EX-99.1 2 dex991.htm UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Unaudited consolidated financial statements
Table of Contents

Exhibit 99.1

ARAUCO AND CONSTITUTION PULP INC

TABLE OF CONTENTS

 

Item

        Page

1.

   Ratio Analysis of the Consolidated Financial Statements    1

2.

   Unaudited Consolidated Classified Financial Statements    8

3.

   Unaudited Consolidated Classified Financial Income Statements    10

4.

   Unaudited Consolidated Statement of Changes in Net Equity    11

5.

   Unaudited Consolidated Statement of Cash Flows    12

6.

   Unaudited Notes to the Consolidated Financial Statements    13

7.

   Annex: Press Release   


Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

1. VALUATION OF ASSETS AND LIABILITIES

The financial statements of Celulosa Arauco y Constitución S.A., a Chilean corporation (the “Company”) and its subsidiaries (the Company, together with its subsidiaries, “Arauco”) have been prepared on the basis of International Financial Reporting Standards (IFRS). In management’s opinion there is no material difference between the Company’s economic value and the valuation reflected in the Company’s financial statements.

 

2. ANALYSIS OF FINANCIAL POSITION

 

a) Analysis of the Balance Sheet

On January 1, 2002, the Company and its subsidiaries Aserraderos Arauco S.A. and Paneles Arauco S.A. began maintaining their accounting records and preparing their financial statements in U.S. dollars.

On January 1, 2003, the Company’s subsidiaries Forestal Arauco S.A., Forestal Celco S.A., Bosques Arauco S.A., Forestal Valdivia S.A., Forestal Cholguán S.A. and Arauco Internacional S.A. also began maintaining their accounting records and preparing their financial statements in U.S. dollars.

The principal components of assets and liabilities as of December 31, 2008 and March 31, 2009 are as follows:

 

Assets

   03/31/2009
ThU.S.$
   12/31/2008
ThU.S.$

Current assets

   2,207,960    1,963,036

Other assets

   8,276,314    8,257,444
         

Total assets

   10,484,274    10,220,480
         

Liabilities and Shareholders’ Equity

   03/31/2009
ThU.S.$
   12/31/2008
ThU.S.$

Current liabilities

   899,001    812,915

Long-term liabilities

   3,588,141    3,418,195

Minority interest

   118,736    120,608

Shareholders’ equity

   5,878,396    5,868,762
         

Total liabilities and shareholders’ equity

   10,484,274    10,220,480
         

Total assets increased by 3%, or U.S.$264 million, from December 31, 2008 to March 31, 2009. This increase is mainly attributable to an increase in property, plant and equipment, financial assets, tax receivables partially offset by a decrease in trade and other receivables.

Total liabilities increased by U.S.$256 million from December 31, 2008 to March 31, 2009. This increase is mainly attributable to a net increase in bank obligations, publicly issued bonds and deferred tax.

 

1


Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

2. ANALYSIS OF FINANCIAL POSITION, continued

 

a) Analysis of the Balance Sheet, continued

The main financial and operating ratios are as follows:

 

Liquidity ratios

   03/31/2009    12/31/2008

Current ratio

   2.46    2.41

Acid ratio

   1.37    1.22

The liquidity ratio for the current year represents an increase, due to a higher proportional increase of the current assets with respect to the current liabilities, which in turn is explained by an increase in financial assets and tax receivables, partially offset by a decrease in trade and other receivables and an increase in bank obligations and bonds.

The increase in the current acid ratio from 2008 to 2009 is attributable to an increase in financial assets and tax receivables.

 

Debt indicators

   03/31/2009    12/31/2008

Debt to equity ratio

   0.75    0.71

Short-term debt to total debt

   0.20    0.19

Long-term debt to total debt

   0.80    0.81
     03/31/2009    03/31/2008

Financial expenses covered

   1.51    5.75

Current liabilities increased modestly from 19% of total liabilities as of December 31, 2008 to 20% of total liabilities as of March 31, 2009. The increase is attributable to a higher proportional increase in current liabilities and a decrease in long-term liabilities, due to an increase in bank obligations.

The ratio of financial expenses covered decreased from 5.75 points in March 2008 to 1.51 points in March 31, 2009. The decrease is attributable to a higher decrease in current profits related to financial expenses.

 

Operational ratios

   03/31/2009    12/31/2008

Inventory turnover

   0.50    2.59

Inventory turnover (excluding forests)

   0.69    0.69

Inventory permanence (days)

   181.58    181.58

Inventory permanence (excluding forests)

   129.74    129.74

The ratio of inventory turnover decreased from 2.59% as of December 31, 2008 to 0.50% points as of March 31, 2009. For this reason, the inventory permanence ratio increased during the period ended March 31, 2009, due to a proportionally higher increase in production volume with regard to the increase in sales.

 

2


Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

2. ANALYSIS OF FINANCIAL POSITION, continued

 

b) Analysis of the Income Statement

The breakdown of operating income and costs is as follows:

 

Operating income

   03/31/2009
ThU.S.$
   03/31/2008
ThU.S.$

Pulp

   362,239    488,396

Sawn timber and cut wood

   99,807    190,059

Plywood and fiber panels

   175,101    233,517

Forestry products

   19,290    37,024

Other

   3,703    12,250
         

Total operating income

   660,140    961,246
         

 

Operating costs

   03/31/2009
ThU.S.$
   03/31/2008
ThU.S.$

Timber

   155,770    149,880

Forestry work

   68,665    90,859

Depreciation

   42,784    45,795

Other costs

   215,000    257,103
         

Total operating costs

   482,219    543,637
         

Analysis of Gross Profit

Gross Profit includes net income of U.S.$118 million in 2009 compared to U.S.$418 million in 2008, a decrease of U.S.$301 million, caused by a proportional decrease in revenues.

Analysis of Profit before Income Tax

The Profit before Income Tax registers a profit of U.S.$21 million in 2009, compared to U.S.$235 million in 2008. The change was primarily caused as described in the following table:

 

Item

   Million
U.S.$
 

Gross profit

   (240

Other operating income

   27   

Distribution costs

   33   

Foreign currency exchange rate

   (35

Others net

   1   
      

Net change in outcome before income tax

   (214
      

The increase in the exchange difference is principally due to a strong appreciation of the dollar against the Chilean peso, the Euro and the Real, currencies in which the Company owns financial investments, tax receivables and other accounts receivable.

 

3


Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

2. ANALYSIS OF FINANCIAL POSITION, continued

 

Profitability ratios

   03/31/2009     03/31/2008  

Income per share (U.S.$)

   0.12      1.65   

EBITDA*

   107,303      332,936   

Income after tax (ThU.S.$)

   14,182      189,484   

Gross profit ThU.S.$

   177,921      417,609   

Financial expenses ThU.S.$

   (41,550   (49,488

 

* Earnings before income tax, interest, depreciation, amortization and extraordinary items.

 

3. MARKET SITUATION

Pulp

The international economic crisis has continued to impact the world paper market, especially in Europe and North America. After a strong price decline suffered during the last quarter of 2008, the first quarter of 2009 has continued with a decrease in pulp prices but at a lower rate. Towards the end of the first quarter of 2009, some markets have started to show a slight recovery in pulp prices, especially in Asia.

Consumption volume has also dropped due to an important fall in paper production. However, at the price levels experienced during this first quarter, the less competitive pulp producers have restricted supply, contributing to a better balance of demand and supply in some markets. This has helped to decrease stock levels by approximately 12% during the period.

A more challenging scenario is facing the European market, with no obvious signs of recovery in the paper industry. On the contrary, important adjustments in terms of paper plant closings are still expected to occur, with the consequent lower demand for pulp in these markets. A priority objective for this quarter has been to reduce inventory levels in Europe, which demanded a series of logistic changes that began in March. A fall in Arauco’s inventories in Europe should be seen during the second half of 2009.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

3. MARKET SITUATION, continued

During the next few months, we expect some signs of market stability and even recovery in prices and demand, especially in Asia and in particular China and Korea. We expect an increase in prices in Asia during the second quarter along with higher sales volumes in these markets. This higher demand for pulp and a possible reduction in inventory levels in Europe will allow us to reduce our total inventories compared to the beginning of 2009, bringing us to average historic levels. We estimate the North American and European markets will continue with a reduced demand, especially as we get closer to the Northern Hemisphere’s summer, which is commonly a period of lower activity in the paper industry.

Our cost-cutting program initiated the last quarter of 2008, along with our plants operating at full capacity, has been key to mitigate the effects of this difficult first quarter.

Sawn Timber

The US Housing industry continued its downward trend during the first quarter of 2009. Homebuilding is still declining, reaching levels of approximately 500,000 houses per year by March, compared negatively to 2 million houses per year two years ago. Current construction levels are the lowest in the last 50 years. This is negatively affecting sales volumes of moldings and wood products compared to the first quarter of last year. Prices of moldings and wood products in the US continued its downward trend during the first quarter of 2009.

During the first quarter of this year we experienced a lower demand of forestry products in all of the markets we serve. As a consequence, our sales prices for wood products have also declined. Forestry products in general have reached historically low prices, and as a consequence many sawmill and remanufacturing plants have suffered temporary or permanent closures around the world.

 

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Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

3. MARKET SITUATION, continued

Panels

During the first quarter of 2009, sales of panels reached U.S. $175 million, which was a decrease of 25.2% compared to the first quarter of 2008. This decrease in sales is mainly due to lower sales volume of 15.2% and lower prices of 11.8%.

Panel sales decreased by 16.0% in the first quarter of this year as compared to the U.S. $208 million obtained in the fourth quarter of 2008. This decrease is mainly explained by lower sales volume of 3.5% and lower average prices of 12.9%.

Beginning in 2009, our plywood sales have continued their downward trend both in volume and price across all markets, especially in Europe and followed by the US. The international economic crisis along with the currency devaluation of markets we serve have put a downward pressure over our prices in order to be competitive.

Our MDF molding sales experienced a sharp decline in volume mainly due to lower activity in the US and Canadian construction markets, however prices remained stable.

On a brighter note, the Mexican and Latin American markets have remained relatively stable, with enough sales volume of MDF and Hardboard to maintain full operation of our production lines.

So far, the present year has evidenced a deepening of the international economic downturn, which has had a strong negative impact on Arauco’s Panels Division. Although we expect this situation to continue during the next quarter , we expect to see signs of recovery during the second half of 2009.

 

4. ANALYSIS OF CASH FLOW

 

     03/31/2009
ThU.S.$
    03/31/2008
ThU.S.$
 

Operating cash flow

   74,780      143,164   

Cash flow from financing activities

   214,880      37,675   

Cash flow from investment activities

   (95,332   (109,214
            

Net cash flow for the period

   194,328      71,625   
            

We had a positive operating cash flow of U.S.$75 million compared to a U.S.$143 million for the same period in 2008, resulting from a decrease in client recovery, partially offset by payments to suppliers and personnel.

 

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Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Ratio Analysis of the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

4. ANALYSIS OF CASH FLOW, continued

Cash flow from financing activities at March 31, 2009 was a positive balance of U.S.$215 million compared to a positive balance of U.S.$38 million for the same period in 2008. This change resulted from issuing bonds and obtaining higher bank borrowings obtaining.

The investment flow presented a minor negative balance at the end of the current period, due principally to fewer disbursements for acquiring biological assets.

 

5. MARKET RISK ANALYSIS

In respect of the economic risks resulting from interest rate variations, the Company maintains, as of March 31, 2009, a relation between fixed rate debt and total consolidated debt of approximately 88.6%, which it believes is consistent with the industry in which it operates. The Company does not engage in futures or other hedging transactions to hedge against variations in the selling prices of pulp and forest products because it believes that risks resulting from price variations are limited in large part because the Company maintains one of the lowest cost structures in the industry.

In response to economic risks resulting from interest rate variations, the Company has applied policies consistent with the general policies of the industries in which it operates.

