer Price for the Shares represented by ADSs tendered to the ADS Tender Agent that are accepted for payment pursuant to the Offer will also be paid by IRSA in Chilean pesos. However, IRSA has directed the U.S. Settlement Agent to coordinate with the FX Agent for the U.S. dollar conversion of the Tender Offer Price payable to holders of ADSs that are tendered to the ADS Tender Agent, upon instruction of the ADS Tender Agent and for the account of holders who tender their ADSs to the ADS Tender Agent. As a result, holders of Shares represented by ADSs tendered to the ADS Tender Agent that are accepted for payment pursuant to the Offer will receive payment in United States dollars converted at the ADS Tender Offer Price Exchange Rate, less distribution fees and applicable withholding taxes, upon the terms and subject to certain conditions described in this Offer to Purchase. |
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Purchaser | | | Inversiones y Rentas S.A. |
Expiration Date of the Offer | | | (i) In respect of Shares (including in the form of ADSs) tendered to the U.S. Share Tender Agent or the ADS Tender Agent, 3:30 p.m., New York City time on June 17, 2021, and (ii) in the case of Shares tendered to the Chilean Share Tender Agent, 5:30 p.m., New York City time on June 17, 2021, or in each case, such later time and date to which the Offer is extended (the “Expiration Date”). |
• | the form of payment that you will receive consists solely of cash and, if you tender all of your Shares and/or ADSs into the Offer and receive payment for your Shares and/or your ADSs, you will have no continuing equity interest in CCU or any of its affiliates (assuming no proration, as further described herein); and |
• | the Offer is not subject to any financing condition. |
• | the absence of any Adverse Governmental Action (as defined in “The Offer — Section 13. Conditions to the Offer.”). |
(i) | cancel your ADSs in order to obtain the Shares underlying such ADSs, and tender such Shares with the Chilean Share Tender Agent or the U.S. Share Tender Agent, as applicable, following the procedures described above for tenders by holders of Shares to the U.S. Share Tender Agent or the Chilean Share Tender Agent, or |
(ii) | submit your ADRs representing the ADSs or a book-entry transfer of such ADSs to the ADS Tender Agent, together with a properly completed and duly executed ADS Letter of Transmittal or a message transmitted by The Depository Trust Company to the ADS Tender Agent stating that you have expressly agreed to be bound by the terms of the ADS Letter of Transmittal, and all other required documents. |
| | Acquisition Period (Month - Year) | | | Means of Acquisition | | | Number of Shares | |
| | December 1985 | | | Purchase of shares | | | 6,274,746 | |
| | January 1986 | | | Purchase of shares | | | 2,381,944 | |
| | February 1986 | | | Purchase of shares | | | 285,126 | |
| | March 1986 | | | Purchase of shares | | | 1,735,144 | |
| | April 1986 | | | Purchase of shares | | | 251,824 | |
| | May 1986 | | | Purchase of shares | | | 1,705,739 | |
| | July 1986 | | | Purchase of shares | | | 26,818 | |
| | September 1986 | | | Purchase of shares | | | 3,200,893 | |
| | October 1986 | | | Purchase of shares | | | 61,033,550 | |
| | November 1986 | | | Purchase of shares | | | 52,098 | |
| | January 1987 | | | Purchase of shares | | | 8,216,154 | |
| | November 1987 | | | Purchase of shares | | | 133,240 | |
| | December 1987 | | | Purchase of shares | | | 157,840 | |
| | January 1988 | | | Purchase of shares | | | 48,896 | |
| | March 1988 | | | Purchase of shares | | | 65,053 | |
| | May 1988 | | | Purchase of shares | | | 1,324,258 | |
| | June 1988 | | | Subscription of shares | | | 73,009,278 | |
| | December 1988 | | | Purchase of shares | | | 439 | |
| | August 1989 | | | Purchase of shares | | | 762,369 | |
| | October 1989 | | | Purchase of shares | | | 8,545 | |
| | January 1990 | | | Subscription of shares | | | 12,835,429 | |
| | February 1990 | | | Subscription of shares | | | 309,037 | |
| | March 1990 | | | Subscription of shares | | | 444,540 | |
| | January 1997 | | | Subscription of shares | | | 21,875,000 | |
| | June 2003 | | | Purchase of shares | | | 58,199 | |
| | December 2003 | | | Purchase of shares | | | 18,966 | |
| | April 2004 | | | Purchase of shares | | | 54,233 | |
| | Acquisition Period (Month - Year) | | | Means of Acquisition | | | Number of Shares | |
| | July 2005 | | | Purchase of shares | | | 8,099,074 | |
| | March 2021* | | | Purchase of shares | | | 5,780,000 | |
| | Disposition Period (Month - Year) | | | Means of Disposition | | | Number of Shares | |
| | August 2005 | | | Sale of shares | | | 7,946,707 | |
| | Acquisition Period (Month - Year) | | | Means of Acquisition | | | Number of Shares | |
| | August 2005 | | | Purchase of shares | | | 7,946,707 | |
| | March 2006 | | | Purchase of shares | | | 6,200,000 | |
| | October 2013 | | | Purchase of shares | | | 11,133,284 | |
IRSA Director | | | Ownership of CCU’s common stock Number of Shares (% of aggregate CCU common stock) |
Andrónico Luksic Craig | | | * |
Francisco Pérez Mackenna | | | 14,897 (0.004%) |
(*) | Mr. Andrónico Luksic Craig is a member of the Luksic family, which controls Quiñenco, the owner of 50% of the equity interests in IRSA. IRSA currently owns approximately 61.56% of CCU's outstanding shares. |
IRSA Officer | | | Ownership of CCU’s common stock Number of Shares (% of aggregate CCU common stock) |
Alessandro Bizzarri Carvallo | | | 2,194 (0.0006%) |
- | a gross monthly fee for attendance to Board Meetings of Unidad de Fomento (“UF,” an inflation linked accounting unit used in Chile) 100 per director, and UF 200 for the chairman, regardless of the number of meetings held within such period, plus |
- | an amount equivalent to 3% of the distributed dividends, for the board as a whole, at a rate of one-ninth for each director and in proportion to the time each one served as such during the year (provided that, if the distributed dividends exceed 50% of the net income, the board of directors’ variable remuneration shall be calculated over a maximum of 50% of such profits). |
| | | For the years ended as of December 31, | |||||||
| | | 2020 | | | 2019 | | | 2018 | |
| | | Ch$ | | | Ch$ | | | Ch$ | |
Audit Committee | | | 63,120,000 | | | 47,386,000 | | | 29,185,000 |
Directors’ Committee | | | 64,837,000 | | | 47,154,000 | | | 35,179,000 |
Attendance meetings fee (*) | | | 1,380,976,000 | | | 1,266,892,000 | | | 952,490,000 |
Dividend Participation | | | 2,097,276,000 | | | 6,038,934,000 | | | 2,270,840,000 |
(*) | Includes payments of attendance meetings fee and dividend participation accrued in 2019. |
Tax ID | | | Company | | | Country of origin | | | Ref. | | | Relationship | | | Transaction | | | Currency | | | As of December 31, 2020 | | | As of December 31, 2019 |
| | ThCh$ | | | ThCh$ | ||||||||||||||||||||
6,062,786-K | | | Andrónico Luksic Craig | | | Chile | | | (1) | | | Chairman of CCU | | | Sales of products | | | CLP | | | 1,038 | | | 1,334 |
6,525,286-4 | | | Carlos Mackenna Iñiguez | | | Chile | | | (1) | | | Subsidiary director | | | Sales of products | | | CLP | | | 38 | | | — |
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L. | | | Chile | | | (6) | | | Shareholder of subsidiary | | | Sale of shares | | | CLP | | | 535 | | | — |
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Sales of products | | | CLP | | | 12,106 | | | 19,475 |
76,029,109-9 | | | Inversiones Chile Chico Ltda. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services provided | | | CLP | | | — | | | 1,928 |
76,079,669-7 | | | Minera Antucoya | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 350 |
76,111,872-2 | | | Inversiones Tv Medios Ltda. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 22 |
76,178,803-5 | | | Viña Tabalí S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services provided | | | CLP | | | 238 | | | 30,888 |
76,178,803-5 | | | Viña Tabalí S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 543 | | | 1,437 |
76,363,269-5 | | | Inversiones Alabama Ltda. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 2,046 |
76,380,217-5 | | | Hapag-Lloyd Chile SpA. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 219 | | | 2,948 |
76,455,830-8 | | | DiWatts S.A. | | | Chile | | | (1) | | | Related joint venture shareholder | | | Sales of products | | | CLP | | | 713 | | | — |
76,486,051-9 | | | Inversiones Río Elqui SpA. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 10,943 | | | 11,845 |
76,727,040-2 | | | Minera Centinela | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 1,081 |
77,003,342-K | | | Origen Patagónico SpA. | | | Chile | | | (1) | | | Related to non-controlling subsidiary | | | Sales of products | | | CLP | | | 1,383 | | | — |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | (1) | | | Related to non-controlling subsidiary | | | Services provided | | | CLP | | | 11,792 | | | 22,755 |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | (1) | | | Related to non-controlling subsidiary | | | Sales of products | | | CLP | | | 393,062 | | | 192,227 |
77,755,610-K | | | Comercial Patagona Ltda. | | | Chile | | | (1) | | | Subsidiary of joint venture | | | Sales of products | | | CLP | | | 2,053,679 | | | 1,277,205 |
