19.1 Number of shares:
|
|
|
Number of shares subscribed |
|
Number of shares paid in |
|
Number of voting shares |
|
||||||||||||
|
Series |
|
2017 |
|
2016 |
|
2015 |
|
2017 |
|
2016 |
|
2015 |
|
2017 |
|
2016 |
|
2015 |
|
|
A |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
473,289,301 |
|
|
B |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
473,281,303 |
|
19.1.1 Equity:
|
|
|
Subscribed Capital |
|
Paid-in capital |
|
||||||||
|
Series |
|
2017 |
|
2016 |
|
2015 |
|
2017 |
|
2016 |
|
2015 |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
A |
|
135,379,504 |
|
135,379,504 |
|
135,379,504 |
|
135,379,504 |
|
135,379,504 |
|
135,379,504 |
|
|
B |
|
135,358,070 |
|
135,358,070 |
|
135,358,070 |
|
135,358,070 |
|
135,358,070 |
|
135,358,070 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
270,737,574 |
|
270,737,574 |
|
270,737,574 |
|
270,737,574 |
|
270,737,574 |
|
270,737,574 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19.1.2Rights of each series:
|
· |
Series A: Elects 12 of the 14 Directors |
|
· |
Series B: Receives an additional 10% of dividends distributed to Series A and elects 2 of the 14 Directors. |
19.2Dividend policy
According to Chilean law, cash dividends must be paid equal to at least 30% of annual net profit, barring a unanimous vote by shareholders to the contrary. If there is no net profit in a given year, the Company will not be legally obligated to pay dividends from retained earnings. At the ordinary Shareholders’ Meeting held in April 2017, the shareholders agreed to pay out of the 2016 earnings are final dividend to complete the 30% required by the Law 18,046 which was paid in May 2017, and an additional dividend was paid in August 2017.
Pursuant to Circular Letter N° 1,945 of the Chilean Financial Market Commission (CMF) dated September 29, 2009, the Company’s Board of Directors decided to maintain the initial adjustments from adopting IFRS as retained earnings for future distribution.
Accumulated earnings at the date of IFRS adoption as of January 1, 2009, amounted to ThCh$ 19,260,703, of which ThCh$ 8,600,015 have been realized as of December 31, 2017, and are available for distribution as dividends in accordance with the following:
|
|
Event when |
|
Amount of |
|
Realized at |
|
Amount of |
|
|
|
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Revaluation of assets parent Company |
|
Sale or impairment |
|
14,800,384 |
|
(11,907,228 |
) |
2,893,156 |
|
|
Foreign currency translation differences of investments in related companies and subsidiaries |
|
Sale or impairment |
|
4,653,301 |
|
2,805,255 |
|
7,458,556 |
|
|
Full absorption cost accounting parent Company |
|
Sale of products |
|
305,175 |
|
(305,175 |
) |
— |
|
|
Post-employment benefits actuarial calculation parent Company |
|
Termination of employees |
|
946,803 |
|
(637,827 |
) |
308,976 |
|
|
Deferred taxes complementary accounts parent Company |
|
Amortization |
|
(1,444,960 |
) |
1,444,960 |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
19,260,703 |
|
(8,600,015 |
) |
10,660,688 |
|
|
|
|
|
|
|
|
|
|
|
|
The dividends declared and paid per share are presented below:
|
Dividend payment date |
|
Dividend |
|
Profits |
|
Ch$ per Series |
|
Ch$ per Series |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016 |
|
January |
|
Interim |
|
2015 |
|
17.00 |
|
18.70 |
|
|
2016 |
|
May |
|
Final |
|
2015 |
|
17.00 |
|
18.70 |
|
|
2016 |
|
August |
|
Additional |
|
Retained Earnings |
|
17.00 |
|
18.70 |
|
|
2016 |
|
October |
|
Interim |
|
2016 |
|
17.00 |
|
18.70 |
|
|
2017 |
|
January |
|
Interim |
|
2016 |
|
19.00 |
|
20.90 |
|
|
2017 |
|
May |
|
Final |
|
2016 |
|
19.00 |
|
20.90 |
|
|
2017 |
|
August |
|
Additional |
|
Retained Earnings |
|
19.00 |
|
20.90 |
|
|
2017 |
|
October |
|
Interim |
|
2017 |
|
19.00 |
|
20.90 |
|
|
2017 |
|
December (*) |
|
Interim |
|
2017 |
|
21.50 |
|
23.65 |
|
(*)This dividend is pending payment as of the closing date.