The Company and most of its subsidiaries maintain their accounting records and prepare their financial statements in U.S. dollars. Both their assets and their liabilities are denominated in U.S. dollars, as are the majority of their revenues. As a result, their exposure to changes in the exchange rate has decreased significantly.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Consolidated Classified Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

FINANCIAL STATEMENT

 

Classified Financial Statement

   Note    IFRS
Balance
03/31/2009
ThU.S.$
   IFRS
Balance
12/31/2008
ThU.S.$
   IFRS
Balance
01/01/2008
ThU.S.$

Classified Financial Statement

           

Assets

           

Current Assets

           

Operative Current Asset

           

Cash and cash equivalents

   4    181,393    108,032    73,767

Financial assets at fair value through profit or loss

   23    195,045    66,983    204,731

Trade and Other receivables-net

   23    571,529    588,803    686,726

Related party receivables

   13    3,243    5,475    11,379

Inventories

   3    690,897    699,412    539,165

Biological assets

   21    287,238    268,289    304,299

Prepaid expenses

      89,935    74,331    54,194

Tax receivables

      186,609    148,670    122,219

Other current assets

      2,071    3,041    711

Total Operative Current Assets

      2,207,960    1,963,036    1,997,191
                 

Total Current Assets

      2,207,960    1,963,036    1,997,191
                 

Non Current Assets

           

Trade and Other receivables

   23    8,268    7,864    17,099

Investment in associates through equity method

   15    130,515    128,871    140,797

Intangible assets

   20    14,732    14,469    15,640

Property, plant and equipment

   7    4,634,677    4,606,914    4,601,671

Biological assets

   21    3,365,091    3,382,889    3,517,684

Deferred tax assets

   6    89,003    86,405    78,576

Prepaid expenses

      23,003    21,169    16,530

Other non-current assets

      11,025    8,863    24,424

Total non-current assets

      8,276,314    8,257,444    8,412,421
                 

Total Assets

      10,484,274    10,220,480    10,409,612
                 

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Consolidated Classified Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

FINANCIAL STATEMENT (continued)

 

Classified Financial Statement

   Note    IFRS
Balance
03/31/2009
ThU.S.$
    IFRS
Balance
12/31/2008
ThU.S.$
    IFRS
Balance
01/01/2008
ThU.S.$

Classified Financial Statement

         

Liabilities

         

Current Liabilities

         

Operative Current Liabilities

         

Loans that accrue interest

   23    446,046      372,622      336,884

Other financial liabilities

   23    17,868      14,051      7,007

Trade and Other payables

   23    305,640      309,488      308,633

Related party payables

   13    11,398      9,318      8,330

Provisions

   19    4,473      3,753      2,320

Current tax payables

      9,250      10,325      40,960

Other liabilities

      100,888      88,542      214,692

Deferred income

      1,444      2,628      4,671

Post employment benefit obligations

   10    1,994      2,188      2,478

Total Operative Current Liabilities

      899,001      812,915      925,975
                   

Total Current Liabilities

      899,001      812,915      925,975
                   

Non Current Liabilities

         

Loans that accrue interest

   23    2,423,171      2,279,321      2,381,329

Provisions

   19    5,567      5,585      6,271

Deferred tax liabilities

   6    1,115,937      1,090,899      1,081,968

Other liabilities

      22,524      24,045      35,446

Deferred income

      256      236      299

Post employment benefit obligations

   10    20,686      18,109      19,445
                   

Total non-current liabilities

      3,588,141      3,418,195      3,524,758
                   

Net Equity

         

Net equity attributable to parent company net equity instruments holders

         

Issued capital

      353,176      353,176      353,176

Other reserves

      (156,707   (158,165   0

Retained profit/loss (accumulated losses)

      5,681,927      5,673,751      5,456,077

Net equity attributable to parent company net equity instruments holders

      6,035,103      6,026,927      5,809,253

Minority interest

      118,736      120,608      149,626

Total net equity

      6,153,839      6,147,535      5,958,879
                   

Total net equity and liabilities

      10,640,981      10,378,645      10,409,612
                   

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Consolidated Financial Income Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

FINANCIAL INCOME STATEMENT BY ACTIVITY

 

Comprehensive Income Financial Statement

Statement of Income

  

Note

   03/31/2009
ThU.S.$
    03/31/2008
ThU.S.$
 

Profit (loss) from operations

       

Revenue

   9    660,140      961,246   

Cost of sales

      482,219      543,637   

Gross profit

      177,921      417,609   

Other operating income

   1    45,841      17,464   

Marketing costs

      8,160      7,751   

Distribution costs

      72,524      97,292   

Research and development

      408      351   

Administrative expenses

      57,415      68,765   

Other operating expenses

      10,667      6,457   

Finance costs

   1    41,550      49,488   

Share of profit/(loss) of associates through equity method

      1,143      927   

Exchange rate differences

   11    (9,832   29,566   

Profit/(loss) due to write off non-current asset accounts not available for sale

   1    (3,012   (616

Other profit (losses)

      1      231   

Profit (loss) before income tax

      21,338      235,077   

Income tax expenses / (income)

   6    7,156      45,593   

Profit (loss) from continuing operations after tax

      14,182      189,484   
               

Profit (loss)

      14,182      189,484   
               

Profit (loss) attributable to equity holders

       

Profit (loss) attributable to equity instrument holders in net equity of the parent company

      13,626      187,069   

Profit (loss) attributable to minority interest

      556      2,415   

Profit (loss)

      14,182      189,484   

Ordinary Shares

       

Basis earnings (losses) per share

      0.0001253      0.0016746   

Earning (losses) per share from discounting operations

      0      0   

Earning (losses) per share from continuing operations

      0.0001253      0.0016746   

Comprehensive Income Statement:

       

Profit (loss)

      14,182      189,484   

Other income and expenses with charge or credit to net equity

       

Cash flow hedges

      (3,969   0   

Currency translation differences

      5,820      19,601   

Other income and expenses charged to or credited to net equity

      1,851      19,601   
               

Comprehensive income statement

      16,033      209,085   
               

Comprehensive Income and Expense Statement Attributable to:

       

Comprehensive income and expenses statement attributable to majority shareholders

      15,084      205,964   

Comprehensive income and expenses statement attributable to minority shareholders

      949      3,121   

Total comprehensive income and expense

      16,033      209,085   

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Consolidated Statement of Changes in Net Equity

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

STATEMENT OF CHANGES IN NET EQUITY

 

     Changes in Paid Capital          Changes in
Retained Earnings
(Accumulated
Losses)

ThU.S.$
    Changes in Equity
Attributable to
Parent Company
Shareholders,
Total

ThU.S.$
    Changes in
Minority Interests
ThU.S.$
    Changes in Net
Equity Total
ThU.S.$
 
      Ordinary Shares    Reserves          

03/31/2009

   Share Capital
ThU.S.$
   Placement of
shares Surcharge
ThU.S.$
   Conversion
Reserves
ThU.S.$
    Hedge Reserves
ThU.S.$
         

Opening balance at 01/01/2009

   347,551    5,625    (158,165   0      5,673,751      5,868,762      120,608      5,989,370   

Opening balance—restated

   347,551    5,625    (158,165   0      5,673,751      5,868,762      120,608      5,989,370   

Changes

                  

Comprehensive income and expenses statement

   0    0    0      0      13,626      13,626      556      14,182   

Dividends

   0    0    0      0      (5,450   (5,450   (2,821   (8271

Other increases (decreases) in net assets

   0    0    5,427      (3,969   0      1,458      393      1,851   
                                              

Closing balance at 03/31/2009

   347,551    5,625    (152,738   (3,969   5,681,927      5,878,396      118,736      5,997,132   
                                              
     Changes in Paid Capital          Changes in
Retained Earnings
(Accumulated
Losses)

ThU.S.$
    Changes in Equity
Attributable to
Parent Company
Shareholders,
Total

ThU.S.$
    Changes in
Minority Interests
ThU.S.$
    Changes in Net
Equity Total
ThU.S.$
 
     Ordinary Shares    Reserves          

03/31/2008

   Share Capital
ThU.S.$
   Placement of
shares Surcharge
ThU.S.$
   Conversion
Reserves
ThU.S.$
    Hedge Reserves
ThU.S.$
         

Opening balance previous period 01/01/2008

   347,551    5,625    0      0      5,456,077      5,809,253      149,626      5,958,879   

Opening balance—restated

   347,551    5,625    0      0      5,456,077      5,809,253      149,626      5,958,879   

Changes

                  

Comprehensive income and expenses statement

   0    0    0      0      187,069      187,069      2,415      189,484   

Dividends

   0    0    0      0      (74,399   (74,399   (4,615   (79,014

Other increases (decreases) in net assets

   0    0    18,895      0      0      18,895      706      19,601   
                                              

Closing balance at 03/31/2008

   347,551    5,625    18,895      0      5,568,747      5,940,818      148,132      6,088,950   
                                              

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Consolidated Statement of Cash Flow

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

STATEMENT OF CASH FLOWS

Cash Flows from (used in) Operating Activities, Direct Method

 

Cash flows from (used in) Operating, Direct Method

       03/31/2009    
ThU.S.$
        03/31/2008    
ThU.S.$
 

Net income

   769,886      981,518   

Research and development disbursements

   408      351   

Payments to suppliers

   636,174      755,585   

Paid salaries

   46,416      48,847   

Other payables (payments)

   50,623      43,854   
            

Cash flows by (used in) Operating, Total

   137,511      220,589   
            

Cash flows by (used in) Other Operating Activities

    

Amounts received from interest received classified as operating

   3,570      3,356   

Interest payments classified as operating

   46,055      52,564   

Income tax payments

   20,246      28,217   

Cash flows by (used in) other Operating Activities, Total

   (62,731   (77,425
            

Cash flows net of (used in) Operating Activities

   74,780      143,164   
            

Cash flows from (used in) Investing Activities

    

Proceeds from sale (disappropriation) of property, plant and equipment

   86      367   

Proceeds from sale (disappropriation) of biological assets

   2,508      0   

Other cash flows from (used in) investing activities

   14      42   

Purchase of property, plant and equipment

   79,011      77,285   

Payments for biological assets purchase

   17,723      29,682   

Payments for acquiring associates

   0      2,353   

Other investing disbursements

   1,206      303   
            

Cash flows from (used in) Investing Activities

   (95,332   (109,214
            

Cash flows from (used in) Financing Activities

    

Loans obtained

   308,793      228,610   

Amount received from other financial liabilities issuance

   142,127      0   

Loan payments

   236,040      190,935   
            

Cash flows from (used in) Financing Activities

   214,880      37,675   
            

Net Increase (decrease) of Cash and Cash Equivalents

   194,328      71,625   

Effect of exchange rate variations on cash and cash equivalents

   1,257      6,027   

Cash and cash equivalents, shown in the cash flow statement, at the beginning of the year

   167,287      267,839   

Cash and cash equivalents, shown in the cash flow statement, at the year end

   362,872      345,491   

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE  1.   PRESENTATION OF FINANCIAL STATEMENTS (IAS 1)

Entity Information

Name of Reporting Entity

Celulosa Arauco y Constitución S.A. and Subsidiaries (hereinafter “Arauco”), was registered in the Superintendency of Securities and Insurance Securities Registry as No. 042 on June 14, 1982, therefore being subject to audit by this Superintendency.

Forestal Cholguán Ltd., subsidiary of Arauco, is also registered on the Registry of Securities (Register N° 030).

The Company has an Agency in Panama.

Name of Reporting Entity on Preceding Balance Date

Celulosa Arauco y Constitución S.A. and Subsidiaries (hereinafter “Arauco”)

Tax Identification N° of Reporting Entity

93.458.000-1

Securities Registry Number

Nº 042

Reporting Entity’s Address

Avenida el Golf 150 piso 14, Las Condes

Legal Structure of Reporting Entity

Privately Held Corporation

Country of Incorporation

Chile

Company’s Registered Office or Head office address

Avenida el Golf 150 piso 14, Las Condes

Nature of Operations and Main Activities

Arauco is principally engaged in the production and sale of forestry and wood products. Its main operations are focused on the following business areas: Pulp, Plywood and fiberboard panels, Sawn Timber and Forestry.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Name of Parent Company

Empresas Copec S.A.

Name of Group’s Controller

AntarChile S.A.

Ongoing Concern Information

The Arauco Consolidated Financial Statements were prepared on a going concern basis.

Presentation of Financial Statements

Financial Statements presented by Arauco as at March 31,2009:

 

   

Statement of Classified Balance Sheet

 

   

Comprehensive Statement of Income and Loss by Activity

 

   

Statement of Changes in Net Equity

 

   

Statement of Direct Cash Flow

 

   

Disclosure of Explanatory Information (notes)

Dates of Financial Statements

March 31, 2009

Period Covered by the Financial Statements

January 1, 2009 to March 31, 2009.