78,053,790-6 | | | Servipag Ltda. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 2,554 | | | — |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | (1) | | | Shareholder of joint operation | | | Services provided | | | CLP | | | 311,962 | | | 380,253 |
78,306,560-6 | | | Inmobiliaria e Inversiones Rio Claro S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 193 | | | — |
81,095,400-0 | | | Sonacol S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 455 | | | — |
81,148,200-5 | | | Ferrocarril de Antofagasta a Bolivia S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 11,828 | | | 5,453 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Advance purchase | | | CLP | | | 800,000 | | | 800,000 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | (4) | | | Shareholder of subsidiary | | | Sales of products | | | UF | | | — | | | 48,353 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | (3) | | | Shareholder of subsidiary | | | Loan | | | UF | | | 37,013 | | | 33,827 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Sales of products | | | CLP | | | 5,716 | | | 2,898 |
84,356,800-9 | | | Watts S.A. | | | Chile | | | (1) | | | Related joint venture shareholder | | | Sales of products | | | CLP | | | 7,275 | | | — |
90,160,000-7 | | | Compañía Sud Americana de Vapores S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 1,781 | | | 2,173 |
90,703,000-8 | | | Nestlé Chile S.A. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Services provided | | | CLP | | | 83 | | | — |
91,021,000-9 | | | Invexans S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 32 |
Tax ID | | | Company | | | Country of origin | | | Ref. | | | Relationship | | | Transaction | | | Currency | | | As of December 31, 2020 | | | As of December 31, 2019 |
| | ThCh$ | | | ThCh$ | ||||||||||||||||||||
91,705,000-7 | | | Quiñenco S.A. | | | Chile | | | (1) | | | Controller's shareholder | | | Sales of products | | | CLP | | | 2,327 | | | 2,141 |
92,011,000-2 | | | Empresa Nacional de Energía Enex S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 1,039 | | | 6,841 |
92,048,000-4 | | | SAAM S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 2,573 | | | 85 |
93,920,000-2 | | | Antofagasta Minerals S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 1,984 | | | 3,218 |
94,625,000-7 | | | Inversiones Enex S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 153,688 | | | 177,270 |
96,427,000-7 | | | Inversiones y Rentas S.A. | | | Chile | | | (1) | | | Controller | | | Services provided | | | CLP | | | — | | | 2,708 |
96,536,010-7 | | | Inversiones Consolidadas Ltda. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 773 | | | 2,325 |
96,571,220-8 | | | Banchile Corredores de Bolsa S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 2,293 | | | 889 |
96,591,040-9 | | | Empresas Carozzi S.A. | | | Chile | | | (1) | | | Shareholder of joint operation | | | Sales of products | | | CLP | | | 13,947 | | | 936 |
96,610,780-4 | | | Portuaria Corral S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 466 | | | — |
96,645,790-2 | | | Socofin S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 3,056 | | | 1,028 |
96,657,210-8 | | | Transportes Fluviales Corral S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 927 | | | — |
96,689,310-9 | | | Transbank S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 64 | | | — |
96,790,240-3 | | | Minera Los Pelambres | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 588 |
96,810,030-0 | | | Radiodifusión SpA. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 64 | | | — |
96,819,020-2 | | | Agrícola El Cerrito S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 22 |
96,847,140-6 | | | Inmobiliaria Norte Verde S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 32 |
96,892,490-7 | | | Protección y Seguridad S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 248 |
96,908,930-0 | | | San Vicente Terminal Internacional S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 3,387 | | | — |
96,908,970-K | | | San Antonio Terminal Internacional S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services provided | | | CLP | | | 1,465 | | | 9,516 |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | (1) | | | Joint venture | | | Services provided | | | CLP | | | 1,387,990 | | | 126,755 |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | (1) | | | Joint venture | | | Sales of products | | | CLP | | | 876 | | | — |
96,922,250-7 | | | Agrícola Valle Nuevo S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 32 |
96,951,040-5 | | | Inversiones Rosario S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | — | | | 65 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 48,428 | | | 9,767 |
99,506,030-2 | | | Muellaje del Maipo S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 3,260 | | | — |
99,511,240-K | | | Antofagasta Terminal Internacional S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Sales of products | | | CLP | | | 1,289 | | | — |
99,542,980-2 | | | Foods Compañía de Alimentos CCU Ltda. | | | Chile | | | (1) | | | Joint venture | | | Services provided | | | CLP | | | — | | | 17,626 |
0-E | | | Central Cervecera de Colombia S.A.S. | | | Colombia | | | (2) | | | Joint venture | | | Sales of products | | | USD | | | — | | | 77,375 |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | (2) | | | Related to the controller's shareholder | | | Services provided | | | USD | | | 17,977 | | | — |
0-E | | | QSR S.A. | | | Paraguay | | | (2) | | | Related to the subsidiary's shareholder | | | Sales of products | | | PYG | | | 57 | | | 688 |
Tax ID | | | Company | | | Country of origin | | | Ref. | | | Relationship | | | Transaction | | | Currency | | | As of December 31, 2020 | | | As of December 31, 2019 |
| | ThCh$ | | | ThCh$ | ||||||||||||||||||||
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L. | | | Chile | | | (6) | | | Shareholder of subsidiary | | | Sale of shares | | | CLP | | | 42,506 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | (3) | | | Shareholder of subsidiary | | | Loan | | | UF | | | 90,049 | | | 118,122 |
Tax ID | | | Company | | | Country of origin | | | Ref. | | | Relationship | | | Transaction | | | Currency | | | As of December 31, 2020 | | | As of December 31, 2019 |
| | ThCh$ | | | ThCh$ | ||||||||||||||||||||
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Services received | | | CLP | | | 263 | | | — |
76,115,132-0 | | | Canal 13 SpA. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 120,997 | | | 148,288 |
76,216,511-2 | | | Sugal Chile Ltda. | | | Chile | | | (2) | | | Related to the subsidiary's shareholder | | | Purchase of products | | | USD | | | 34,429 | | | — |
76,380,217-5 | | | Hapag-Lloyd Chile SpA. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 598 | | | 24,910 |
76,406,313-2 | | | Cervecería Rapa Nui Ltda. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Services received | | | CLP | | | 7,515 | | | — |
76,455,830-8 | | | DiWatts S.A. | | | Chile | | | (1) | | | Related joint venture shareholder | | | Purchase of products | | | CLP | | | 86,929 | | | 161,612 |
76,460,328-1 | | | Inversiones Diaguitas #33 SpA. | | | Chile | | | (5) | | | Shareholder of subsidiary | | | Loan | | | CLP | | | 196,765 | | | 188,669 |
76,486,051-9 | | | Inversiones Río Elqui SpA. | | | Chile | | | (1) | | | Related to non-controlling subsidiary | | | Services received | | | CLP | | | 3,964 | | | — |
77,003,342-K | | | Origen Patagónico SpA. | | | Chile | | | (1) | | | Related to non-controlling subsidiary | | | Services received | | | CLP | | | — | | | 9 |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | (1) | | | Related to non-controlling subsidiary | | | Services received | | | CLP | | | — | | | 480 |
77,755,610-K | | | Comercial Patagona Ltda. | | | Chile | | | (1) | | | Subsidiary of joint venture | | | Services received | | | CLP | | | 43,453 | | | 72,148 |
78,053,790-6 | | | Servipag Ltda. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 801 | | | 1,972 |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | (1) | | | Shareholder of joint operation | | | Purchase of products | | | CLP | | | 1,107,795 | | | 258,133 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | (1) | | | Shareholder of subsidiary | | | Services received | | | CLP | | | — | | | 919 |
84,356,800-9 | | | Watts S.A. | | | Chile | | | (1) | | | Related joint venture shareholder | | | Royalty | | | CLP | | | 13,287 | | | — |
92,011,000-2 | | | Empresa Nacional de Energía Enex S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Purchase of products | | | CLP | | | 51,959 | | | 1,898 |
94,058,000-5 | | | Servicios Aeroportuarios Aerosan S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 1,234 | | | 911 |
96,591,040-9 | | | Empresas Carozzi S.A. | | | Chile | | | (1) | | | Shareholder of joint operation | | | Purchase of products | | | CLP | | | 251,751 | | | 654,756 |
96,689,310-9 | | | Transbank S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 3,288 | | | 273 |
96,798,520-1 | | | Saam Extraportuarios S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 1,920 | | | 807 |
96,810,030-0 | | | Radiodifusión SpA. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 18,128 | | | 14,230 |