The balance of other reserves includes the following:
|
Description |
|
12.31.2017 |
|
12.31.2016 |
|
12.31.2015 |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Polar acquisition |
|
421,701,520 |
|
421,701,520 |
|
421,701,520 |
|
|
Foreign currency translation reserves |
|
(237,077,572 |
) |
(168,744,355 |
) |
(167,447,157 |
) |
|
Cash flow hedge reserve |
|
(3,094,671 |
) |
(2,448,175 |
) |
27,087,214 |
|
|
Reserve for employee benefit actuarial gains or losses |
|
(1,915,587 |
) |
(1,785,032 |
) |
(1,796,285 |
) |
|
Legal and statutory reserves |
|
5,435,538 |
|
5,435,538 |
|
5,435,538 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
185,049,228 |
|
254,159,496 |
|
284,980,830 |
|
|
|
|
|
|
|
|
|
|
19.3.1Polar acquisition
This amount corresponds to the fair value of the issuance of shares of Embotelladora Andina S.A., used to acquire Embotelladoras Coca-Cola Polar S.A., which was the value of the capital increase notarized in legal terms.
19.3.2Cash flow hedge reserve
They arise from the fair value of the existing derivative contracts that have been qualified for hedge accounting at the end of each financial period. When contracts are expired, these reserves are adjusted and recognized in the income statement in the corresponding period (see Note 20).
19.3.3Reserve for employee benefit actuarial gains or losses
Corresponds to the restatement effect of employee benefits actuarial losses that according to IAS 19 amendments must be carried to other comprehensive income.
19.3.4Legal and statutory reserves
The balance of other reserves is established through the following concept:
In accordance with Official Circular N° 456 issued by the Chilean Financial Market Commission (CMF), the legally required price-level restatement of paid-in capital for 2009 is presented as part of other equity reserves and is accounted for as a capitalization from Other Reserves with no impact on net income or retained earnings under IFRS. This amount totaled ThCh$ 5,435,538 as of December 31, 2009
19.3.5Foreign currency translation reserves
This corresponds to the conversion of the financial statements of foreign subsidiaries whose functional currency is different from the presentation currency of the consolidated financial statements. Additionally, exchange differences between accounts receivable kept by the companies in Chile with foreign subsidiaries are presented in this account, which have been treated as investment equivalents accounted for using the equity method. Translation reserves are detailed as follows:
|
Details |
|
12.31.2017 |
|
12.31.2016 |
|
12.31.2015 |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Brazil |
|
(90,156,924 |
) |
(58,306,230 |
) |
(88,444,294 |
) |
|
Argentina |
|
(128,348,112 |
) |
(108,386,213 |
) |
(84,913,998 |
) |
|
Paraguay |
|
(4,862,332 |
) |
10,545,453 |
|
21,728,456 |
|
|
Exchange rate differences in related companies |
|
(13,710,204 |
) |
(12,597,365 |
) |
(15,817,321 |
) |
|
|
|
|
|
|
|
|
|
|
Total |
|
(237,077,572 |
) |
(168,744,355 |
) |
(167,447,157 |
) |
|
|
|
|
|
|
|
|
|
The movement of this reserve for the fiscal years ended December 31, 2017,2016 and December 31, 2015, is detailed as follows:
|
Details |
|
12.31.2017 |
|
12.31.2016 |
|
12.31.2015 |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Brazil |
|
(31,850,694 |
) |
30,138,065 |
|
(57,582,790 |
) |
|
Argentina |
|
(19,961,899 |
) |
(23,472,215 |
) |
(28,640,580 |
) |
|
Paraguay |
|
(15,407,785 |
) |
(11,183,004 |
) |
(19,929,293 |
) |
|
Exchange rate differences in related companies |
|
(1,112,839 |
) |
3,219,956 |
|
(8,008,796 |
) |
|
|
|
|
|
|
|
|
|
|
Total |
|
(68,333,217 |
) |
(1,297,198 |
) |
(114,161,459 |
) |
|
|
|
|
|
|
|
|
|