Financial Statements

Consolidated Financial Statements of Arauco

Functional Currency

Arauco has defined the US Dollar as its main functional currency, as most of the Companies operations are a result of exports, and costs to a great extent are related to or index-linked to the US Dollar.

Presentation Currency

US Dollar

Precision Level on the Financial Statements Figures

Financial Statements are presented in thousand of United States Dollars, without decimals.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Basis for Presentation of Financial Statements

Arauco’s consolidated financial statements for the period between January 1, 2009 and March 31, 2009 are the first consolidated financial statements prepared in accordance with International Financial Reporting Standards (IFRS). Arauco applied IFRS 1 in the preparation of its consolidated financial statements.

Transition date of Arauco is January 1, 2008. Arauco prepared its opening balance according to IFRS as of that date. Adoption date of IFRS for Arauco is January 1, 2009.

In order to prepare the aforementioned consolidated financial statements in accordance with IFRS 1, all mandatory exemptions and some optional exemptions of IFRS have been applied retroactively.

Information required by IFRS which was not presented in the financial statements

All information required by the IFRS is presented in these financial statements.

Additional Information Relevant to the Understanding of the Financial Statements

The Company Fondo de Inversión Bío Bío and its subsidiary Forestal Río Grande S.A. are entities which as a whole qualify as Special Purpose Entities, as they maintain exclusive contracts with Arauco for wood provision, forward purchase of land, and a forest administration contract.

Compliance and Adoption of IFRS

The accompanying Financial Statements of Arauco include all significant aspects of the balance sheet, statements of income of its operations and cash flows in accordance with International Financial Reporting Standards.

This presentation is required to express a faithful representation of the effects of transactions, as well as other events and conditions, according to the definitions and criteria established within the conceptual framework of IFRS for the recognition of assets, liabilities, income and expenses.

IFRS Compliance Declaration

The accompanying Financial Statements of Arauco include the balance sheet, the statement of income and cash flows in accordance with International Financial Reporting Standards.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Disclosure of Capital Information

Information on Objectives, Policies and Processes applied by the Company regarding Capital Management

Arauco’s policies on capital management aim at:

 

  a) Guaranteeing business continuity and normal operations in the long term.

 

  b) Providing all financing needs for new investments to achieve sustainable growth over time.

 

  c) Maintenance of an adequate capital structure considering all economic cycles that impact the business and the nature of the industry.

 

  d) Maximizing the company’s value, as well as providing an adequate return to shareholders.

Qualitative Information on Objectives, Policies and Processes applied by the Company regarding Capital Management

Arauco determines and manages its capital structure based on its equity at book value plus its financial liabilities (bank borrowings and bonds).

Quantitative Information on Capital Management

Financial guarantees of the Company are as follows:

 

Instrument

   Amount at
03/31/2009
(ThU.S. $)
   Amount at
12-31-2008
(ThU.S. $)
   Equity >=
ThU.S. $

2,500,000
   Equity
Hedging
>= 2,0x
  Debt Level(1)
<= 1,2x
   Debt Level(2)
<= 0,75x

Local Bonds

   364,524    203,668    N/A    N/A   ü    N/A

Syndicated Bank Loans

   80,021    160,378    ü    ü      ü    N/A

Forestal Río Grande S.A. Loan

   164,844    173,627    N/A    ü(3)   N/A    ü(3)

Bilateral Bank Loan

   243,365    241,026    N/A    ü      ü    N/A

Other Loans

   197,147    41,860    No Safeguards Required

Foreign Bonds

   1,818,284    1,829,990    No Safeguards Required

 

N/A: Not applicable for the instrument
(1) Debt Level (financial debt divided by: equity plus minority interest)
(2) Debt Level (financial debt divided by: total assets)
(3) Financial guarantees on credits taken by Forestal Río Grande S.A. only apply to financial statements of that company

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Debt instruments ratings are as follows:

 

Instrument

   Standard &
Poor’s
   Fitch Ratings    Moody’s    Feller Rate

Local Bonds

   -    AA    -    AA

Foreign Bonds

   BBB+    BBB+    Baa2    -

Capital requirements are incorporated based on the company’s financial needs and on maintaining an adequate liquidity level and complying with financial guarantees established in current debt contracts. The company manages its capital structure and makes adjustments based on the predominant economic conditions in order to mitigate the risks associated with adverse market conditions, and based on opportunities that may arise to improve the company’s level of liquidity.

Capital (in Thousand of US Dollars) as at March 31, 2009 and December 31, 2008:

 

In ThU.S. $

   03/31/2009    12/31/2008

Equity

   5,878,396    5,868,762

Bank Loans

   685,377    616,891

Finance Leases

   1,032    1,394

Bonds

   2,182,808    2,033,658
         

Capital

   8,747,613    8,520,705
         

External Capital Requirements to which the Company is subject to during the Current Period

The nature of external capital requirements is determined by the obligation to maintain certain financial ratios that ensure the compliance of either bank loans or bond payments, which provide guidelines on the adequate capital ranges for compliance with these requirements.

Non-Compliance Consequences, When the Company does not comply with External Requirements

Arauco fulfilled all its external requirements.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Disclosure of Information on Key Assumptions for Estimating Uncertainty

Arauco considers it improbable that future uncertainty risks may result in any significant adjustment to book value of assets and liabilities within the next financial period.

Accounting Policies

The accompanying consolidated financial statements as at March 31, 2009 were prepared in accordance with in force IFRS accounting policies, uniformly applied to all items in these Consolidated Financial Statements.

Summary of Significant Accounting Policies

a) Property, Plant and Equipment

Property, plant and equipment are stated at historical cost less accumulated depreciation and losses due to corresponding accumulated impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Depreciation of assets is determined using the straight-line method to assign their costs or restated amounts to the residual value over the technical estimated useful life.

Depreciation of property, plant and equipment is calculated based on the defined useful life which refers to the years during which the asset is expected to be used.

b) Biological Assets

Arauco uses the discounted future cash flows model to value their forest plantation.

Forest plantations classified as current assets are those that will be harvested and sold in the short term.

c) Functional currency

The items included in the accompanying financial statements of each of Arauco’s entities are valued using the currency of the primary economic environment in which the entity operates (functional currency). The consolidated financial statements are presented in US Dollars, which is the Parent Company’s functional currency and the Holding’s presentation currency.

d) Negative goodwill

Negative goodwill outstanding balances at transition date were adjusted against retained earnings as a consequence of IFRS 3.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

e) Employee Benefit costs

The Company has severance payment obligations. These are paid to some workers according to conditions established within collective or individual contracts.

f) Inventories

Inventories are valued at the lower of cost or net realizable value. Cost is determined using the average cost method.

The cost of finished goods and work in progress includes design costs, raw materials, direct labor, other direct costs and related production overhead (based on the Company’s normal operating capacity). Interest costs are not included.

Net realizable value is the estimated selling price during the normal course of business, less all applicable variable cost of sales expenses.

g) Cash and cash equivalents

Cash and cash equivalents include cash on hand, in banks, time deposits in financial institutions and other short-term highly liquid investments with a three month or less initial maturity periods.

h) Deferred income tax

Deferred income taxes are calculated based on the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the annual consolidated statements. However, deferred income tax is not accounted for if it arises from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) enacted or to be enacted at the balance sheet date and expected to come into effect when the corresponding deferred income tax asset is realized or the deferred income tax liability is settled.

Deferred income tax assets are recognized to the extent that it is probable that future taxable benefits will be available to compensate temporary differences.

i) Leases

Fixed asset leases in which Arauco holds a significant portion of the risks and rewards of ownership are classified as financial leases. Financial leases are capitalized at commencement of the lease term at the lower of the fair value of the leased property and the present value of the minimum lease payments.

Leases in which the Lessor holds a significant portion of the risks and rewards of ownership are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

j) Revenue recognition

Arauco recognizes revenue when (i) the income amount can be reliably measured, (ii) it is probable that future economic benefits will flow into the Company and (iii) when specific conditions are met in each of the Group activities.

k) Investments in subsidiaries

Subsidiaries are all entities over which Arauco has the authority of directing their financial and operating policies, and in general when more than half of their voting rights are held.

Arauco applies the acquisition method to recognize the acquisition of subsidiaries. Excess of acquisition cost over the Fair Value for the Group’s share of the identifiable net assets acquired is recorded as goodwill. If this is less than the Fair Value of the net assets of the subsidiary acquired, the difference is recognized directly in the statement of income.

l) Investments in associates

Associates are entities over which the Parent Company has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for by using the equity method and are initially recognized at cost, and book value increases or decreases to recognize the proportion of translation adjustments in the income statement and comprehensive income statements of the period resulting from the financial statements’ conversion into other currencies. The Group’s investment in associates includes purchased goodwill (net of any losses for accumulated impairment).

m) Joint Venture Equity

Joint venture equity is recognized using the equity method or proportional equity method.

n) Earnings per share

As a general matter, the Company expects to maintain its policy on dividends for all future tax periods at approximately 40% of net profits, to be distributed for each tax year. The Company will, however, consider the alternative of a provisional dividend at year-end. The minimum dividend is determined and recognized at the end of each financial period.

o) Provisions

Provisions are recognized when, the Company has a present legal or constructive obligation as a result of past events; it is possible that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

p) Identifiable intangible assets

 

(a) Purchased goodwill,

Purchased goodwill represents the excess in acquisition cost over the fair value of the Group’s share of the identifiable net assets of the acquired subsidiary/associate at acquisition date.

 

(b) Computer Software

Computer software is capitalized based on acquisition costs plus other costs incurred to make it compatible with specific programs. These costs are amortized during the software’s estimated useful life.

 

(c) Water-rights

Water-rights are recognized at historical cost and have unlimited useful life as the expected cash flow generating period is unpredictable.

q) Financial Instruments

 

(i) Financial Assets at fair value through profit or loss

 

     Fair Value Financial Assets with Changes to Income Statement are initially recognized at fair value and transaction costs are recognized within the Income Statements. Subsequently they are recognized at fair value in the income statement.

 

(ii) Held-to-maturity investments

 

     These instruments are valued at amortized cost, which is initial cost less capital payments, plus (less) accumulated amortization using the effective rate method on any difference between initial cost and cost at maturity and less any deduction for impairment or bad debt.

 

(iii) Loans and receivables

 

     These are recognized at amortized cost using the effective interest rate method, deducting bad debt provision. This value is a reasonable estimate of fair value.

 

(iv) Available for sale Financial Assets

 

     Available for sale financial assets are non derivatives that are either designated in the category of financial instruments or not classified in any of the other categories. They are recognized at fair value, and the difference between cost and fair value is directly carried to net equity until the asset is settled.

 

(v) Financial Liabilities at Fair Value through Profit or Loss

 

     Valued at fair value, profit (or loss) is recognized in the income statement.

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(vi) Financial Liabilities valued at amortized cost

 

   Financial instruments classified under this category are valued at amortized cost using the effective interest rate method.

 

(vii) Trade and other payables

 

   These are recognized at amortized cost using the effective interest rate method. This value is a reasonable estimate of fair value.

 

(viii) Hedging Instruments

 

   These financial instruments are valued using the discounted cash flow method at a rate in line with the risk involved in the operation.

Consolidation

Arauco’s consolidated financial statements include assets, liabilities, income statements and statement of cash flows.

Unrealized earnings from subsidiary operations have been eliminated from the consolidated financial statements and the participation of the minority has been recorded under minority interest.

Consolidated financial statements for the period January 1, 2009 to March 31, 2009 include subsidiary balances shown in Note 13, Fondo de Inversión Bío Bío balances, and its subsidiary Forestal Río Grande S.A. both of which qualify as Special Purpose Entities.

Some consolidated subsidiaries report legal financial statements in Brazilian Reales and Chilean Pesos. For consolidation purposes, they have been translated as indicated in Note 11.

Disclosure of Management’s judgments when applying the Company’s accounting policies

The preparation of consolidated financial statements in accordance with IFRS requires the application of certain critical accounting estimates. It also requires Management to apply and use its judgment when applying the Company’s accounting policies.

Arauco’s management made certain judgments in applying certain accounting policies, which are stated in each respective note of Property, Plant and Equipment, Biological Assets, Employee Benefits and in the notes on First Adoption of International Financial Reporting Standards.