96,908,970-K | | | San Antonio Terminal Internacional S.A. | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | 444 | | | 1,792 |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | (1) | | | Joint venture | | | Purchase of products | | | CLP | | | 2,658,239 | | | 1,806,688 |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | (1) | | | Joint venture | | | Royalty | | | CLP | | | 832,449 | | | 76,420 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | (1) | | | Related to the controller's shareholder | | | Services received | | | CLP | | | — | | | 22,230 |
0-E | | | Paulaner Brauerei Gruppe GmbH & Co. KGaA | | | Germany | | | (2) | | | Related to the subsidiary's shareholder | | | Purchase of products | | | USD | | | 72,913 | | | — |
0-E | | | Ecor Ltda. | | | Bolivia | | | (2) | | | Related to the subsidiary's shareholder | | | Services received | | | BOB | | | 11,051 | | | 30,565 |
Tax ID | | | Company | | | Country of origin | | | Ref. | | | Relationship | | | Transaction | | | Currency | | | As of December 31, 2020 | | | As of December 31, 2019 |
| | ThCh$ | | | ThCh$ | ||||||||||||||||||||
0-E | | | Premium Brands S.R.L. | | | Bolivia | | | (2) | | | Related to the subsidiary's shareholder | | | Purchase of products | | | BOB | | | 607 | | | — |
0-E | | | Zegla Ltda. | | | Brazil | | | (2) | | | Related to the subsidiary's shareholder | | | Services received | | | USD | | | 87,846 | | | — |
0-E | | | Central Cervecera de Colombia S.A.S. | | | Colombia | | | (2) | | | Joint venture | | | Services received | | | USD | | | 73,030 | | | 145,454 |
0-E | | | Zona Franca Central Cervecera S.A.S. | | | Colombia | | | (2) | | | Joint venture | | | Services received | | | USD | | | 38,270 | | | — |
0-E | | | Nestlé Waters Marketing & Distribution S.A.S. | | | France | | | (2) | | | Related to the subsidiary's shareholder | | | Purchase of products | | | Euros | | | — | | | 11,893 |
0-E | | | Amstel Brouwerijen B.V. | | | Netherlands | | | (2) | | | Related to the controller's shareholder | | | License and technical assistance | | | Euros | | | 85,588 | | | 59,740 |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | (2) | | | Related to the controller's shareholder | | | Purchase of products | | | USD | | | 3,408,971 | | | 1,355,062 |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | (2) | | | Related to the controller's shareholder | | | License and technical assistance | | | Euros | | | 6,115,308 | | | 2,100,423 |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | (2) | | | Related to the controller's shareholder | | | Royalty | | | USD | | | 91,587 | | | 21,004 |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | (2) | | | Related to the controller's shareholder | | | Royalty | | | Euros | | | 2,859,390 | | | 1,645,953 |
0-E | | | Banco BASA S.A. | | | Paraguay | | | (2) | | | Related to the subsidiary's shareholder | | | Services received | | | PYG | | | 5 | | | — |
0-E | | | Gráfica Editorial Inter-Sudamericana S.A. | | | Paraguay | | | (2) | | | Related to the subsidiary's shareholder | | | Services received | | | PYG | | | — | | | 122 |
0-E | | | Hoteles Contemporáneos S.A. | | | Paraguay | | | (2) | | | Related to the subsidiary's shareholder | | | Services received | | | PYG | | | 940 | | | 494 |
0-E | | | Palermo S.A. | | | Paraguay | | | (2) | | | Related to the subsidiary's shareholder | | | Services received | | | PYG | | | 172 | | | — |
0-E | | | Société des Produits Nestlé S.A. | | | Switzerland | | | (2) | | | Related to the subsidiary's shareholder | | | Royalty | | | Other currencies | | | 93,707 | | | 160,245 |
0-E | | | Tetra Pak Global Distribution S.A. | | | Switzerland | | | (2) | | | Related to the subsidiary's shareholder | | | Purchase of products | | | USD | | | 56,761 | | | — |
(1) | Business operations agreed upon Chilean peso with a payment condition usually up to thirty (30) days. |
(2) | Business operations agreed upon in foreign currencies and with a payment condition up to thirty (30) days. Balances are presented at the closing exchange rate. |
(3) | An agreement of the subsidiary Compañía Pisquera de Chile S.A. with Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. due to differences resulting from the capital contributions made by the latter. It establishes a 3% annual interest over capital, with annual payments to be made in eight instalments of UF 1,124 each beginning February 28, 2007, and a UF 9,995 bullet payment at the last contribution date. In accordance with the contract, Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. renewed the contract for a period of nine years with maturing in the year 2023. Consequently, the UF 9,995 will be paid in nine equal and successive instalments of UF 1,200 each and a final payment of UF 2,050 beginning on February 28, 2015. |
(4) | An agreement of the supply of grapes between the subsidiary Compañía Pisquera de Chile S.A. and Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. These contracts stipulate a 3% annual interest on the capital with a term of eight years and annual payments. The last payment was paid on May 30, 2020. |
(5) | Business operations agreed upon Chilean pesos of the subsidiary Cervecería Guayacán SpA. with Inversiones Diaguitas # 33 SpA., which will accrue interest corresponding to the nominal TAB rate of thirty (30) days plus spread of 0.78% per year. This operation will mature on December 31, 2021. |
(6) | Corresponds to shares of subsidiary Cervecería Szot SpA. from subsidiary Cervecería Kunstmann S.A. sold to Representaciones Chile Beer Kevin Michael Szot E.I.R.L. The total amount of the transaction raised ThCh$42,506 for the sale of 15,167 shares. An interest of UF plus 3.79% annually will be applied to the value (base 360 days). The account receivable will be paid by Representaciones Chile Beer Kevin Michael Szot E.I.R.L. to CK in the same proportion of the dividends it will receive from the participation it owns in Cervecería Szot SpA. |
Tax ID | | | Company | | | Country of origin | | | Relationship | | | Transaction | | | 2020 | | | 2019 | ||||||
| | Amounts | | | (Charges)/ Credits (Effect on Income) | | | Amounts | | | (Charges)/ Credits (Effect on Income) | ||||||||||||||
| | ThCh$ | | | ThCh$ | | | ThCh$ | | | ThCh$ | ||||||||||||||
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L | | | Chile | | | Shareholder of subsidiary | | | Loan payment | | | 10,000 | | | — | | | — | | | — |
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L | | | Chile | | | Shareholder of subsidiary | | | Loan | | | 10,000 | | | — | | | — | | | — |
52,000,721-0 | | | Representaciones Chile Beer Kevin Michael Szot E.I.R.L | | | Chile | | | Shareholder of subsidiary | | | Sale of shares | | | 42,506 | | | — | | | — | | | — |
76,079,669-7 | | | Minera Antucoya | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 904 | | | 641 | | | 2,813 | | | 1,988 |
76,115,132-0 | | | Canal 13 SpA. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 1,333,295 | | | (1,333,295) | | | 2,054,644 | | | (2,054,644) |
76,178,803-5 | | | Viña Tabalí S.A. | | | Chile | | | Related to the controller's shareholder | | | Services provided | | | 2,400 | | | 2,400 | | | 69,567 | | | 25,771 |
76,313,970-0 | | | Inversiones Irsa Ltda. | | | Chile | | | Related to the controller | | | Dividends paid | | | 5,964,834 | | | — | | | 14,493,784 | | | — |
76,380,217-5 | | | Hapag-Lloyd Chile SpA. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 63,170 | | | — | | | 160,967 | | | — |
76,727,040-2 | | | Minera Centinela | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 2,691 | | | 1,902 | | | 9,016 | | | 6,372 |
76,800,322-K | | | Yanghe Chile SpA. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 1,338,697 | | | — | | | 927,097 | | | — |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | Related to non-controlling subsidiary | | | Services received | | | 86,545 | | | (86,545) | | | 135,589 | | | (135,589) |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | Related to non-controlling subsidiary | | | Sales of products | | | 438,916 | | | 339,730 | | | 796,617 | | | 614,988 |
77,755,610-K | | | Comercial Patagona Ltda. | | | Chile | | | Subsidiary of joint venture | | | Services received | | | 475,007 | | | (475,007) | | | 544,738 | | | (544,738) |
77,755,610-K | | | Comercial Patagona Ltda. | | | Chile | | | Subsidiary of joint venture | | | Sales of products | | | 7,256,373 | | | 4,673,700 | | | 6,975,121 | | | 4,492,551 |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | Shareholder of joint operation | | | Purchase of products | | | 9,978,333 | | | — | | | 10,237,934 | | | — |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | Shareholder of joint operation | | | Services provided | | | 1,500,292 | | | 1,500,292 | | | 2,289,097 | | | 2,289,097 |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | Shareholder of joint operation | | | Services received | | | 177,330 | | | (177,330) | | | 269,996 | | | (269,996) |
79,985,340-K | | | Cervecera Valdivia S.A. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 2,499,985 | | | — | | | 3,886,021 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Purchase of products | | | 5,294,100 | | | — | | | 4,496,965 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 1,033,478 | | | — | | | 928,507 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Loan | | | 37,013 | | | 5,767 | | | 36,828 | | | 4,285 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Sales of products | | | 6,468 | | | 4,270 | | | 12,367 | | | 8,164 |