19.3.6Consolidated statements of comprehensive income
As of December 31, 2017, 2016 and 2015, the detail of the comprehensive income and expense of the term is as follows:
|
|
|
Gross Balance |
|
Tax |
|
Net Balance |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Cash flow for hedge (1) |
|
(813,844 |
) |
167,348 |
|
(646,496 |
) |
|
Exchange rate translation differences (1) |
|
(68,831,435 |
) |
232,666 |
|
(68,598,769 |
) |
|
Benefit related to defined benefit plans |
|
(329,477 |
) |
84,017 |
|
(245,460 |
) |
|
|
|
|
|
|
|
|
|
|
Total Comprehensive income as of December 31, 2017 |
|
(69,974,756 |
) |
484,031 |
|
(69,490,725 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Gross Balance |
|
Tax |
|
Net Balance |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Cash flow for hedge (1) |
|
(42,836,575 |
) |
13,301,186 |
|
(29,535,389 |
) |
|
Exchange rate translation differences (1) |
|
148,686 |
|
(2,431,408 |
) |
(2,282,722 |
) |
|
Benefit related to defined benefit plans |
|
(29,423 |
) |
7,060 |
|
(22,363 |
) |
|
|
|
|
|
|
|
|
|
|
Total Comprehensive income as of December 31, 2016 |
|
(42,717,312 |
) |
10,876,838 |
|
(31,840,474 |
) |
|
|
|
|
|
|
|
|
|
|
|
Gross Balance |
|
Tax |
|
Net Balance |
|
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Cash flow for hedge (1) |
|
31,134,391 |
|
(10,172,792 |
) |
20,961,599 |
|
|
Exchange rate translation differences (1) |
|
(119,212,803 |
) |
4,604,711 |
|
(114,608,092 |
) |
|
Benefit related to defined benefit plans |
|
(744,445 |
) |
148,877 |
|
(595,568 |
) |
|
|
|
|
|
|
|
|
|
|
Total Comprehensive income as of December 31, 2015 |
|
(88,822,857 |
) |
(5,419,204 |
) |
(94,242,061 |
) |
|
|
|
|
|
|
|
|
|
|
(1) |
These concepts will be reclassified to the statements of income when it is settled. |
The movement of comprehensive income and expense is as follows:
|
As of December 31, 2017: |
|
Cash Flow |
|
Exchange rate |
|
Benefit |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Increase (decrease) |
|
(14.172.572 |
) |
(68,831,435 |
) |
(476.044 |
) |
|
Deferred taxes |
|
3.875.908 |
|
232,666 |
|
121.390 |
|
|
Reclassification to the result by function |
|
13.352.835 |
|
— |
|
146.564 |
|
|
Reclassification of deferred taxes related to other reserves |
|
(3.702.667 |
) |
— |
|
(37.370 |
) |
|
|
|
|
|
|
|
|
|
|
Total Changes in Equity |
|
(646,496 |
) |
(68,598,769 |
) |
(245,460 |
) |
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
(646.496 |
) |
(68,333,217 |
) |
(130.555 |
) |
|
Non-Controlling interests |
|
— |
|
(265,552 |
) |
(114.905 |
) |
|
|
|
|
|
|
|
|
|
|
Total Changes in equity as of December 31, 2017 |
|
(646,496 |
) |
(68,598,769 |
) |
(245,460 |
) |
|
|
|
|
|
|
|
|
|
|
As of December 31, 2016: |
|
Cash Flow |
|
Exchange rate |
|
Benefit |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Increase (decrease) |
|
(119,668,724 |
) |
148,686 |
|
(359,258 |
) |
|
Deferred taxes |
|
38,337,727 |
|
(2,431,408 |
) |
86,222 |
|
|
Reclassification to the result by function |
|
76,802,629 |
|
— |
|
313,341 |
|
|
Reclassification of deferred taxes related to other reserves |
|
(25,007,021 |
) |
— |
|
(62,668 |
) |
|
|
|
|
|
|
|
|
|
|
Total Changes in Equity |
|
(29,535,389 |
) |
(2,282,722 |
) |
(22,363 |
) |
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
(29,535,389 |
) |
(1,297,198 |
) |
11,253 |
|
|
Non-Controlling interests |
|
— |
|
(985,524 |
) |
(33,616 |
) |
|
|
|
|
|
|
|
|
|
|
Total Changes in equity as of December 31, 2016 |
|
(29,535,389 |
) |
(2,282,722 |
) |
(22,363 |
) |
|
|
|
|
|
|
|
|
|
|
As of December 31, 2015: |
|
Cash Flow |
|
Exchange rate |
|
Benefit |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
|
Increase (decrease) |
|
144,373,046 |
|
(119,212,803 |
) |
(1,016,400 |