Disclosure of Capital Issued Information

Subscribed and paid-in Capital amounts to ThU.S.$353,176

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Ordinary Share Capital Types

100% of capital corresponds to ordinary shares

 

      03-31-2009    12-31-2008

Description of Ordinary Capital Share Types

   100% of Capital corresponds to ordinary shares

Number of Authorized Shares by Type of Capital in Ordinary Shares

   113,152,446

Nominal Value of Shares by Type of Capital in Ordinary Shares

   ThU.S.$ 0.0031211 per share

Amount of Capital in Shares by Type of Ordinary Shares that Constitute Capital

   ThU.S.$ 353,176

Amount of Share Premium by Type of Ordinary Shares that Constitute Capital

   Not Applicable

Amount of Reserves by Type of Ordinary Shares that Constitute Capital

 

   Not Applicable
 

Rights, Privileges and Restrictions by Type of Capital in Ordinary Shares

 

Liabilities presented under Obligations with Banks and Financial Institutions and with the Public have certain financial restrictions the Parent Company must comply with; otherwise, debt under these contracts can become payable.

Financial restrictions are the following:

 

i)       Debt ratio must not exceed 1.2

 

ii)     Net minimum equity must not be less than US$ 2,500 million.

 

iii)    Interest hedging index cannot be less than 2.0

 

At closing date Arauco had complied with the totality of these restrictions.

 

     

03-31-2009

 

  

12-31-2008

 

Number of Shares Issued and Completely Paid by Type of Capital in Ordinary Shares

   113,152,446

Number of Shares Issued and Partially Paid by Type of Capital in Ordinary Shares

   -

Number of Shares Issued by Type of Capital in Ordinary Shares, Total

 

   113,152,446

Movement in Number of Ordinary Shares Issued and Completely Paid,

  

 

03-31-2009

 

  

12-31-2008

 

Number of Issued and Completely Paid, Ordinary Shares, Opening Balance

   113,152,446

Number of Shares Issued, Ordinary Shares

   -

Number of Shares Paid or Reduced, Ordinary Shares

   -

Number of Other Increases (Decreases) in Shares, Ordinary Shares

   -

Changes in the Number of Ordinary Shares Issued and Completely Paid, Total

 

  

-

 

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Disclosure of Information on Dividends paid to Ordinary Shares

Amounts of recognized dividends as distribution to shareholders during financial year 2008 and its corresponding amount per share.

 

Total Dividends, Ordinary Shares, Gross

   ThU.S.$315,817

Total Tax on Dividends, Ordinary Shares

   -

Total Dividends, Ordinary Shares, Net of Tax

   ThU.S.$315,817

Added Number of Shares Issued as Dividends, Ordinary Shares

   -
  

Detail of Paid Dividend, Ordinary Shares

   Final Dividend – Interim Dividend

Description of Paid Dividend, Ordinary Shares

   Final Dividend

Description of Type of Shares for which there is a Paid Dividend, Ordinary Shares

   Unlisted Ordinary Shares

Date of Paid Dividend, Ordinary Shares

   05-07-08

Amount of Dividend, Ordinary Shares, Gross

   ThU.S.$214,885

Amount of Tax on Dividends, Ordinary Shares

   -

Amount of Dividend, Net of Tax, Ordinary Shares

   ThU.S.$214,885

Number of Shares Issued as Dividends, Ordinary Shares

   -

Number of Shares of which Dividends are Paid, Ordinary Shares

   113,152,446

Dividend per Share, Ordinary Share

   U.S.$ 1.89907

Tax Rate Applicable to Paid Dividend, Ordinary Share

   -
  

Details of Dividends Paid, Ordinary Shares

   Final Dividend – Interim Dividend

Description of Dividends Paid, Ordinary Shares

   Interim Dividend

Description of Type of Shares for which there is a Paid Dividend, Ordinary Shares

   Ordinary Shares unlisted

Date of Paid Dividend, Ordinary Shares

   12-10-08

Amount of Dividend, Ordinary Shares, Gross

   ThU.S.$100,932

Amount of Tax on Dividends, Ordinary Shares

   -

Amount of Dividend, Net of Tax, Ordinary Shares

   ThU.S.$100,932

Number of Shares Issued as Dividends, Ordinary Shares

   -

Number of Shares in which Dividends are Paid, Ordinary Shares

   113,152,446

Dividend per Share, Ordinary Share

   U.S.$ 0.89199

Tax Rate Applicable to Paid Dividend, Ordinary Share

   -

For the period between January 1, 2009 and March 31, 2009 there was no dividend distribution.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Disclosure of Information on Reserves

A description of the nature and purpose of each reserve within equity.

Nature and Restrictions on Reserves

The only reserve is given by the conversion adjustment and there are no associated restrictions.

Nature and Restrictions on Conversion Reserves

This corresponds to a difference in foreign currency translation as compared to the Group’s subsidiaries, which do not use the US Dollar as functional currency.

Disclosure of other Information

Below are balances of Other Operating Income, Financing Costs and Profit (loss) from the derecognition of non current assets and Equity Profit (loss) from investments accounted for by the Equity Method, as of March 31, 2009 and March 31, 2008, respectively.

 

         03-31-2009    
ThU.S.$
        12-31-2008    
ThU.S.$
 

Types of Other Operating Income

    

Other Operating Income, Total

   45,841      17,464   

Interest Income

   2,576      4,151   

Other Operational Income

   43,265      13,313   
            

Types of Financing Costs

    

Financing Costs, Total

   41,550      49,488   

Interest Expenses

   41,413      49,223   

Interest Expenses-Bank loan

   41,170      47,947   

Interest Expenses, Others

   243      1,276   

Other Financing Costs

   137      265   
            

Types of Profit (Loss) from derecognition of Non Current Asset Accounts and Not Held for Sale

    

Types of Profit (Loss) from derecognition of Non Current Asset Account and Not Held for Sale, Total

   (3,012   (616

Profit (Loss) from Derecognition of property, plant and equipment accounts

   (17   145   

Profit (Loss) from Derecognition of Biological asset accounts

   (2,845   (761

Profit (Loss) from Derecognition of Accounts in other non-current assets

   (150   —     
            

Types of Equity Profit (Loss) from Investments accounted for by the Equity Method

    

Equity Profit (Loss) from investments accounted for by the Equity Method

   1,143      927   
            

Equity Profit (Loss) from Associates accounted for by the Equity Method

   1,143      927   
            

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 2. FIRST TIME ADOPTION OF INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS 1)

Disclosure of Information on First Time Adoption of IFRS

The present consolidated financial statements are the first statements prepared in accordance with International Financial Reporting Standards.

To prepare the aforementioned consolidated financial statements in accordance with IFRS 1, all mandatory exemptions and some of the optional exemptions from retrospective application of the IFRS have been applied.

Retrospective exemptions selected by Arauco

(a) Business combination

Arauco has applied the IFRS 1 exemption for business combinations, which allows business combinations prior to the transition date not to be restated. Therefore businesses combinations that took place before the transition date, January 1, 2008, have not been restated.

(b) Appointment of Recognized Financial Asset or Liability before IFRS Adoption Date

IAS 39 (revised) allows a financial instrument to be recognized at initial recognition as a financial asset or a financial liability at its fair value through profit or loss or as available for sale. Despite this requirement, the entity can recognize a financial instrument at the IFRS transition date. Arauco has not reclassified investments as available for sale at the transition date in accordance with IAS 39.

(c) Fair Value or revaluation as deemed cost

At the IFRS transition date the Company chose fair value with regards to property, plant and equipment of its pulp plants for both Arauco and Constitución in Chile, Misiones in Argentina and its panel plants and sawmills in Brazil, and used fair value as the initial historical cost, pursuant to IFRS 1. The fair value of Property, plant and equipment was measured by independent, external appraisal experts who determined new initial historical values, useful life and residual values.

 

  (i) Fair Value of Property, Plant and Equipment as Deemed Cost

 

       The total amount of appraised assets corresponding to Property, plant and equipment of pulp plants belonging to both Arauco and Constitución in Chile, Misiones in Argentina and its panel production plants and sawmills in Brazil at the transition date was ThU.S.$1,526,822.

 

  (ii) Book value adjustments in Property, Plant and Equipment according to previous GAAP.

 

       Appraisal adjustments mounted to ThU.S.$800,249

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(d) Employee Benefits

Arauco chose to recognize all accumulated actuarial gains and losses as of January 1, 2008.

(e) Cumulative Translation Differences

This exemption allows voiding all accumulated translation differences that arise as a consequence of converting financial statements of foreign entities, at the IFRS transition date. Consequently, foreign company profits and losses resulting from sales or derecognition after this date will not include translation differences before the transition date, they will only include the ones subsequent to this date.

Arauco made use of this exemption and annulled all accumulated conversion differences before January 1, 2008.

(f) Compound financial instruments

Arauco has not issued any compound financial instruments; therefore this exemption is not applicable.

(g) Subsidiaries, associates and joint ventures with different transition dates. This exemption is not applicable.

(h) Designation of previously recognized financial instruments

IAS 39 (revised) allows a financial instrument to be designated as financial asset or financial liability at fair value through profit and loss or as available for sale on initial recognition. Despite this requirement, the entity can recognize the financial instrument at the IFRS transition date. Arauco has not reclassified any investments as available for sale at the transition date in accordance with IAS 39.

(i) Restoration or Decommissioning Liabilities

As of January 1, 2008, Arauco has no assets or operations for which it could incur in decommissioning costs. Therefore this exemption is not applicable.

(j) Fair Value measurements of financial assets or financial liabilities at initial recognition

Arauco has not applied the exemption stipulated in revised IAS 39 regarding initial recognition at fair value with profit and loss changes for financial instruments where there is no active market. Therefore this exemption is not applicable.

Enforcement date of First Adoption of Financial Statements in accordance with IFRS

The IFRS adoption date is January 1, 2009.

Financial Statements Transition date to IFRS

The transition date to IFRS is January 1, 2008.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Comparative Information for First Time IFRS Adoption

Arauco has considered the year 2008 for comparative purposes in IFRS adoption.

Interim Financial Statements Covered by First Financial Statements in accordance with IFRS

March 31, 2009.

Explanation of IFRS Transition

Reconciliation below quantifies the impact of IFRS transition on Arauco.

Previous GAAP Equity Reconciliation and IFRS Equity at transition date.

1. – Reconciliation Summary of consolidated net equity as at January 1, 2008

 

     As at
01-01-2008
ThU.S.$
    Note  

Total net equity according to Chilean Accounting Principles

   5,413,797     

Property, plant and equipment adjustment

   857,087      (1.a

Biological Assets adjustment

   267,674      (1.b

Functional Currency adjustment

   37,606      (1.c

Negative Goodwill adjustment

   99,338      (1.d

Employee benefits actuarial value adjustment

   8,439      (1.e

Minimum Dividend adjustment

   (214,936   (1.f

Financial instruments adjustment

   (185,232   (1.g

Investments accounted for applying the equity method adjustment

   (138   (1.h

Cumulative effect of other minor concepts adjustment

   (982   (1.i

Deferred taxes adjustment

   (407,549   (1.j

Minority interests adjustment

   (83,003   (1.k

Intangible assets adjustment

   5,026      (1.l

Unrealized earnings adjustment

   12,126      (1.m
        

Total net equity according to IFRS

   5,809,253     
        

Figures in ThU.S.$

 

(1.a) Property, plant and equipment adjustment

 

(i)     Appraisal effect

   800,249

(ii)    Consolidation of Special Purpose Entity according to IFRS

   56,838
    

Total Adjustment

   857,087
    

(i) The Company applied the fair value as deemed cost exemption to pulp plant land, buildings, equipment and plants owned by both Arauco and Constitución in Chile, Misiones in Argentina, the plant in Curitiba and the sawmill in Brazil.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(ii) Land owned by the Special Purpose Entity (SPE) that must be consolidated in accordance with IFRS.

(1.b) Biological Assets Adjustments

 

(i)     Consolidation of Special Purpose Entity according to IFRS

   101,380

(ii)    Fair value adjustment determined by discounted future cash flows

   166,294
    

Biological Asset Total Adjustment

   267,674
    

(i) Forests and plantations owned by the Special Purpose Entity (SPE) that must be consolidated in accordance with IFRS.

(ii) Management established discounted future cash flows as the method to determine the fair value of biological assets, which differs from criteria used under GAAP where biological assets were valued using standard commercial margins for forests with harvesting volume and formation costs for biological assets with no harvesting volume.