90,703,000-8 | | | Nestlé Chile S.A. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 7,590,887 | | | — | | | 4,931,641 | | | — |
91,705,000-7 | | | Quiñenco S.A. | | | Chile | | | Controller's shareholder | | | Sales of products | | | 13,829 | | | 9,695 | | | 19,952 | | | 13,932 |
92,011,000-2 | | | Empresa Nacional de Energía Enex S.A. | | | Chile | | | Related to the controller's shareholder | | | Purchase of products | | | 124,888 | | | (124,888) | | | 200,481 | | | (200,481) |
92,011,000-2 | | | Empresa Nacional de Energía Enex S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 463,728 | | | (463,728) | | | 444,367 | | | (444,367) |
93,920,000-2 | | | Antofagasta Minerals S.A. | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 9,796 | | | 7,266 | | | 38,007 | | | 28,630 |
94,625,000-7 | | | Inversiones Enex S.A. | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 1,078,599 | | | 765,828 | | | 1,394,919 | | | 988,572 |
96,427,000-7 | | | Inversiones y Rentas S.A. | | | Chile | | | Controller | | | Dividends paid | | | 46,345,861 | | | — | | | 112,614,526 | | | — |
96,427,000-7 | | | Inversiones y Rentas S.A. | | | Chile | | | Controller | | | Services provided | | | 9,274 | | | 9,274 | | | 9,176 | | | 9,176 |
96,571,220-8 | | | Banchile Corredores de Bolsa S.A. | | | Chile | | | Related to the controller's shareholder | | | Investments | | | 488,700,000 | | | — | | | 531,200,000 | | | — |
96,571,220-8 | | | Banchile Corredores de Bolsa S.A. | | | Chile | | | Related to the controller's shareholder | | | Investment Rescue | | | 483,900,000 | | | 73,833 | | | 552,594,958 | | | 274,958 |
96,591,040-9 | | | Empresas Carozzi S.A. | | | Chile | | | Shareholder of joint operation | | | Purchase of products | | | 4,818,549 | | | — | | | 5,201,040 | | | — |
96,591,040-9 | | | Empresas Carozzi S.A. | | | Chile | | | Shareholder of joint operation | | | Sales of products | | | 113,971 | | | 106,961 | | | 86,790 | | | 81,906 |
96,657,690-1 | | | Inversiones Punta Brava S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 17,783 | | | (17,783) | | | — | | | — |
96,657,690-1 | | | Inversiones Punta Brava S.A. | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 734 | | | 521 | | | 1,188 | | | 840 |
Tax ID | | | Company | | | Country of origin | | | Relationship | | | Transaction | | | 2020 | | | 2019 | ||||||
| | Amounts | | | (Charges)/ Credits (Effect on Income) | | | Amounts | | | (Charges)/ Credits (Effect on Income) | ||||||||||||||
| | ThCh$ | | | ThCh$ | | | ThCh$ | | | ThCh$ | ||||||||||||||
96,689,310-9 | | | Transbank S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 279,243 | | | (279,243) | | | 187,378 | | | (187,378) |
96,798,520-1 | | | SAAM Extraportuario S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 26,662 | | | — | | | 41,188 | | | — |
96,810,030-0 | | | Radiodifusión SpA. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 194,185 | | | (194,185) | | | 306,153 | | | (306,153) |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Purchase of products | | | 14,135,192 | | | — | | | 14,235,437 | | | — |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Dividends received | | | 635,969 | | | — | | | 438,258 | | | — |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Royalty | | | 583,211 | | | (583,211) | | | 331,083 | | | (331,083) |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Services provided | | | 334,106 | | | 334,106 | | | 253,789 | | | 253,789 |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Sales of products | | | 51,067 | | | 36,831 | | | 71,885 | | | 51,102 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Derivatives | | | 157,275,212 | | | (4,262,234) | | | 75,540,396 | | | 2,859 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Interests | | | 121,403 | | | (121,403) | | | 149,209 | | | (149,209) |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Investments | | | 426,057,614 | | | — | | | 106,006,335 | | | — |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 401,541 | | | (401,541) | | | 393,096 | | | (393,096) |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 145,533 | | | 130,223 | | | 246,431 | | | 223,733 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Investment Rescue | | | 422,665,655 | | | 54,456 | | | 105,256,049 | | | 175,733 |
99,542,980-2 | | | Foods Compañía de Alimentos CCU Ltda. | | | Chile | | | Joint venture | | | Purchase of products | | | — | | | — | | | 5,515 | | | (5,515) |
99,542,980-2 | | | Foods Compañía de Alimentos CCU Ltda. | | | Chile | | | Joint venture | | | Capital decrease | | | — | | | — | | | 11,200,000 | | | — |
99,542,980-2 | | | Foods Compañía de Alimentos CCU Ltda. | | | Chile | | | Joint venture | | | Services provided | | | 27,744 | | | 27,744 | | | 325,857 | | | 325,857 |
99,542,980-2 | | | Foods Compañía de Alimentos CCU Ltda. | | | Chile | | | Joint venture | | | Consignation sales | | | — | | | — | | | 956,516 | | | — |
0-E | | | Ecor Ltda. | | | Bolivia | | | Related to the subsidiary's shareholder | | | Services received | | | 140,109 | | | (140,109) | | | 157,818 | | | (157,818) |
0-E | | | Central Cervecera de Colombia S.A.S. | | | Colombia | | | Joint venture | | | Capital contribution | | | 19,287,372 | | | — | | | — | | | — |
0-E | | | Zona Franca Central Cervecera S.A.S. | | | Colombia | | | Joint venture | | | Capital contribution | | | — | | | — | | | 13,563,816 | | | — |
0-E | | | Amstel Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | License and technical assistance | | | 26,010 | | | (26,010) | | | 265,594 | | | (265,594) |
0-E | | | Cigar Trading S.R.L. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 1,368 | | | 958 | | | 704 | | | 368 |
0-E | | | Consignataria de Ganado S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | — | | | — | | | 239 | | | 60 |
0-E | | | Emprendimientos Hoteleros S.A.E.C.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 14,681 | | | 10,277 | | | 15,626 | | | 9,009 |
0-E | | | Fundación Ramón T. Cartes | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 217 | | | 152 | | | 3,860 | | | 1,005 |
0-E | | | Ganadera Las Pampas S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 13,611 | | | 9,528 | | | 457 | | | 135 |
0-E | | | Gráfica Editorial Inter-Sudamericana S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 464 | | | 325 | | | 967 | | | 665 |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | Purchase of products | | | 10,419,088 | | | — | | | 12,449,658 | | | — |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | License and technical assistance | | | 12,444,232 | | | (12,444,232) | | | 10,395,266 | | | (10,395,266) |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | Services received | | | 182,716 | | | (182,716) | | | 116,703 | | | (116,703) |
0-E | | | Banco BASA S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 1,788 | | | 1,252 | | | 1,458 | | | 797 |
0-E | | | Cementos Concepción S.A.E. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 4,823 | | | 3,376 | | | — | | | — |
0-E | | | Chajha S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 15,414 | | | 10,790 | | | 4,284 | | | 893 |
0-E | | | Club Libertad | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 14,358 | | | 10,050 | | | 3,304 | | | 1,412 |
0-E | | | Ganadera Sofía S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 1,962 | | | 1,374 | | | — | | | — |
0-E | | | La Misión S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 958 | | | 671 | | | 774 | | | 543 |
0-E | | | Palermo S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 4,706 | | | 3,294 | | | 3,161 | | | 1,040 |
0-E | | | Prana S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 1,310 | | | 917 | | | — | | | — |
Tax ID | | | Company | | | Country of origin | | | Relationship | | | Transaction | | | 2020 | | | 2019 | ||||||
| | Amounts | | | (Charges)/ Credits (Effect on Income) | | | Amounts | | | (Charges)/ Credits (Effect on Income) | ||||||||||||||
| | ThCh$ | | | ThCh$ | | | ThCh$ | | | ThCh$ | ||||||||||||||
0-E | | | QSR S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 40,417 | | | 28,293 | | | 93,590 | | | 60,787 |
0-E | | | Tabacalera del Este S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 14,215 | | | 9,950 | | | 3,489 | | | 2,152 |
0-E | | | Societé des Produits Nestlé S.A. | | | Switzerland | | | Related to the subsidiary's shareholder | | | Royalty | | | 671,730 | | | (671,730) | | | 528,805 | | | (528,805) |
Tax ID | | | Company | | | Country of origin | | | Relationship | | | Transaction | | | 2019 | | | 2018 | ||||||
| | Amounts | | | (Charges)/ Credits (Effect on Income) | | | Amounts | | | (Charges)/ Credits (Effect on Income) | ||||||||||||||
| | ThCh$ | | | ThCh$ | | | ThCh$ | | | ThCh$ | ||||||||||||||
76,079,669-7 | | | Minera Antucoya | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 2,813 | | | 1,988 | | | 2,045 | | | 1,454 |
76,115,132-0 | | | Canal 13 SpA. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 2,054,644 | | | (2,054,644) | | | 2,641,844 | | | (2,641,844) |
76,178,803-5 | | | Viña Tabali S.A. | | | Chile | | | Related to the controller's shareholder | | | Services provided | | | 69,567 | | | 25,771 | | | 90,214 | | | 90,214 |
76,313,970-0 | | | Inversiones Irsa Ltda. | | | Chile | | | Related to the controller | | | Dividends paid | | | 14,493,784 | | | — | | | 4,522,295 | | | — |