) |
|
Deferred taxes |
|
(46,055,955 |
) |
4,604,711 |
|
228,690 |
|
|
Reclassification to the result by function |
|
(114,423,713 |
) |
— |
|
240,177 |
|
|
Reclassification of deferred taxes related to other reserves |
|
37,068,221 |
|
— |
|
(48,035 |
) |
|
|
|
|
|
|
|
|
|
|
Total Changes in Equity |
|
20,961,599 |
|
(114,608,092 |
) |
(595,568 |
) |
|
|
|
|
|
|
|
|
|
|
Equity holders of the parent |
|
20,961,599 |
|
(114,161,459 |
) |
(558,292 |
) |
|
Non-Controlling interests |
|
— |
|
(446,633 |
) |
(37,276 |
) |
|
|
|
|
|
|
|
|
|
|
Total Changes in equity as of December 31, 2015 |
|
20,961,599 |
|
(114,608,092 |
) |
(595,568 |
) |
|
|
|
|
|
|
|
|
|
This is the recognition of the portion of equity and income from subsidiaries owned by third parties. As of December 31, 2017 and December 31, 2016, this account is detailed as follows:
|
|
|
Non-controlling Interests |
|
||||||||||||||||
|
|
|
Ownership % |
|
Shareholders’ Equity |
|
Income |
|
||||||||||||
|
Details |
|
2017 |
|
2016 |
|
2015 |
|
December |
|
December |
|
December |
|
December |
|
December |
|
December |
|
|
|
|
ThCh$ |
|
ThCh$ |
|
ThCh$ |
|
ThCh $ |
|
ThCh $ |
|
ThCh $ |
|
|
|
|
|
|
|
|
Embotelladora del Atlántico S.A. |
|
0.0171 |
|
0.0171 |
|
0.0171 |
|
13,765 |
|
12,209 |
|
14,484 |
|
5,590 |
|
5,502 |
|
5,262 |
|
|
Andina Empaques Argentina S.A. |
|
0.0209 |
|
0.0209 |
|
0.0209 |
|
2,213 |
|
2,062 |
|
2,220 |
|
711 |
|
785 |
|
798 |
|
|
Paraguay Refrescos S.A. |
|
2.1697 |
|
2.1697 |
|
2.1697 |
|
5,045,792 |
|
5,337,687 |
|
5,522,797 |
|
502,945 |
|
504,806 |
|
406,211 |
|
|
Vital S.A. |
|
35.0000 |
|
35.0000 |
|
35.0000 |
|
9,261,108 |
|
9,054,947 |
|
8,891,548 |
|
283,327 |
|
319,858 |
|
(4,556 |
) |
|
Vital Aguas S.A. |
|
33.5000 |
|
33.5000 |
|
33.5000 |
|
2,117,098 |
|
2,027,879 |
|
1,967,652 |
|
151,647 |
|
23,744 |
|
50,933 |
|
|
Envases Central S.A. |
|
40.7300 |
|
40.7300 |
|
40.7300 |
|
5,483,317 |
|
5,129,661 |
|
4,661,764 |
|
220,715 |
|
668,425 |
|
(224,206 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
21,923,293 |
|
21,564,445 |
|
21,060,465 |
|
1,164,935 |
|
1,523,120 |
|
234,442 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19.5Earnings per share
The basic earnings per share presented in the statement of comprehensive income is calculated as the quotient between income for the period and the average number of shares outstanding during the same period.
Earnings per share used to calculate basic and diluted earnings per share is detailed as follows:
|
|
|
12.31.2017 |
|
||||
|
Earnings per share |
|
SERIES A |
|
SERIES B |
|
TOTAL |
|
|
Earnings attributable to shareholders (ThCh$) |
|
56,112,755 |
|
61,723,035 |
|
117,835,790 |
|
|
Average weighted number of shares |
|
473,289,301 |
|
473,281,303 |
|
946,570,604 |
|
|
|
|
|
|
|
|
|
|
|
Earnings per basic and diluted share (in Chilean pesos) |
|
118.56 |
|
130.42 |
|
124.49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
12.31.2016 |
|
||||
|
Earnings per share |
|
SERIES A |
|
SERIES B |
|
TOTAL |
|
|
Earnings attributable to shareholders (ThCh$) |
|
43,107,979 |
|
47,418,012 |
|
90,525,991 |
|
|
Average weighted number of shares |
|
473,289,301 |
|
473,281,303 |
|
946,570,604 |
|
|
|
|
|
|
|
|
|
|
|
Earnings per basic and diluted share (in Chilean pesos) |
|
91.08 |
|
100.19 |
|
95.64 |
|
|
|
|
|
|
|
|
|
|
|
|
|
12.31.2015 |
|
||||
|
Earnings per share |
|
SERIES A |
|
SERIES B |
|
TOTAL |
|
|
Earnings attributable to shareholders (ThCh$) |
|
41,840,108 |
|
46,023,376 |
|
87,863,484 |
|
|
Average weighted number of shares |
|
473,289,301 |
|
473,281,303 |
|
946,570,604 |
|
|
|
|
|
|
|
|
|
|
|
Earnings per basic and diluted share (in Chilean pesos) |
|
88.40 |
|
97.24 |
|
92.82 |
|
|
|
|
|
|
|
|
|
|