(1.c) Functional currency adjustment

 

(i)     Property, plant and equipment historical dollar translation to functional currency

   41,331   

(ii)    Exchange rate adjustment to functional currency of subsidiaries in Brazil

   (3,725
      
   37,606   
      

(i) The Company determined that the functional currency for the majority of the Group’s companies is the US dollar, and proceeded to convert all its non-monetary assets and liabilities, particularly those related to Property, plant and equipment, to US dollars, using historical exchange rates at the time of the construction or acquisition of the assets.

(ii) The Brazilian Real was determined to be the functional currency for subsidiaries in Brazil. Under GAAP, these companies used the US dollar as their functional currency. For this reason, subsidiaries in Brazil adjusted their assets, liabilities and equity from Historical US dollars to Historical Reales, reported in US dollars at the closing exchange rate.

(1.d) Negative Goodwill Adjustment

 

Adjustment against negative goodwill retained earnings

   99,338

The balances of negative goodwill at the time of transition were adjusted against retained earnings, as a result of IFRS 3 adoption.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(1.e)    Employee benefits actuarial value adjustment

 

Employee Benefits actuarial value adjustment

   8,439

The Company generates severance payment obligations for termination of service contracts to some workers according to conditions established within collective or individual employee contracts. Such obligation is registered under GAAP using the present value of accrued cost method. Under IAS 19, these severance payments must be registered using the actuarial value method. The difference between these two valuation methods resulted in a lower provision, which was adjusted against retained earnings at the transition date.

(1.f)    Minimum Dividend Adjustment

 

Minimum Dividend

   (214,936

The Company’s dividend policy establishes a yearly distribution of 40% of net profits. This policy is determined each year at the General Shareholders’ Meeting.

(1.g)    Adjustment to Financial instruments

 

(i)     Derivative instrument valuation adjustment (swap) at fair value

   9,750   

(ii)    Consolidation of IFRS Special Purpose Entity (swap)

   (7,007

(iii)   Consolidation of IFRS Special Purpose Entity (loan)

   (200,746

(iv)   Brazil Tax provision Present Value adjustment

   10,099   

(v)    Bond obligations adjustment at effective rate

   2,672   
      

         Financial Instruments Total Adjustments

   (185,232
      

(i) Derivative instruments are registered as hedging instruments under GAAP, but they do not qualify as such under IFRS. Therefore, they are treated as investment derivative instruments. The amount corresponds to the derivative adjustment at fair value.

(ii) A derivative instrument (swap) owned by the Special Purpose Entity (SPE) must be consolidated under IFRS. This derivative instrument is treated as an investment and is valued at fair value.

(iii) Special Purpose Entity (SPE) bank loans must be consolidated under IFRS.

(iv) Adjustment of Current value liability relates to the Circulation of Goods and Services tax of a subsidiary of Placas do Paraná S.A. in Brazil.

(v) Corresponds to the valuation of bonds issued in US dollars and in U.F. at amortized cost using the effective interest rate method.

(1.h)    Investment adjustments accounted for using the equity method

 

Adjustment of investment in Stora Enso de Papel S.A.

   (138

Corresponds to the adjustment of investment in Stora Enso de Papel S.A. in Brazil, determined based on the new IFRS equity value.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(1.i)    Cumulative effect of other minor concepts    (982

(1.j)    Deferred Tax Adjustment

 

(i)     Consolidation of IFRS Special Purpose Entity

   333   

(ii)    Deferred taxes arising from IFRS Adjustments

   (341,50

(iii)   Derecognition of complementary accounts accepted under GAAP

   (3,571

(iv)   Unrecognized deferred taxes of Biological Assets before year 2000

   (62,808
      

Deferred taxes Total Adjustments

   (407,549
      

(i) Corresponds to Special Purpose Entity (SPE) deferred taxes that must be consolidated under IFRS.

(ii) Corresponds to deferred taxes arising from assets and liability adjustments to IFRS that constitute a temporary difference between the financial and taxable base. The following are the main components:

 

Deferred tax due to functional currency adjustment of Chilean companies

   (7,026

Deferred taxes due to adjustment to Property, plant and equipment valuation

   (287,437

Deferred taxes due to Biological Assets valuation

   (36,048

Deferred taxes due to derivative instrument (Swap) adjustment to Fair Value

   (1,658

Deferred taxes due to other IFRS adjustments

   (9,334
      

Total Deferred taxes arising from IFRS adjustments

   (341,503
      

(iii) Corresponds to derecognition of deferred tax complementary account balances recognized under GAAP. Under IFRS these complementary accounts are not acceptable. Therefore, an adjustment was made against retained earnings at the transition date.

(iv) Corresponds to biological assets deferred taxes equivalent as at December 31, 1999, which under GAAP were exempt of recognition.

(1.k)    Minority interest adjustment

 

Special Purpose Entity (Fondo de Inversión Bío Bío and affiliate)

   (78,960

Arauco Florestal Arapoti S.A.

   (1,138

Alto Paraná S.A.

   8   

Forestal Los Lagos S.A.

   (2,242

Forestal Cholguán S.A.

   (685

Forestal Arauco S.A.

   14   
      

Minority Interest Total Adjustment

   (83,003
      

(1.1)    Intangible asset adjustment

Corresponds to water rights for ThU.S.$5,026 activated by Arauco affiliates.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(1.m)    Unrealized Gains

Corresponds to the initial adjustment of unrealized gains for ThU.S.$12,126, determined pursuant to new commercialization margins of forestry companies, as a result of changes in valuation of agricultural products when applying Biological Asset standards stated in IAS 41.

Reconciliation of equity under previous GAAP, and equity under IFRS at the date of the most recent Company annual financial statements under GAAP.

2. - Reconciliation Summary of consolidated net equity at December 31, 2008.

 

     As at
12-31-2008
ThU.S.$
    Note  

Total net equity according to Chilean Accounting Principles

   5,623,154     

Property, plant and equipment Adjustment

   919,700      (2.a

Biological Assets Adjustment

   33,925      (2.b

Functional Currency Adjustment

   (143,662   (2.c

Negative Goodwill Adjustment

   93,345      (2.d

Purchased Goodwill Amortization adjustment

   193      (2.e

Employee Benefits Actuarial Value Adjustment

   7,330      (2.f

Minimum Dividend Adjustment

   (88,492   (2.g

Financial Instruments Adjustment

   (169,754   (2.h

Adjustment of accounted investments applying the equity method

   (954   (2.i

Cumulative effect of other minor concepts

   (2,229   (2.j

Deferred Tax Adjustment

   (372,527   (2.k

Minority Interest Adjustment

   (52,848   (2.l

Intangible Asset Adjustment

   5,026      (2.m

Unrealized Earnings Adjustment

   10,107      (2.n

Inventory Adjustment

   (11,206   (2.o

SPE receivables

   17,654      (2.p
        

Total net equity according to IFRS

   5,868,762     
        

Figures in ThU.S.$

(2.a)    Property, plant and equipment adjustment

 

(i)     Appraisal effect

   862,942

(ii)    Consolidation of IFRS Special Purpose Entity

   56,758
    

Total Adjustment

   919,700
    

(i) The Company applied fair value as a deemed cost exemption to land, buildings, and plant and equipment of its pulp plants in Arauco and Constitución, Chile, Misiones in Argentina and its panel plants and sawmill in Brazil. Furthermore, changes were made to the useful life of assets, assigning technical useful lives which resulted in lower depreciation for fiscal year 2008 under IFRS standards equivalent of ThU.S.$62.693.

(ii) Corresponds to land owned by the Special Purpose Entity (SPE), which under IFRS must be consolidated.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(2.b)    Biological asset adjustments

 

(i)     Consolidation of IFRS Special Purpose Company

   73,759   

(ii)    Fair value adjustment determined by discounted future cash flows

   (39,834
      

         Biological Assets Total Adjustment

   33,925   
      

(i) Corresponds to forests and plantations owned by the Special Purpose Entity (SPE), at December 31, 2008, which must be consolidated under IFRS

(ii) Management established discounted future cash flows as the method to determine the fair value of biological assets, which differs from criteria used under GAAP where biological assets were valued using standard commercial margins for forests with harvesting volume and formation costs for biological assets with no harvesting volume.

(2.c)    Functional currency adjustment

 

(i)     Property, plant and equipment translation to historical dollar functional currency

   41,331   

(ii)    Functional currency exchange rate adjustment for subsidiaries in Brazil

   (184,993
      
   (143,662
      

(i) The Company determined that the functional currency for the majority of the Group’s companies is the US dollar, and proceeded to convert all of its non-financial assets and liabilities, particularly those corresponding to Property, plant and equipment, to US dollars, using historical exchange rates at the time of asset construction or acquisition of the assets.

(ii) The Brazilian Real was determined to be the functional currency for subsidiaries in Brazil. Under Chilean Accounting Principles the functional currency for these companies was the US dollar. For this reason, subsidiaries in Brazil adjusted their assets, liabilities and equity from historical US dollars to historical Brazilian Reales, reported in US dollar at closing exchange rate. The conversion resulted in a lower equity adjustment at opening balance ThU.S.$3,725. The conversion adjustment for the 2008 financial year, was ThU.S.$181,268. This was due to a strong devaluation of the Brazilian Real against the US dollar during that year.

(2.d)    Negative goodwill adjustment

Negative goodwill balances at the transition date, valued at ThU.S.$99,338 were adjusted against retained earnings, as a result of IFRS 3 adoption. At December 31, 2008 this balance was ThU.S.$93,345, since under Chilean accounting principles an amortization of ThU.S.$5,993 was registered for that tax year.

(2.e)    Purchased goodwill amortization adjustment

This corresponds to derecognition of the amortization of purchased goodwill, valued at ThU.S.$193, since under IFRS this concept is treated as an Intangible Asset which is not amortized.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(2.f)    Employee benefits actuarial value adjustment

The Company generates severance payment obligations for termination of service contracts to some workers according to conditions established within collective or individual employee contracts. These obligations were registered under Chilean Accounting Principles using the current value of accrued compensation cost method. Under IAS 19 this compensation must be registered using the actuarial value method. The difference between both valuation methods resulted in a lower provision, ThU.S.$8,439, at January 1, 2008, which was adjusted against retained earnings at transition date. During the 2008 tax year a lower provision ThU.S.$309, was registered against that tax year’s earnings. Also, a higher provision was registered due to the initial impact conversion of affiliates using the Chilean Peso as their functional currency of ThU.S.$1,418.

 

(2.g)     Minimum dividend adjustment

The Company’s dividend policy establishes a yearly distribution of 40% of net profits. This policy is established each year at the General Shareholders’ Meeting. This resulted in recognizing a lower minimum equity dividend of ThU.S.$88,492 at December 31, 2008.

(2.h)    Financial instrument adjustment

 

(i)     Derivative instrument valuation adjustment (swap) at fair value

   6,832   

(ii)    Consolidation of IFRS Special Purpose Entity (swap)

   (14,051

(iii)   Consolidation of IFRS Special Purpose Entity (loan)

   (173,627

(iv)   Brazil Tax provision Present Value adjustment

   9,011   

(v)    Bond obligations adjustment at effective rate

   2,081   
      

         Financial Instruments Total Adjustment

   (169,754
      

(i) Derivative instrument used as hedging instrument under Chilean Accounting Principles, but that does not qualify as such under IFRS standards. Therefore it is treated as an investment derivative instrument. The amount corresponds to the derivative adjustment to fair value.

(ii) Derivative instrument (swap) owned by Special Purpose Entity (SPE), which under IFRS must be consolidated. This derivative instrument is treated as an investment and is valued at fair value.

(iii) Corresponds to Special Purpose Entity (SPE) bank loans, which under IFRS must be consolidated.

(iv) Current value liability adjustment corresponding to the Circulation of Goods and Services tax of Placas do Paraná S.A.’s subsidiary in Brazil.

(v) Corresponds to the valuation of bonds issued in US dollars and in U.F. at amortized cost using the effective interest rate method.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(2.i)    Investment adjustments accounted for using the equity method

Corresponds to the adjustment of investments in the subsidiary companies Stora Enso Industria de Papel S.A. in Brazil for ThU.S.($1,516) and EKA Chile S.A., in Chile, of ThU.S.$562, calculated based on the new IFRS equity value.

(2.j)    Accumulated effect of other minor concepts

Other immaterial adjustments arising from the application of IFRS standards that affect the Company’s net equity.