76,380,217-5 | | | Hapag-Lloyd Chile SpA. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 160,967 | | | — | | | 159,652 | | | — |
76,727,040-2 | | | Minera Centinela | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 9,016 | | | 6,372 | | | 7,246 | | | 5,152 |
76,800,322-K | | | Yanghe Chile SpA. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 927,097 | | | — | | | 1,107,211 | | | — |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | Related to non-controlling subsidiary | | | Services received | | | 135,589 | | | (135,589) | | | 113,507 | | | (113,507) |
77,051,330-8 | | | Cervecería Kunstmann Ltda. | | | Chile | | | Related to non-controlling subsidiary | | | Sales of products | | | 796,617 | | | 614,988 | | | 773,056 | | | 589,466 |
77,755,610-K | | | Comercial Patagona Ltda. | | | Chile | | | Subsidiary of joint venture | | | Services received | | | 544,738 | | | (544,738) | | | 405,845 | | | (405,845) |
77,755,610-K | | | Comercial Patagona Ltda. | | | Chile | | | Subsidiary of joint venture | | | Sales of products | | | 6,975,121 | | | 4,492,551 | | | 5,691,405 | | | 3,761,223 |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | Shareholder of joint operation | | | Purchase of products | | | 10,237,934 | | | — | | | 10,555,440 | | | — |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | Shareholder of joint operation | | | Services provided | | | 2,289,097 | | | 2,289,097 | | | 2,756,584 | | | 2,756,584 |
78,259,420-6 | | | Inversiones PFI Chile Ltda. | | | Chile | | | Shareholder of joint operation | | | Services received | | | 269,996 | | | (269,996) | | | 302,332 | | | (302,332) |
79,985,340-K | | | Cervecera Valdivia S.A. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 3,886,021 | | | — | | | 990,073 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Purchase of products | | | 4,496,965 | | | — | | | 5,432,008 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 928,507 | | | — | | | 768,325 | | | — |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limarí Ltda. | | | Chile | | | Shareholder of subsidiary | | | Loan | | | 36,828 | | | 4,285 | | | 35,016 | | | 3,863 |
81,805,700-8 | | | Cooperativa Agrícola Control Pisquero de Elqui y Limari Ltda. | | | Chile | | | Shareholder of subsidiary | | | Sales of products | | | 12,367 | | | 8,164 | | | 3,731 | | | 2,464 |
90,703,000-8 | | | Nestlé Chile S.A. | | | Chile | | | Shareholder of subsidiary | | | Dividends paid | | | 4,931,641 | | | — | | | 3,922,143 | | | — |
91,705,000-7 | | | Quiñenco S.A. | | | Chile | | | Controller's shareholder | | | Sales of products | | | 19,952 | | | 13,932 | | | 20,362 | | | 14,330 |
92,011,000-2 | | | Empresa Nacional de Energía Enex S.A. | | | Chile | | | Related to the controller's shareholder | | | Purchase of products | | | 200,481 | | | (200,481) | | | 227,106 | | | (227,106) |
92,011,000-2 | | | Empresa Nacional de Energía Enex S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 444,367 | | | (444,367) | | | 277,482 | | | (277,482) |
92,048,000-4 | | | SAAM S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | — | | | — | | | 11,453 | | | — |
93,920,000-2 | | | Antofagasta Minerals S.A. | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 38,007 | | | 28,630 | | | 34,966 | | | 27,973 |
94,625,000-7 | | | Inversiones Enex S.A. | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 1,394,919 | | | 988,572 | | | 1,434,303 | | | 1,020,286 |
96,427,000-7 | | | Inversiones y Rentas S.A. | | | Chile | | | Controller | | | Dividends paid | | | 112,614,526 | | | — | | | 35,137,554 | | | — |
96,427,000-7 | | | Inversiones y Rentas S.A. | | | Chile | | | Controller | | | Services provided | | | 9,176 | | | 9,176 | | | 9,106 | | | 9,106 |
96,571,220-8 | | | BanChile Corredores de Bolsa S.A. | | | Chile | | | Related to the controller's shareholder | | | Investments | | | 531,200,000 | | | — | | | 1,231,060,000 | | | — |
96,571,220-8 | | | BanChile Corredores de Bolsa S.A. | | | Chile | | | Related to the controller's shareholder | | | Investment Rescue | | | 552,594,958 | | | 274,958 | | | 1,220,115,263 | | | 1,225,263 |
96,591,040-9 | | | Empresas Carozzi S.A. | | | Chile | | | Shareholder of joint operation | | | Purchase of products | | | 5,201,040 | | | — | | | 3,823,086 | | | — |
Tax ID | | | Company | | | Country of origin | | | Relationship | | | Transaction | | | 2019 | | | 2018 | ||||||
| | Amounts | | | (Charges)/ Credits (Effect on Income) | | | Amounts | | | (Charges)/ Credits (Effect on Income) | ||||||||||||||
| | ThCh$ | | | ThCh$ | | | ThCh$ | | | ThCh$ | ||||||||||||||
96,591,040-9 | | | Empresas Carozzi S.A. | | | Chile | | | Shareholder of joint operation | | | Sales of products | | | 86,790 | | | 81,906 | | | 35,852 | | | 28,656 |
96,657,690-1 | | | Inversiones Punta Brava S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | — | | | — | | | 87,894 | | | (87,894) |
96,657,690-1 | | | Inversiones Punta Brava S.A. | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 1,188 | | | 840 | | | 1,095 | | | 779 |
96,689,310-9 | | | Transbank S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 187,378 | | | (187,378) | | | 167,149 | | | (167,149) |
96,798,520-1 | | | SAAM Extraportuario S.A. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 41,188 | | | — | | | 83,711 | | | — |
96,810,030-0 | | | Radiodifusión SpA. | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 306,153 | | | (306,153) | | | 470,325 | | | (470,325) |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Purchase of products | | | 14,235,437 | | | — | | | 10,055,050 | | | — |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Dividends received | | | 438,258 | | | — | | | 372,088 | | | — |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Royalty | | | 331,083 | | | (331,083) | | | 329,276 | | | (329,276) |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Services provided | | | 253,789 | | | 253,789 | | | 258,099 | | | 258,099 |
96,919,980-7 | | | Cervecería Austral S.A. | | | Chile | | | Joint venture | | | Sales of products | | | 71,885 | | | 51,102 | | | 38,444 | | | 28,125 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Derivatives | | | 75,540,396 | | | 2,859 | | | 42,723,097 | | | (753,383) |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Interests | | | 149,209 | | | (149,209) | | | 165,325 | | | (165,325) |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Investments | | | 106,006,335 | | | — | | | 374,540,529 | | | — |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Investment Rescue | | | 105,256,049 | | | 175,733 | | | 371,884,715 | | | 343,839 |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Services received | | | 393,096 | | | (393,096) | | | 368,839 | | | (368,839) |
97,004,000-5 | | | Banco de Chile | | | Chile | | | Related to the controller's shareholder | | | Sales of products | | | 246,431 | | | 223,733 | | | 247,781 | | | 218,469 |
99,542,980-2 | | | Foods Compañía de Alimentos CCU S.A. | | | Chile | | | Joint venture | | | Purchase of products | | | 5,515 | | | (5,515) | | | 24,944 | | | (24,944) |
99,542,980-2 | | | Foods Compañía de Alimentos CCU S.A. | | | Chile | | | Joint venture | | | Capital decrease | | | 11,200,000 | | | — | | | — | | | — |
99,542,980-2 | | | Foods Compañía de Alimentos CCU S.A. | | | Chile | | | Joint venture | | | Services provided | | | 325,857 | | | 325,857 | | | 444,677 | | | 444,677 |
99,542,980-2 | | | Foods Compañía de Alimentos CCU S.A. | | | Chile | | | Joint venture | | | Consignation sales | | | 956,516 | | | — | | | 3,029,169 | | | — |
0-E | | | Bebidas Bolivianas BBO S.A. | | | Bolivia | | | Associate (until july 2018) | | | Sales of products | | | — | | | — | | | 194,516 | | | 73,916 |
0-E | | | Ecor Ltda. | | | Bolivia | | | Related to the subsidiary's shareholder | | | Services received | | | 157,818 | | | (157,818) | | | 67,426 | | | (67,426) |
0-E | | | Zona Franca Central Cervecera S.A.S. | | | Colombia | | | Joint venture | | | Capital contribution | | | 13,563,816 | | | — | | | 59,505,559 | | | — |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | Purchase of products | | | 12,449,658 | | | — | | | 11,604,832 | | | — |
0-E | | | Amstel Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | License and technical assistance | | | 265,594 | | | (265,594) | | | 247,395 | | | (247,395) |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | License and technical assistance | | | 10,395,266 | | | (10,395,266) | | | 9,678,688 | | | (9,678,688) |
0-E | | | Heineken Brouwerijen B.V. | | | Netherlands | | | Related to the controller's shareholder | | | Services received | | | 116,703 | | | (116,703) | | | 73,733 | | | (73,733) |
0-E | | | Banco BASA S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 1,458 | | | 797 | | | — | | | — |
0-E | | | Chajha S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 4,284 | | | 893 | | | 2,003 | | | 1,318 |
0-E | | | Cigar Trading S.R.L. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 704 | | | 368 | | | 671 | | | 392 |
0-E | | | Club Libertad | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 3,304 | | | 1,412 | | | 7,697 | | | 4,737 |
0-E | | | Consignataria de Ganado S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 239 | | | 60 | | | — | | | — |