(2.k)    Deferred tax adjustment

 

(i)     Consolidation of IFRS qualifying Special Purpose Entity

   2,515  

(ii)    Deferred taxes arising from IFRS Adjustments

   (303,397 )

(iii)   Derecognition of complementary accounts accepted under GAAP

   (3,009 )

(iv)   Unregistered deferred taxes of Biological Assets before year 2000

   (68,636 )
      

         Deferred Taxes Total Adjustment

   (372,527
      

(i) Corresponds to the Special Purpose Entity (SPE) deferred taxes, which according to IFRS must be consolidated.

(ii) Corresponds to deferred taxes arising from assets and liabilities adjustments to IFRS, which constitute a temporary difference between financial basis and taxable basis. The main components are the following:

 

Deferred tax adjustment to functional currency for Chilean companies

   (7,026

Deferred taxes for adjustment to Property, plant and equipment valuation

   (294,135

Deferred taxes for Biological Assets valuation

   2,011   

Deferred taxes for derivative instrument (Swap) adjustment at fair value

   (1,161

Deferred taxes for other IFRS adjustments

   (3,086
      

Total deferred taxes arising from IFRS adjustments

   (303,397
      

(iii) Corresponds to the derecognition of deferred tax complementary account balances recognized under GAAP. Under IFRS these complementary accounts are not acceptable. Therefore, they were adjusted against retained earnings at the transition date.

(iv) Corresponds to deferred taxes equivalent to those of biological assets in effect at December 31, 1999, which under GAAP, were exempt of recognition.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(2.l)    Minority interest adjustment

 

Special Purpose Entity (Fondo de Inversión Bío Bío and subsidiary)

   (62,368

Arauco Florestal Arapoti S.A.

   12,231   

Alto Paraná S.A.

   1   

Forestal Los Lagos S.A.

   (2,323

Forestal Cholguán S.A.

   (489

Forestal Arauco S.A.

   100   
      

Minority Interest Total Adjustment

   (52,848
      

(2.m)    Intangible assets adjustment

Corresponds to water rights for ThU.S.$5,026 activated by Arauco subsidiaries.

(2.n)    Unrealized earnings adjustment

Corresponds to the adjustment of unrealized earnings amounting ThU.S.$10,107, determined by the new commercialization margins of forestry companies, as a result of changes in valuation of agricultural products when applying Biological Asset standards established in IAS 41.

(2.o)    Inventory adjustment

Correspond to adjustments to inventory value at December 31, 2008, according to new production costs under IFRS standards. These are a result of changes in depreciation, determined by Property, plant and equipment values, which include valuation changes due to translation to historical dollar, changes in valuations as well as changes in estimated useful life. Also, as a result of changes in the price of wood, where wood inventories are valued at appraisal value (valuation of agriculture products under IAS 41). Under Chilean Accounting Principles cost only included historical cost, known as real incurred cost.

(2.p)    Special Purpose Entity trade receivable adjustment

Special Purpose Entity (SPE) trade receivables, which must be consolidated under IFRS.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Reconciliation between last reported financial results under previous GAAP corresponding to the entity’s previous most recent annual financial statement and the financial results under IFRS for the same period.

3.    Summary of reconciliation of Net Income for tax period ended December 31, 2008.

 

     As at
12-31-008
ThU.S.$
    Note  

Total Net Income under Chilean GAAP

   478,746     

Depreciation changes of property, plant and equipment adjustment

   44,781      3.a

Valuation of agricultural products at fair value adjustment

   (167,051   3.b

Valuations of biological assets at fair value adjustment

   83,782      3.c

Affiliate earnings translation to functional currency different to the dollar adjustment

   (24,886   3.d

Amortization of negative goodwill investments adjustment

   (5,993   3.e

Amortization of goodwill investments adjustment

   193      3.f

Derivative instrument valuation (swap) to fair value adjustment

   (2,918   3.g

Employee benefits actuarial value adjustment

   (1,073   3.h

Placement cost adjustment

   (591   3.i

Investment in associates adjustment

   (1,378   3.j

Unrealized earnings adjustment associates

   (2,019   3.k

Earnings from non current asset sales adjustment

   (704   3.l

Consolidated net income of Special Purpose Entity adjustment

   333      3.m

Deferred taxes as a result of IFRS adjustment

   13,398      3.n

Minority interests adjustment

   (5,014   3.o

Effect of other non-material adjustment

   (2,551   3.p
        

Total Net Income under IFRS

   407,055     
        

Figures in ThU.S.$

(3.a)    Depreciation changes to Property, Plant and equipment adjustments under IFRS

Corresponds to adjustments in tax year depreciation, determined by Property, plant and equipment values under IFRS, which include changes in valuation due to translation to historical dollar and appraisals as well as changes in estimated useful life.

(3.b)    Valuation of Agricultural Products at Fair Value Adjustment

Corresponds to the higher cost of wood as a result valuing wood stock at its appraisal value (agriculture product valuation under

IAS 41). For Chilean Accounting Principles purposes this cost only included the historical cost, known as the incurred real cost.

(3.c)    Valuation of Biological Assets at Fair Value adjustment

Corresponds to biological assets fair value adjustment for the tax year, determined by appraisal criteria stated in Note 21.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(3.d)    Subsidiary earnings translation to functional currency different to the dollar adjustment

 

(i)     Derecognition of price level restatements for subsidiaries in Chile adjustment

   2,231   

(ii)    Exchange rate differences arising from changes in functional currency of

             subsidiaries in Brazil adjustment

   (27,117
      

Total impact—Exchange rate increase

   (24,886
      

(i) Corresponds to the elimination of price-level-restatements under Chilean GAAP applicable to Chilean subsidiaries whose functional currency is the Chilean peso. Under IFRS price-level-restatement mechanisms apply only to hyperinflationary economies. Not applicable to these companies.

(ii) Corresponds to exchange rate differences arising from Brazilian subsidiaries that changed their functional currency from US dollars to the Brazilian Real, meaning that under IFRS these subsidiaries generate exchange rate differences for holding assets and liabilities in currencies other than the Brazilian Real.

(3.e)    Amortization of investments Negative Goodwill adjustment

Corresponds to the derecognition of the amortization of investment’s Negative Goodwill, as Negative Goodwil investment balance was completely adjusted at initial impact against retained earnings; and therefore under IFRS this amortization does not exist.

(3.f)    Amortization of investments Goodwill adjustment

Corresponds to the derecognition of the amortization investment’s Goodwill, as under IFRS the goodwill or purchased goodwill is not amortized.

(3.g)    Derivative instrument (swap) valuation at fair value adjustment

Corresponds to the adjustment at fair value of derivative instruments treated as hedging under Chilean Accounting Principles, but which do not qualify as such under IFRS. Therefore, they are treated as investment derivative instruments that, under IFRS, must be valued at fair value.

(3.h)    Employee Benefits Actuarial Value adjustment

The Company generates severance payment obligations for termination of service contracts to some workers according to conditions established within collective or individual personnel contracts. These obligations were registered under Chilean Accounting Principles using the current value of accrued compensation cost method. Under IAS 19 this benefit must be registered using the actuarial value method.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(3.i)    Placement costs adjustment

 

(i)     Adjustment of amortization of re-purchasing costs of bonds registered as placement costs

   (342

(ii)    Interest adjustment for applying effective rate over a liability at current value

   (249
      

Placement Costs Total adjustment

   (591
      

(i) Corresponds to the reverse amortization of placement costs, which for IFRS purposes were adjusted at the beginning. Therefore, the amortization registered under Chilean GAAP must be reversed.

(ii) Corresponds to accrued interests as a result of applying the effective rate over registered placement costs, adjusting financial liabilities at the beginning under IFRS. Under Chilean GAAP placement costs were amortized on a straight-line basis over the enforcement period of the bonds obligations.

(3.j)    Investment in Associate adjustment Stora Enso Industria de Papel S.A.

Correspond to earnings adjustment of associate company Stora Enso Industria Papel S.A. in Brazil, in terms of the new earnings under IFRS.

(3.k)    Unrealized Earnings adjustment-associates

Corresponds to the adjustment of unrealized earnings for 2008 tax year, amounting ThU.S.$2,019, determined by new commercialization margins of forest companies, as a result of valuation changes of agricultural products from applying the Biological Assets standards established in IAS 41.

(3.l)    Income resulting from the sale of biological Assets and Property, plant and equipment

Corresponds to the adjustment due to the restatement of earnings as a result of the sale or derecognition of non-current assets under IFRS values determined at converging date, which included changes to valuation for translations to historical dollar, appraisals and changes in estimated useful life.

(3.m)    Consolidated net income of Special Purpose Entity

Corresponds to Special Purpose Entity (SPE) net income, which under IFRS must be consolidated, even when the company holds no equity.

(3.n)    Deferred taxes Adjustment

 

(i)     Derecognition of amortization of complementary accounts adjustment

   575

(ii)    Deferred tax arising from IFRS adjustments

   12,823
    

Total impact of deferred tax

   13,398
    

(i) Corresponds to the derecognition of deferred tax complementary accounts amortization, given that the total balance was initially adjusted against retained earnings. This amortization does not exist under IFRS.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(ii)  Corresponds to deferred tax adjustments arising from IFRS adjustments registered within the tax year.

(3.o)    Minority Interests Adjustment

 

Special Purpose Entity (Fondo de Inversión Bío Bío)

   (333

Arauco Florestal Arapoti S.A.

   (3,424

Forestal Los Lagos S.A.

   (1,177

Forestal Cholguán S.A.

   (138

Forestal Arauco S.A.

   58   
      

Minority Interests Total Adjustment

   (5,014
      

(3.p)    Effect of other minor adjustments

Corresponds to other minor adjustments that affect the company’s net income, as a result of applying IFRS.

Equity Reconciliation under previous GAAP and Equity under IFRS at reporting period date

4.    Summary of consolidated net equity reconciliation at March 31, 2008.

 

     At
    03-31-2008    
ThU.S.$
        Note    

Total net equity according to Chilean Accounting Principles

   5,574,561     

Property, plant and equipment adjustment

   873,254      (4.a)

Biological Assets adjustment

   263,883      (4.b)

Functional currency adjustment

   43,112      (4.c)

Negative goodwill adjustment

   97,897      (4.d)

Amortization of purchased goodwill adjustment

   46      (4.e)

Employee benefits actuarial value adjustment

   9,565      (4.f)

Minimum Dividend adjustment

   (289,335   (4.g)

Financial instruments adjustment

   (183,445   (4.h)

Accounted investments applying equity method adjustment

   (138   (4.i)

Cumulative effect of other minor concepts

   1,451      (4.j)

Deferred taxes adjustment

   (402,815   (4.k)

Minority interests adjustment

   (80,836   (4.l)

Intangible assets adjustment

   5,026      (4.m)

Unrealized earnings adjustment

   12,126      (4.n)

Inventory adjustment

   (2,733   (4.o)

SPE receivables

   19,199      (4.p)
        

Total net equity under IFRS

   5,940,818     
        

 

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Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Figures in ThU.S.$

(4.a)    Property, plant and equipment adjustment

 

(i)     Appraisal effect

   816,531

(ii)    Consolidation of Special Purpose Entity under IFRS

   56,723
    

Total Adjustment

   873,254
    

(i) The Company applied fair value as deemed cost exemption to land, buildings, and plant and equipment of its pulp plants in Arauco and Constitución, Chile, Misiones in Argentina and its panel plants and sawmill in Brazil. Furthermore, changes were made to the useful life of assets, assigning technical useful lives, which resulted in lower depreciation for the fiscal year 2008 under IFRS standards equivalent to ThU.S.$16,282.

(ii) Corresponds to land owned by the Special Purpose Entity (SPE), which under IFRS must be consolidated.

(4.b)    Biological Assets adjustment

 

(i)     Consolidation of Special Purpose Entity under IFRS.

   83,713

(ii)    Fair value adjustment determined in terms of discounted future cash flows

   180,170
    

         Biological Assets Total Adjustment

   263,883
    

(i) Correspond to forests and plantations owned by the Special Purpose Entity (SPE) as of March 31, 2008, which under IFRS must be consolidated.

(ii) Management established discounted future cash flows as the method to determine the fair value of biological assets, which differs from criteria used under GAAP where biological assets were valued using standard commercial margins for forests with harvesting volume and formation costs for biological assets with no harvesting volume.