0-E | | | Emprendimientos Hoteleros S.A.E.C.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 15,626 | | | 9,009 | | | 12,401 | | | 8,101 |
0-E | | | Fundación Ñande Paraguay | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | — | | | — | | | 1,602 | | | 947 |
0-E | | | Fundación Ramón T. Cartes | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 3,860 | | | 1,005 | | | 217 | | | 107 |
0-E | | | Ganadera Las Pampas S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 457 | | | 135 | | | 836 | | | 242 |
0-E | | | Gráfica Editorial Inter-Sudamericana S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 967 | | | 665 | | | 5,973 | | | 4,154 |
0-E | | | La Misión S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 774 | | | 543 | | | 871 | | | 610 |
Tax ID | | | Company | | | Country of origin | | | Relationship | | | Transaction | | | 2019 | | | 2018 | ||||||
| | Amounts | | | (Charges)/ Credits (Effect on Income) | | | Amounts | | | (Charges)/ Credits (Effect on Income) | ||||||||||||||
| | ThCh$ | | | ThCh$ | | | ThCh$ | | | ThCh$ | ||||||||||||||
0-E | | | Palermo S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 3,161 | | | 1,040 | | | 4,069 | | | 2,825 |
0-E | | | QSR S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 93,590 | | | 60,787 | | | 32,858 | | | 19,080 |
0-E | | | Tabacalera del Este S.A. | | | Paraguay | | | Related to the subsidiary's shareholder | | | Sales of products | | | 3,489 | | | 2,152 | | | 25,861 | | | 16,339 |
0-E | | | Societé des Produits Nestlé S.A. | | | Switzerland | | | Related to the subsidiary's shareholder | | | Royalty | | | 528,805 | | | (528,805) | | | 706,629 | | | (706,629) |
(a) | that the execution of a Form of Chilean Share Acceptance or Form of U.S. Share Acceptance, as applicable, shall constitute: (1) an acceptance of the Offer in respect of the number of Shares identified in the Form of Chilean Share Acceptance or Form of U.S. Share Acceptance, as applicable; and (2) an undertaking to execute all further documents and give all further assurances which may be required to enable IRSA to obtain the full benefit of this section and/or perfect any of the authorities expressed to be given hereunder, on and subject to the terms set out or referred to in this document and the Form of Chilean Share Acceptance or Form of U.S. Share Acceptance, as applicable, and that, subject only to the rights set out in “The Offer — Section 5. Tender Withdrawal Rights,” each such acceptance shall be irrevocable; |
(b) | that the Shares in respect to which the Offer is accepted or deemed to be accepted are fully paid and non-assessable, sold free from all liens, pledges, charges and encumbrances and together with all rights now or hereafter attaching thereto, including voting rights and the right to all dividends, other distributions and interest payments hereafter declared, made or paid; |
(c) | that the execution of the Form of Chilean Share Acceptance or Form of U.S. Share Acceptance, as applicable, constitutes, subject to the accepting holder not having validly withdrawn his or her acceptance, the irrevocable appointment of the Chilean Share Tender Agent, its directors and agents as such holder’s attorney and/or agent (the “Attorney”) and an irrevocable instruction to the Attorney to complete and execute his or her signed traspaso(s) and all or any form(s) of transfer and/or other document(s) at the discretion of the Attorney in relation to the Shares referred to in paragraph (a) above in respect of which the accepting holder of Shares has not validly withdrawn acceptance in favor of IRSA or such other person or persons as IRSA may direct and to deliver such form(s) of transfer and/or other document(s) at the discretion of the Attorney together with the título(s) and/or other document(s) of title relating to such Shares and to do all such other acts and things as may in the opinion of the Attorney be necessary or expedient for the purpose of, or in connection with, the acceptance of the Offer and to vest in IRSA or its nominee(s) the Shares as aforesaid; |
(d) | that the execution of the Form of Chilean Share Acceptance or Form of U.S. Share Acceptance, as applicable, constitutes, subject to the accepting holder of Shares not having validly withdrawn its acceptance, an irrevocable authority and request (1) to CCU, its General Manager (Gerente General) or its agents to procure the registration of the transfer of the Shares pursuant to the Offer and the delivery of the new título(s) and/or other document(s) of title in respect thereof to IRSA or as IRSA may direct; and (2) to IRSA or its agents to record and act upon any instructions with regard to notices and payments which have been recorded in the records of CCU in respect of such holder’s holding(s) of Shares; |
(e) | that the holder of Shares will deliver to the Chilean Share Tender Agent or U.S. Share Tender Agent, as applicable, at the address shown on the back page of this Offer to Purchase such holder’s título(s) and/or document(s) of title in respect of the Shares referred to in paragraph (a); |
(f) | that this section shall be incorporated in and form part of the Form of Chilean Share Acceptance or Form of U.S. Share Acceptance, as applicable, which shall be read and construed accordingly; and |
(g) | that the holder agrees to ratify each and every act or thing which may be done or effected by IRSA or any of its directors or agents or CCU or its agents, as the case may be, in the proper exercise of any of its power and/or authorities thereunder. |
(a) | (1) the holder must deliver to the ADS Tender Agent a properly completed and duly executed ADS Letter of Transmittal (or copy thereof, provided the signature is original) and all other documents required by the ADS Letter of Transmittal at one of its addresses set forth on the back cover of this Offer to Purchase and (2) ADRs for the ADSs to be tendered must be received by the ADS Tender Agent at one of such addresses by the applicable Expiration Date; or |
(b) | a holder’s ADSs must be delivered pursuant to the procedures for book-entry transfer described below (and a properly completed and duly executed ADS Letter of Transmittal (or copy thereof, provided the signature is original), unless an Agent’s Message (as defined below) confirming such delivery is received by the ADS Tender Agent) by the Expiration Date. |
| | | High | | | Low | |
Fiscal Year 2019 | | | | | ||
First Quarter | | | Ch$9,974 | | | Ch$8,600 |
Second Quarter | | | Ch$9,940 | | | Ch$8,812 |
Third Quarter | | | Ch$9,990 | | | Ch$7,789 |
Fourth Quarter | | | Ch$8.199 | | | Ch$6,850 |
Fiscal Year 2020 | | | | | ||
First Quarter | | | Ch$7,868 | | | Ch$4,989 |
Second Quarter | | | Ch$6,812 | | | Ch$5,151 |
Third Quarter | | | Ch$6,440 | | | Ch$4,982 |
Fourth Quarter | | | Ch$5,899 | | | Ch$4,125 |
Fiscal Year 2021 | | | | | ||
First Quarter | | | Ch$6,735 | | | Ch$5,247 |
Second Quarter (through May 17, 2021) | | | Ch$6,850 | | | Ch$6,265 |
| | | | |
| | | High | | | Low | |
Fiscal Year 2019 | | | | | ||
First Quarter | | | US$29.47 | | | US$24.92 |
Second Quarter | | | US$29.48 | | | US$25.55 |
Third Quarter | | | US$29.40 | | | US$21.71 |
Fourth Quarter | | | US$22.52 | | | US$17.80 |
Fiscal Year 2020 | | | | | ||
First Quarter | | | US$20.22 | | | US$11.25 |
Second Quarter | | | US$16.62 | | | US$12.53 |
Third Quarter | | | US$15.90 | | | US$12.66 |
Fourth Quarter | | | US$15.79 | | | US$10.72 |
Fiscal Year 2021 | | | | | ||
First Quarter | | | US$18.89 | | | US$14.72 |
Second Quarter (through May 17, 2021) | | | US$19.19 | | | US$17.47 |
| | | 12/31/2020 | | | 12/31/2019 | |
| | | ThCh$ | | | ThCh$ | |
ASSETS | | | | | ||
Current assets | | | | | ||
Cash and cash equivalents | | | 399,196,053 | | | 197,368,317 |
Trade receivables and other accounts receivable, current | | | 275,387,923 | | | 300,013,940 |
Inventory, current | | | 231,843,261 | | | 232,434,461 |
Other current assets | | | 56,391,805 | | | 60,485,597 |
Total current assets | | | 962,819,042 | | | 790,302,315 |
| | | | | |||
Non-current assets | | | | | ||
Property, plant and equipment | | | 1,082,515,880 | | | 1,071,730,034 |
Investments accounted for using the equity method | | | 131,106,785 | | | 136,098,062 |
Intangible assets other than goodwill | | | 128,257,441 | | | 125,618,666 |
Goodwill | | | 144,327,730 | | | 152,092,405 |
Deferred tax assets | | | 51,044,712 | | | 54,528,648 |
Other non-current assets | | | 55,214,823 | | | 25,673,987 |
Total non-current assets | | | 1,592,467,371 | | | 1,591,545,923 |
Total Assets | | | 2,555,286,413 | | | 2,381,848,238 |
| | | 12/31/2020 | | | 12/31/2019 | |
| | | ThCh$ | | | ThCh$ | |
LIABILITIES | | | | | ||
Current Liabilities | | | | | ||
Other financial liabilities, current | | | 81,457,480 | | | 75,802,649 |
Employee benefit provisions, current | | | 39,900,588 | | | 27,356,205 |
Trade payables and other accounts payable | | | 324,525,367 | | | 306,658,776 |
Other current liabilities | | | 77,160,470 | | | 64,538,843 |
Total current liabilities | | | 523,043,905 | | | 479,213,570 |
| | | | | |||
Non-current Liabilities | | | | | ||
Other financial liabilities, non-current | | | 435,878,755 | | | 267,156,389 |
Employee benefit provisions, non-current | | | 35,678,357 | | | 33,571,138 |
Deferred tax liabilities | | | 118,729,946 | | | 131,582,558 |
Other non-current liabilities | | | 27,708,612 | | | 558,511 |
Total non-current liabilities | | | 617,995,670 | | | 461,081,855 |
Total Liabilities | | | 1,141,039,575 | | | 940,295,425 |
| | | | | |||
Equity | | | | | ||
Equity attributable to the owners of the parent | | | 783,372,808 | | | 795,458,065 |
Non-controlling interests | | | 630,874,030 | | | 646,094,748 |
Total equity | | | 1,414,246,838 | | | 1,441,552,813 |
Total Liabilities and Equity | | | 2,555,286,413 | | | 2,381,848,238 |
| | | 12/31/2020 | | | 12/31/2019 | |
| | | ThCh$ | | | ThCh$ | |
INCOME STATEMENT | | | | | ||
Revenue | | | 1,857,593,678 | | | 1,822,540,697 |
Costs | | | (1,701,891,064) | | | (1,614,417,397) |
Gains (losses) from operating activities | | | 174,984,762 | | | 233,769,605 |
Financial income | | | 3,463,200 | | | 13,179,134 |
Financial costs | | | (30,308,542) | | | (29,709,130) |
Share in profit from associates and joint ventures accounted for using the equity method | | | (8,437,209) | | | (16,431,759) |
Exchange differences | | | 2,551,547 | | | (9,054,155) |
Income from indexed units | | | (1,504,649) | | | (9,521,157) |
Pre-tax gain | | | 140,749,109 | | | 182,232,538 |
Income tax expense | | | (35,080,785) | | | (39,756,517) |
Gain | | | 105,668,324 | | | 142,476,021 |
| | | | | |||
Gain attributable to the owners of the parent | | | 55,164,829 | | | 74,915,374 |
Gain attributable to non-controlling interests | | | 50,503,495 | | | 67,560,647 |
Consolidated Gain | | | 105,668,324 | | | 142,476,021 |
| | | As of December 31, | ||||
| | | 2020 | | | 2019 | |
Liquidity Ratios | | | | | ||
Liquidity Ratio | | | 1.84 | | | 1.65 |
(Total Current Assets / Total Current Liabilities) | | | | | ||
Acid Test | | | 1.40 | | | 1.16 |
((Current Assets – Inventory – Trade receivables and other accounts receivable, current) / Current Liabilities) | | | | | ||
| | | | | |||
Leverage Ratios | | | | | ||
Leverage Ratio | | | 1.46 | | | 1.18 |
(Total Liabilities / Equity Attributable to the Owners of the Parent) | | | | | ||
Coverage Ratio | | | 5.64 | | | 7.13 |
(Gains Prior to Taxes and Financial Costs / Financial Costs) | | | | | ||
| | | | | |||
Profitability Ratio | | | | | ||
Return on Equity | | | 7.04% | | | 9.42% |
(Gain attributable to the owners of the parent / Equity Attributable to the Owners of the Parent) | | | | | ||
Return on Assets | | | 2.23% | | | 3.11% |
(Gain attributable to the owners of the parent / Average Total Assets) | | | | | ||
Lender | | | Date of Incurrence | | | Principal Amount (in UF*) | | | Amount Available (in UF*) | | | Interest Rate | | | Amortization Schedule and Maturity Date |
Scotiabank Chile | | | February 5, 2021 | | | 5,200,000 | | | 3,850,000 | | | 0.85% per annum | | | May 31, 2024 – 14.28% |
| | | | | | | | | | | May 30, 2025 – 14.28% | |||||
| | | | | | | | | | | May 29, 2026 – 14.28% | |||||
| | | | | | | | | | | May 31, 2027 – 14.28% | |||||
| | | | | | | | | | | May 31, 2028 – 42.88% |
* | Unidades de Fomento (“UFs”) are inflation-indexed, peso-denominated monetary units. The UF rate is set daily in advance based on changes in the previous month’s inflation rate in Chile. |
• | the absence of any Adverse Governmental Action (as defined below). |
ADS Tender Agent and U.S. Share Tender Agent | | | US$128,000 |
Chilean Share Tender Agent | | | US$111,000 |
Information Agent | | | US$27,000 |
Dealer Manager and U.S. Settlement Agent | | | US$820,000 |
Legal Fees and Related Expenses | | | US$1,446,000 |
Filing Fees and Related Fees | | | US$43,000 |
Printing, Mailing and Distribution Expenses | | | US$8,000 |
Financing Expenses | | | US$1,935,000 |
Miscellaneous | | | US$164,000 |
Total | | | US$4,682,000 |
May 19, 2021. | | | Inversiones y Rentas S.A. |
A. | Directors |
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Carlos Molina Solís United States | | | 396 Alhambra Circle PH1, Coral Gables, Florida, U.S.A | | | • | Chairman of IRSA (2012-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Board Member of CCU (2012-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
José Francisco Pérez Mackenna Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Vice Chairman of IRSA (2009-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Chief Executive Officer of Quiñenco S.A. (1998-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | ||
| | | | | • | Board Member of CCU (2009-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
| | | | | • | Nexans Board Member (2011-Present) Address: Le Vinci, 4 allée de l’Arche, 92400 Courbevoie, France | ||
| | | | | • | Hapag-Lloyd Board Member (2015-Present) Address: Ballindamm 25, 20095 Hamburg, Germany | ||
| | | | | • | Banco de Chile S.A. Board Member (2009-Present) Address: Ahumada 251, Santiago, Chile | ||
| | | | | • | Invexans S.A. Board Member (2013-Present) Address: Enrique Foster Sur 20, 12th Floor, Las Condes, Santiago, Chile | ||
| | | | | • | Sociedad Matriz SAAM S.A. Board Member (2013-Present) Address: Apoquindo 4800, Tower II, 18th Floor, Las Condes, Santiago, Chile | ||
| | | | | • | Compañía Sud Americana de Vapores S.A. Board Member (2012-Present) Address: Hendaya 60, 14th Floor, Las Condes, Santiago, Chile | ||
Rory Cullinan Irish | | | Flat 3, 89 Onslow Square, London. United Kingdom | | | • | Board Member of IRSA (2019-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Board Member of CCU (2019-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Pablo José Granifo Lavín Chilean | | | Ahumada 251, Santiago, Chile | | | • | Board Member of IRSA (2013-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Chairman of the Board of Directors of Banco de Chile (2007-Present) Address: Ahumada 251, Santiago, Chile | ||
| | | | | • | Board Member of CCU (2013-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
| | | | | • | Board Member of Quiñenco (2019-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | ||
Rodrigo Hinzpeter Kirberg Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Board Member of IRSA (2015-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Board Member of CCU (2015-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
| | | | | • | Quiñenco S.A. Legal Counsel (2014-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | ||
| | | | | • | Invexans S.A. Board Member (2016-Present) Address: Enrique Foster Sur 20, 12th Floor, Las Condes, Santiago, Chile | ||
Marc Gross French | | | Smeetsweg 1, 2382PH, Zoeterwoude, Holland | | | • | Board Member of IRSA (2020-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Board Member of CCU (2020-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
B. | Executive Officers |
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Alessandro Bizzarri Carvallo Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Chief Executive Officer of IRSA (2009-Present). Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Partner Carvallo Bizzarri Garcia Law firm Address: Nueva Costanera 4229, Suite 206, Vitacura, Santiago, Chile | ||
Rosita Covarrubias Gatica Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Chief Financial Officer of IRSA (2013-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
A. | Directors |
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Andrónico Luksic Craig Chilean | | | Enrique Foster Sur 20, 14th floor, Santiago, Chile | | | • | Chairman of the Board of Directors of Quiñenco (1997-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Vice Chairman of the Board of Directors of Banco de Chile (2009-Present) Address: Ahumada 251, Santiago, Chile | ||
| | | | | • | Nexans Board Member (2013-Present) Address: Le Vinci, 4 allée de l’Arche, 92400 Courbevoie, France | ||
| | | | | • | Director of various companies | ||
Jean-Paul Luksic Fontbona Chilean | | | Apoquindo 4001, 22nd Floor, Las Condes, Santiago, Chile | | | • | Non-Executive Chairman of Antofagasta plc (2014-Present) Address: Cleveland House, 33 King Street, London SW1Y 6RJ, United Kingdom |
| | | | | • | Chairman of Antofagasta Minerals (2004-Present) Address: Apoquindo 4001, 18th Floor, Las Condes, Santiago, Chile | ||
| | | | | • | Vice Chairman of the Board of Directors of Quiñenco (1993-Present) Address: Enrique Foster Sur 20, 14th floor, Santiago, Chile | ||
| | | | | • | Director of various companies | ||
Nicolás Luksic Puga Chilean | | | Enrique Foster Sur 20, 21st Floor, Santiago, Chile | | | • | Board Member of Quiñenco S.A. (2013-Present) Address: Enrique Foster Sur 20, 14th floor, Santiago, Chile |
| | | | | • | Chairman Inmobiliaria e Inversiones Rio Claro S.A. (2013-Present) Address: Enrique Foster Sur 20, 21st Floor, Santiago, Chile | ||
Andrónico Luksic Lederer Chilean | | | Apoquindo 4001, 21st Floor, Santiago, Chile | | | • | Board Member of Quiñenco S.A. (2014-Present) Address: Enrique Foster Sur 20, 14th floor, Santiago, Chile |
| | | | | • | Antofagasta Minerals -Development Vice President (2015-Present) Address: Apoquindo 4001, 18th Floor, Las Condes, Santiago, Chile | ||
Carolina de la Huerta Aguirre Chilean | | | Espoz 2683, Vitacura, Santiago, Chile | | | • | Board Member of Quiñenco S.A. (2020-Present) Address: Enrique Foster Sur 20, 14th floor, Santiago, Chile |
| | | | | • | Chairman of Luksic Foundation (2020-Present) | ||
| | | | | Address: Hendaya 60, Suite 801, Las Condes, Santiago, Chile | |||