(4.c)    Functional currency adjustment

 

(i)     Property, plant and equipment translation to historical dollar functional currency

   41,331

(ii)    Functional currency exchange rate adjustment for subsidiaries in Brazil

   1,781
    
   43,112
    

(i) The Company determined that the functional currency for the majority of the Group’s companies is the US dollar, and proceeded to convert all of its non-monetary assets and liabilities, particularly those related to Property, plant and equipment, to US dollars, using historical exchange rates at the time of the construction or acquisition of the assets.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(ii) The Brazilian Real was determined to be the functional currency for subsidiaries in Brazil. Under Chilean Accounting Principles the functional currency for these companies was the US dollar. For this reason, subsidiaries in Brazil adjusted their assets, liabilities and equity from historical US dollars to historical Reales, reported in US dollar at closing exchange rate. The conversion resulted in a lower equity adjustment at opening balance ThU.S.$3,725. The conversion adjustment at March 2008 amounted to ThU.S.$5.506 which resulted in an increase in equity. This is due to the revaluation of the Brazilian Real against the US dollar during the period.

(4.d)    Negative Goodwill adjustment

Higher investment value balances (negative goodwill) at the transition date for ThU.S.$99.338 were adjusted against retained earnings as a consequence of IFRS 3 adoption. As at 12/31/2008 this balance was ThU.S.$97,897, since under Chilean accounting principles an amortization of ThU.S.$1,441 was registered for that tax year.

(4.e)    Purchased goodwill amortization adjustment

Corresponds to the derecognition of the amortization of the lower investment value (purchased goodwill) for ThU.S.$46, since under IFRS this concept is treated as an Intangible Asset which is not amortized.

(4.f)    Employee Benefits actuarial value adjustment

The Company generates obligations for termination of service contract compensation to some workers pursuant to the stipulations of the collective or individual personnel contracts. These obligations were registered under GAAP using the current value of accrued cost method. Under IAS 19, these payments must be registered using the actuarial value method. The difference between both valuation methods resulted in a lower provision as of January 1,2008, ThU.S.$8,439, which was adjusted against retained earnings at the transition date. During the period January to March 2008 a higher provision of ThU.S.$198 was registered against that tax year’s earnings, as well as resulting in a lower provision from initial impact conversion for subsidiaries with Chilean pesos as their functional currency for ThU.S.$1,324.

(4.g)    Minimum Dividend adjustment

The Company has a dividend policy to distribute 40% of net profits annually. This policy is determined each year at the General Shareholders’ Meeting. This implied recognition as of December 31, 2008 of a lower minimum equity dividend of ThU.S.$214,936 corresponds to earnings for the tax year 2007 and ThU.S.$74,399 as profit provision in 2008.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(4.h)    Financial instruments adjustment

 

(i)     Derivative instrument valuation adjustment (swap) at fair value

   9,604   

(ii)    Consolidation of IFRS qualifying Special Purpose Entity (swap)

   (12,527

(iii)   Consolidation of IFRS qualifying Special Purpose Entity (loan)

   (192,615

(iv)   Brazil Tax provision Current Value adjustment

   9,569   

(v)    Effective rate bond obligations adjustment

   2,524   
      

         Financial Instruments Total Adjustment

   (183,445
      

(i) Derivative instrument used as hedging under Chilean Accounting Principles, but which does not qualify as such under IFRS. It is therefore treated as an investment derivative instrument. The amount corresponds to derivative adjustment at fair value.

(ii) Corresponds to derivative instrument (swap) owned by the Special Purpose Entity (SPE), which under IFRS must be consolidated. This derivative instrument is treated as an investment and it is valued at fair value.

(iii) Corresponds to the Special Purpose Entity bank loan balance as of December 31, 2008, which under IFRS must be consolidated.

(iv) Corresponds to the current value adjustment of liability of Circulation of Goods and Services tax that the subsidiary Placas do Paraná S.A. has in Brazil.

(v) Corresponds to the valuation of bonds issued in US dollars and in U.F. at amortized cost using the effective interest rate method.

(4.i)    Accounted Investment applying the Equity Method adjustment

Corresponds to the adjustment of investment in subsidiary Stora Enso Industria de Papel S.A. in Brazil for ThU.S.$ (138), determined in terms of its new equity under IFRS.

(4.j)    Accumulated Effect of Other Minor Concepts

Correspond to other minor adjustments due to the application of IFRS, affecting the Company’s net equity.

(4.k)    Deferred tax adjustment

 

(i)     Consolidation of IFRS Special Purpose Entity

   1,272   

(ii)    Deferred taxes arising from IFRS Adjustments

   (336,592

(iii)   Derecognition of complementary accounts accepted under GAAP

   (3,229

(iv)   Unregistered Deferred Taxes of Biological assets before year 2000

   (64,266
      

         Deferred Taxes Total Adjustment

   (402,815
      

(i) Corresponds to Special Purpose Entity (SPE) deferred taxes, which under IFRS must be consolidated.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(ii) Corresponds to deferred taxes arising from assets and liability adjustments to IFRS, which constitute a temporary difference between the financial and taxable basis. The main concepts are the following:

 

Deferred taxes for Chilean companies functional currency adjustment

   (7,026

Deferred taxes for appraisal adjustment to Property, plant and equipments

   (289,381

Deferred taxes for appraisal adjustment to Biological Assets

   (34,305

Deferred taxes for derivative instrument (Swap) adjustment at fair value

   (1,633

Deferred taxes for other IFRS adjustments

   (4,247
      

Total deferred taxes arising from IFRS adjustments

   (336,592
      

(iii) Corresponds to the derecognition of complementary account balances of deferred taxes recognized under GAAP. Under IFRS these complementary accounts are not acceptable; therefore they were adjusted against retained earnings at transition date.

(iv) Corresponds to deferred taxes equivalent to those of the in effect biological assets as of December 31,1999, which under GAAP, were exempt from registration.

(4.1)    Minority interest adjustment

 

Special Purpose Entity (Fondo de Inversión Bío Bío and subsidiary)

   (75,738

Arauco Florestal Arapoti S.A.

   (1,752

Alto Paraná S.A.

   8   

Forestal Los Lagos S.A.

   (2,590

Forestal Cholguán S.A.

   (754

Forestal Arauco S.A.

   (10
      

Minority Interest Total Adjustment

   (80,836
      

(4.m)    Intangible assets adjustment

Corresponds to water rights of Arauco’s subsidiaries in the amount of ThU.S.$5,026.

(4.n)    Unrealized Earnings adjustment

Corresponds to adjustment of unrealized earnings for ThU.S.$12,126, determined pursuant to new commercialization margins of forest companies, as a result of changes in the valuation of agricultural products as applied to Biological Assets established under IAS 41.

(4.o)    Inventory adjustment

Corresponds to adjustments to the inventory value at March 31, 2008 pursuant to new production costs under IFRS, resulting from changes in tax year depreciation, determined by Property, plant and equipment values, which include changes in the valuation for historical dollar conversion and appraisals, and changes in estimated useful life, and for changes in wood prices as a result of valuation of wood stock at appraisal value (agriculture products valuation under IAS 41). For Chilean Accounting Principles purposes this cost only included the historical cost, known as incurred real cost.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(4.p) Special Purpose Entity Receivables Adjustment

Corresponds to Special Purpose Entity receivables, which under IFRS must be consolidated.

Net Income Reconciliation under previous GAAP and Net Income under IFRS at reporting period date

5. Summary of reconciled Net Income for tax period ended December 31, 2008.

 

     As at
03-31-2008
ThU.S.$
    Note  

Total Net Income under Chilean accounting principles

   187,439     

Depreciation of Property, plant and equipment adjustment

   10,276      5.a

Valuation of agricultural products at fair value adjustment

   (26,464   5.b

Valuation of Biological Assets at fair value adjustment

   9,568      5.c

Subsidiary earnings conversion of functional currency different to the dollar adjustment

   3,636      5.d

Amortization of Negative Goodwill Investment Value adjustment

   (1,441   5.e

Amortization Goodwill Investment Value

   46      5.f

Derivative instrument (swap) valuation at fair value adjustment

   (146   5.g

Employee benefits actuarial value adjustment

   1,037      5.h

Placement Cost adjustment

   (148   5.i

Sales of non current assets adjustment

   (336   5.j

Consolidated net income of Special Purpose Entity adjustment

   1,394      5.k

Deferred Tax Adjustment for IFRS conversion

   3,802      5.l

Minority Interests adjustment

   (1,678   5.m

Effect of other minor adjustments

   84      5.n
        

Total Net Income under IFRS

   187,069     
        

Figures in ThU.S.$

 

(5.a) Depreciation changes to Property, Plant and Equipment adjustment

Corresponds to adjustments in tax year depreciation, determined by Property, plant and equipment values under IFRS, which include changes in the valuation due to translation to historical dollar and appraisals as well as changes in estimated useful life.

 

(5.b) Valuation of Agricultural Products at Fair Value adjustment

Corresponds to higher wood prices as a result of valuation of wood inventories at appraisal value (agriculture products valuation under IAS 41). For Chilean Accounting Principles purposes this cost only included the historical cost, known as the incurred real cost.

 

(5.c) Valuation of Biological Assets at Fair Value adjustment

Corresponds to biological assets fair value adjustment for the tax year, determined according to appraisal criteria stated in Note 21.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(5.d) Subsidiary earnings conversion of functional currency different to the dollar adjustment

 

(i)     Derecognition of currency correction of subsidiaries in Chile adjustment

   50

(ii)    Exchange rate for functional currency change in subsidiaries in Brazil adjustment

   3,586
    

Total impact—Exchange rate increase

   3,636
    

(i) Corresponds to the derecognition of currency correction determined under Chilean Accounting Principles for Chilean subsidiaries whose functional currency is the Chilean peso. Under IFRS, currency correcting mechanisms only apply to hyperinflationary economies not applicable to these companies.

(ii) Corresponds to the conversion difference of Brazilian subsidiaries that changed their functional currency from US dollars to Brazilian Reals. This implies that under IFRS these subsidiaries generate conversion difference for holding assets and liabilities in currencies different from Brazilian Reals.

 

(5.e) Negative Goodwill Value Amortization adjustment

Corresponds to the elimination of the amortization to the highest investment value, due to the adjusting in initial impact of all the highest investment value balance against accumulated earnings given that this amortization does not exist under IFRS.

 

(5.f) Goodwill Value Amortization adjustment

Corresponds to the derecognition of amortization to the lower investment value, given that under IFRS the lower investment value or purchased goodwill is not amortized.

 

(5.g) Derivative instrument (swap) valuation at Fair Value adjustment

Corresponds to the adjustment at fair value of derivative instruments treated as hedging instruments under Chilean Accounting Principles, but which do not qualify as such under IFRS, and therefore are treated as investment derivative instruments, which, under IFRS, must be valued at fair value.

 

(5.h) Employee Benefits Actuarial Value adjustment

The Company generates obligations for termination of service contract compensation to some workers pursuant to the stipulations of the collective or individual personnel contracts. These obligations were registered under Chilean Accounting Principles using the current value of accrued cost method. Under IAS 19, these payments must be registered using the actuarial value method.

 

(5.i) Placement costs adjustment

 

(i)     Adjustment of repurchase amortization costs of bonds registered as placement costs

   (86

(ii)    Adjustment of interest for applying effective rate over liability at current value

   (62
      

Placement costs Total adjustment

   (148
      

 

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Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

(i) Corresponds to the reverse of amortization of placement costs, which for IFRS purposes were adjusted at initiation. Therefore, amortization registered under Chilean accounting principles must be reversed

(ii) Corresponds to accrued interests for the application of effective rate over placement costs that were registered adjusting financial liabilities at initiation under IFRS. Under Chilean Accounting principles placement costs were amortized using the straight-line method during the enforcement period of the bond obligations which originated them.

 

(5.j) Adjustment to income resulting from sale of biological Assets and Property, plant and equipment

Corresponds to the adjustment due to the restatement of earnings as a result of the sale or derecognition of non-current assets under IFRS values determined at converging date, which included valuation changes due to translations to historical dollar, appraisals and changes in estimated useful life.

 

(5.k) Consolidation of Special Purpose Entity net income adjustment

Corresponds to Special Purpose Entity (SPE) net income, which under IFRS must be consolidated, even when the company holds no equity.