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Hernán Büchi Buc Chilean | | | Alcántara 498, Las Condes, Santiago, Chile | | | • | Board Member of Quiñenco S.A. (1997-Present) Address: Enrique Foster Sur 20, 14th floor, Santiago, Chile |
| | | | | • | Banco de Chile S.A. Board Member (2019-Present) | ||
| | | | | Address: Ahumada 251, Santiago, Chile | |||
| | | | | • | Invexans S.A. Board Member (2013-Present) | ||
| | | | | Address: Enrique Foster Sur 20, 12th Floor, Las Condes, Santiago, Chile | |||
| | | | | • | Sociedad Matriz SAAM S.A. Board Member (2013-Present) | ||
| | | | | Address: Apoquindo 4800, Tower II, 18th Floor, Las Condes, Santiago, Chile | |||
| | | | | • | Compañía Sud Americana de Vapores S.A. Board Member (2013-Present) | ||
| | | | | Address: Hendaya 60, 14th Floor, Las Condes, Santiago, Chile | |||
| | | | | • | Director of various companies | ||
Pablo Granifo Lavin Chilean | | | Ahumada 251, Santiago, Chile | | | • | Board Member of Quiñenco S.A. (2019-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Board Member of IRSA (2013-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | ||
| | | | | • | Chairman of the Board of Directors of Banco de Chile (2007-Present) | ||
| | | | | Address: Ahumada 251, Santiago, Chile | |||
| | | | | • | Board Member of CCU (2013-Present) Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | ||
Matko Koljatic Maroevic Chilean | | | Camino Otoñal 2555, Las Condes, Santiago, Chile | | | • | Board Member of Quiñenco S.A. (2003-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Director of various companies | ||
B. | Executive Officers |
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Francisco Pérez Mackenna Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Chief Executive Officer (1998-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Vice Chairman of IRSA (2009-Present) | ||
| | | | | Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | |||
| | | | | • | Board Member of CCU (2009-Present) | ||
| | | | | Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | |||
| | | | | • | Nexans Board Member (2011-Present) | ||
| | | | | Address: Le Vinci, 4 allée de l’Arche, 92400 Courbevoie, France | |||
| | | | | • | Hapag-Lloyd Board Member (2015-Present) | ||
| | | | | Address: Ballindamm 25, 20095 Hamburg, Germany | |||
| | | | | • | Banco de Chile S.A. Board Member (2009-Present) | ||
| | | | | Address: Ahumada 251, Santiago, Chile | |||
| | | | | • | Invexans S.A. Board Member (2013-Present) | ||
| | | | | Address: Enrique Foster Sur 20, 12th Floor, Las Condes, Santiago, Chile | |||
| | | | | • | Sociedad Matriz SAAM S.A. Board Member (2013-Present) | ||
| | | | | Address: Apoquindo 4800, Tower II, 18th Floor, Las Condes, Santiago, Chile | |||
| | | | | • | Compañía Sud Americana de Vapores S.A. Board Member (2012-Present) | ||
| | | | | Address: Hendaya 60, 14th Floor, Las Condes, Santiago, Chile | |||
Luis Fernando Antúnez Bories Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Chief Financial Officer (1996-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Mauricio Lob De La Carrera Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Manager of Corporate Affairs and Social Management (2020-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Public Affairs Manager (2014 – 2020) | ||
| | | | | Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | |||
Diego Bacigalupo Aracena Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Business Development Manager (2017-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Sociedad Matriz SAAM S.A. Board Member (2018-Present) | ||
| | | | | Address: Apoquindo 4800, Tower II, 18th Floor, Las Condes, Santiago, Chile | |||
Rodrigo Hinzpeter Kirberg Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Chief Counsel (2014 -Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
| | | | | • | Board Member of IRSA (2015-Present) | ||
| | | | | Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | |||
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
| | | | | • | Board Member of CCU (2015-Present) | ||
| | | | | Address: Vitacura 2670, 19th floor, Santiago, Región Metropolitana, Chile | |||
| | | | | • | Invexans S.A. Board Member (2016-Present) | ||
| | | | | Address: Enrique Foster Sur 20, 12th Floor, Las Condes, Santiago, Chile | |||
Pedro Marín Loyola Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Performance Control Manager and Internal Auditor (1999-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Pilar Rodriguez Alday Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Investor Relations Manager (2008-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Alvaro Sapag Rajevic Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Sustainability Manager (2014-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Andrea Tokman Ramos Chilean/U.S. | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Chief Economist (2014-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Davor Domitrovic Grubisic Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | Head of Legal and Prevention Manager (2014-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Óscar Henríquez Vignes Chilean | | | Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile | | | • | General Accountant (1996-Present) Address: Enrique Foster Sur 20, 14th floor, Las Condes, Santiago, Chile |
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Jesús García Sánchez-Reyes | | | Avenida Vitacura 2670, 19th floor, Las Condes, Santiago, Chile. | | | • | Heineken Chile's legal representative (pursuant to outstanding PoA) (2016 – Present). |
Spanish | | | | | Address: Mariano Sanchez Fontecilla 310, 2nd floor, Suite 201, Las Condes, Santiago, Chile | ||
| | | | | • | General Controller at Compañía Cervecerías Unidas S.A. (CCU) (2015 – Present). | ||
| | | | | • | Address: Avenida Vitacura 2670, 19th floor, Las Condes, Santiago, Chile. | ||
Sebastián Obach González | | | Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | | | • | Heineken Chile's legal representative (pursuant to outstanding PoA) (2007 – Present). |
Chilean | | | | | Address: Mariano Sanchez Fontecilla 310, 2nd floor, Suite 201, Las Condes, Santiago, Chile. | ||
| | | | | • | Senior Counsel / Consulting Lawyer at Cariola Díez Pérez-Cotapos Law Firm (1982 – Present). | ||
| | | | | Address: Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | |||
| | | | | • | Director of various companies. | ||
Francisco Javier Illanes Munizaga | | | Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | | | • | Heineken Chile's legal representative (pursuant to outstanding PoA) (2018 – Present). |
Chilean | | | | | Address: Mariano Sanchez Fontecilla 310, 2nd floor, Suite 201, Las Condes, Santiago, Chile. | ||
| | | | | • | Partner at Cariola Díez Pérez-Cotapos Law Firm (1987 – Present). | ||
| | | | | Address: Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | |||
| | | | | • | Director of various companies. | ||
Name and Citizenship | | | Address | | | Present and Material Occupations, Positions, Offices or Employment During the Past Five Years and Addresses | |
Gerardo Varela Alfonso | | | Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | | | • | Heineken Chile's legal representative (pursuant to outstanding PoA) (2007 – 2018, and from 2019 - Present). |
Chilean | | | | | Address: Mariano Sanchez Fontecilla 310, 2nd floor, Suite 201, Las Condes, Santiago, Chile. | ||
| | | | | • | Partner at Cariola Díez Pérez-Cotapos Law Firm (1996 – Present, and associate from 1990 – 1996 in the same firm). | ||
| | | | | Address: Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | |||
| | | | | • | Board Member of the Board of Directors of Sociedad Procesadora de Leche del Sur S.A. (2020 – Present). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Chairman of the Board of Directors of Sociedad Procesadora de Leche del Sur S.A. (2018 – 2020). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Vice-Chairman of the Board of Directors of Sociedad Procesadora de Leche del Sur S.A. (2011 – 2018). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Board Member of the Board of Directors of Soprole Inversiones S.A. (2016, 2018). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Chairman of the Board of Directors of Soprole Inversiones S.A. (2010 – 2018). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Minister of Education (Chile) (2018). | ||
| | | | | • | Director of various other companies. | ||
Andrea Saffie Vega | | | Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | | | • | Heineken Chile's legal representative (pursuant to outstanding PoA) (2020 – Present). |
Chilean | | | | | Address: Mariano Sanchez Fontecilla 310, 2nd floor, Suite 201, Las Condes, Santiago, Chile. | ||
| | | | | • | Partner at Cariola Díez Pérez-Cotapos Law Firm (2020 – Present, and associate from 2008 – 2020 in the same firm). | ||
| | | | | Address: Avenida Andrés Bello 2711, 19th floor, Las Condes, Santiago, Chile. | |||
| | | | | • | Alternate Board Member of the Board of Directors of Sociedad Procesadora de Leche del Sur S.A. (2020 – Present). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Alternate Board Member of the Board of Directors of Soprole Inversiones S.A. (2020 – Present). | ||
| | | | | Address: Avenida Vitacura 4465, Vitacura, Santiago, Chile. | |||
| | | | | • | Director of other companies. | ||
By Mail: | | | By Overnight Delivery: |
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