 

(5.l) Deferred taxes Adjustment

 

(i)     Adjustment for derecognition of amortization of complementary accounts

   290

(ii)    Adjustment for deferred tax arising from IFRS adjustments

   3,512
    

Total impact deferred tax

   3,802
    

(i) Corresponds to the derecognition of deferred tax complementary accounts amortization, given that the total balance was initially adjusted against retained earnings. This amortization does not exist under IFRS.

(ii) Corresponds to deferred tax adjustments arising from IFRS adjustments registered within the tax year.

 

(5.m) Minority Interests Adjustment

 

Special Purpose Entity (Fondo de Inversión Bío Bío)

   (1,394

Arauco Florestal Arapoti S.A.

   61   

Forestal Los Lagos S.A.

   (313

Forestal Cholguán S.A.

   (36

Forestal Arauco S.A.

   4   
      

Minority Interests Total Adjustment

   (1,678
      

 

(5.n) Effect of other minor adjustment

Corresponds to other minor adjustments, which as a result of IFRS application, affect the Company’s net income.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Reconciliation of Statement of Cash Flow, effect of the transition to IFRS for the last period of the Company’s most recent annual financial statements and its cash and cash equivalents under IFRS for the same period.

 

     As at
03-31-2008
(ThU.S.$)
 

Total Net Cash Flow Statement according to Chilean accounting principles

   343,838   

Net Cash Flow of (Used in):

  

Operating

   (1,884

Other Operating Activities

   (3,460

Operating Activities

   (5,344 ) 

Investing Activities

   17,488   

Financing Activities

   (11,100

Net Increase (Decrease) in Cash and Cash Equivalents

   1,044   

Cash and Cash Equivalent Initial Balance

   609   
      

Cash and Cash Equivalents, Reported in the Cash Flow Statement, Closing Balance

   345,491   
      

Cash Flow Statements of Special Purpose Entity Fondo de Inversión Bío Bío and its subsidiary Forestal Río Grande S.A., were incorporated. All Forestry sales performed by Forestal Río Grande S.A. to the Group’s forest companies were eliminated in Arauco’s consolidation.

Disclosure of Impairment Value Recognition or Reversal due to Adoption

There are no impairment provisions to report at the transition date.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 3.    INVENTORIES (IAS 2)

Inventory Policy

Inventory Measurement Policy

Inventories are stated at the lower of cost or net realizable value. The cost is determined using the average cost method.

Formula to determine inventory costs

Cost of finished goods and work-in-progress include design costs, raw material, direct labor, other direct costs and general manufacturing expenses (based on normal operating capacity). Interest costs are not included.

The net realizable value is the estimated selling price in the ordinary course of business, less applicable variable sales costs.

 

Principal Components of Inventory

   03/31/2009
ThU.S.$
   03/31/2008
ThU.S.$

Raw Material

   97,122    89,250

Production Supplies

   42,711    45,090

Work in progress

   36,211    38,610

Finished goods

   452,639    448,979

Other Inventories

   62,214    77,483
         

Total Inventories

   690,897    699,412
         

Inventories at Fair Value less Selling Costs

At current Financial Statement date, goods have been valued at cost.

Inventory Discounts

At current Financial Statements date there are no significant write-offs to report.

Reversion of Inventory Discounts

At current Financial Statement date, there are no reversions to report.

Circumstances that lead to Reverses of Inventory Discounts

There are no Inventory Deduction reverses.

Inventory Costs Recognized as Expenditure during the Period

As of March 31, 2009, a provision increase of ThU.S.$150 was recognized as compared to ThU.S.$150 at March 31, 2008.

Explanation of Pledged Inventories as a Debt Fulfillment Guarantee

At current Financial Statements date, there are no Pledged Inventories to report.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 4. CASH FLOW STATEMENT (IAS 7)

Cash and cash equivalents include cash on hand, in banks, fixed term deposits in financial institutions and other short term highly liquid investments with an initial maturity period of three months or less.

 

Components of Cash and Cash Equivalents

   03/31/2009
ThU.S.$
   12/31/2008
ThU.S.$

Cash on Hand

   164    147

Banks

   54,500    18,515

Short term Deposits

   110,210    72,198

Other Cash and Cash Equivalents

   16,519    17,172
         

Total

   181,393    108,032
         

Reconciliation of Cash and Cash Equivalents

     

Bank Overdraft used for Cash Management

   0    0

Other Reconciliation Items, Cash and Cash Equivalents

   181,479    59,255

Reconciliation of Cash and Cash Equivalent Items, Total

   181,479    59,255

Cash and Cash Equivalents

   181,393    108,032
         

Cash and Cash Equivalents, Reported in the Cash Flow Statement

   362,872    167,287
         

As at March 31, 2009, and December 31, 2008, there were no purchases or sales of investment in subsidiaries to report.

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 5. ACCOUNTING POLICIES, CHANGES IN ACCOUNTING ESTIMATES (IAS 8)

Changes in Accounting Policies

Accounting policies adopted in the preparation of these consolidated financial statements are as required by IFRS 1. These policies have been designed in accordance with IFRS in effect as at March 31, 2009 and applied uniformly to all items presented in these consolidated financial statements.

Changes in the Treatment of Accounting Policy

The current consolidated financial statements of Arauco at March 31, 2009 are the Group’s first financial statements prepared under International Financial Reporting Standards (IFRS). The Group’s previous financial statements were prepared according to Generally Accepted Accounting Principles in Chile.

Standards adopted by the Group in Advance

IFRS 8, Operative Segments (applied from January 1, 2009).

IAS 23 (Revised), Financial costs – Review of financial interests according to recognition as capitalization or expenditure (applied from January 1, 2009).

IAS 27 (Revised), Consolidated and individual financial statements – Modifications arising from changes in IAS 3 (applied from July 1, 2009).

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 6.  TAXES (IAS 12)

Deferred income taxes are calculated based on the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the annual consolidated financial statements. However, deferred income tax is not accounted for if it arises from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction does not affect accounting or taxable profit or loss. Deferred income tax is determined using tax rates (and laws) enacted or to be enacted at the balance sheet date and expected to come into effect when the corresponding deferred income tax asset is realized or the liability deferred income tax is settled.

Deferred Taxes Assets

Deferred income tax assets are recognized to the extent that it is probable that future tax benefits will be available to compensate for timing differences.

The following table details deferred tax assets:

 

Deferred Tax Assets

       03-31-2009    
ThU.S.$
       12-31-2008    
ThU.S.$

Deferred Tax Assets Relative to Provisions

   20,974    14,414

Deferred Tax Assets Relative to Post-Employment obligations

   1,884    3,651

Deferred Tax Assets Relative to Restatement of Property, Plant and equipment

   100    671

Deferred Tax Assets Relative to Financial Instruments Restatements

   3,038    2,389

Deferred Tax Assets Relative to Tax Losses

   40,549    36,913

Deferred Tax Assets Relative to Others

   22,458    28,367
         

Deferred Tax Assets Total

   89,003    86,405
         

Nature and Tax Loss during Previous and Present Period

At present financial statement date some of Arauco’s subsidiaries show tax losses of ThU.S.$ 187,471 as compared to ThU.S.$ 179,981 as at December 31, 2008 originated mainly due to operational and financial losses.

Deferred Tax Liability

Correspond to income tax amounts payable in future periods related to taxable temporary differences.

Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

The following table details deferred tax liabilities:

 

Deferred Tax Liabilities

       03-31-2009    
ThU.S.$
        12-31-2008    
ThU.S.$
 

Deferred Tax Liabilities Relative to Depreciations

   362,015      338,731   

Deferred Tax Liabilities Relative to Provisions

   1,486      1,532   

Deferred Tax Liabilities Relative to Post-Employment benefits

   61      35   

Deferred Tax Liabilities Relative to Restated Property, Plant and equipment

   310,962      299,045   

Deferred Tax Liabilities Relative to Intangible Asset Restatements

   701      855   

Deferred Tax Liabilities Relative to Financial Instrument restatement

   2,328      2,648   

Deferred Tax Liabilities Relative to Others

   438,384      448,053   
            

Deferred Tax Liabilities Total

   1,115,937      1,090,899   
            

Temporary Differences

The following tables summarizes current asset and liability timing differences:

 

     03-31-2009    12-31-2008

Detail of Types of Deferred Tax Temporary Differences

   Deductible
Difference

ThU.S.$
   Taxable
Difference
ThU.S.$
   Deductible
Difference

ThU.S.$
   Taxable
Difference
ThU.S.$

Deferred Tax Assets

   48,454    —      49,492    —  

Tax Loss

   40,549    —      36,913    —  

Deferred Tax Liabilities

   —      1,115,937    —      1,090,899

 

         03-31-2009             03-31-2008      

Detail of Temporary Difference Profit and Loss Amounts

   ThU.S.$     ThU.S.$  

Deferred Tax Assets

   605      (4,753

Tax Loss

   (2,079   (3,213

Deferred Tax Liabilities

   21,139      18,984   
            

Total

        19,665           11,018   
            

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Income Tax Expenditure (Income)

Income Tax Expenditure consists of the following:

 

Expense due to Current Income Taxes on Earnings

       03-31-2009    
ThU.S.$
        03-31-2008    
ThU.S.$
 

Current Income Tax Expense

   (9,309   37,039   

Tax Benefit Arising from Unrecognized Tax Assets previously used to Reduce Tax Expense

   (3,037   (2,484

Previous Period Current Tax Adjustments

   (231   —     

Other Current Tax Expenses

   68      20   
            

Current Tax Expenses, Net, Total

   (12,509   34,575   
            

 

Deferred Expense (Income) from Taxes Relative to the Creation and Reversion of Temporary Differences

   21,836      13,772   

Tax Benefit Arising from Unrecognized Tax Assets Previously used to reduce Expenses due to Deferred Taxes

   (2,079   (3,213

Other Deferred Tax Expenses

   (92   459   

Deferred Tax Expenses, Net, Total

   19,655      11,018   
            

Expense (Income) due to Income Tax Total

   7,156      45,593   
            

Income Tax Expenditure Reconciliation using the Effective Rate method

Income tax expenditure reconciliation is as follows:

 

Reconciliation of Tax Expenses using the Legal Rate with Tax Expenses using the Effective Rate

       03-31-2009    
ThU.S.$
        03-31-2008    
ThU.S.$
 

Tax Expense Using Legal Rate

   3,628      39,963   

Tax Effect of Rates in Other Jurisdictions

   3,334      7,666   

Tax Effect of Non Taxable Ordinary Income

   —        (549

Tax Effect of Non Tax Deductible Expenses

   210      —     

Tax Effect from Using Previously Unrecognized Tax Losses

   —        (454

Tax Effect of Excess Tax for Previous Periods

   (231   —     

Other Increases (Decreases) Legal Taxes

   215      (1,033

Adjustment to Tax Expense using the Legal Rate, Total

   3,528      5,630   
            

Tax Expenses Using the Effective Rate

   7,156      45,593   
            

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 7.  PROPERTY, PLANT AND EQUIPMENT (IAS 16)

Property, plant and equipment measuring basis

Fixed assets are stated at historical cost less depreciation and accumulated impairment losses. Historical cost includes all expenditure directly attributable to goods acquisition.

Land measurement basis

Fixed assets are stated at historical cost less corresponding accumulated impairment losses. Historical cost includes expenditure directly attributable to goods acquisition.

Property, plant and equipment measurement basis (except land)

Fixed assets are stated at historical cost less depreciation and accumulated impairment losses. Historical cost includes all expenditure directly attributable to the acquisition of goods.

Property, plant and equipment depreciation method

Depreciation is primarily determined using the straight-line method to assign revalued amounts and costs to their residual values over their estimated technical useful life.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Property, plant and equipment estimated useful life or depreciation rates

Depreciation of Property, Plant and equipment is calculated based on the defined useful life in terms of the years the asset is expected to be used.

 

Properties, Plant and Equipment, by type

Net Properties, Plant and Equipment

   03-31-2009
ThU.S.$
    12-31-2008
ThU.S.$
 

Construction in progress

   391,859      344,562   

Land

   693,105      691,810   

Buildings

   1,189,395      1,197,966   

Plant and equipment

   2,232,997      2,258,930   

Information technology equipment

   18,134      18,595   

Fixed facilities and accessories

   4,514      4,773   

Motorized vehicles

   4,200      4,346   

Others

   100,473      85,932   
            

Total

   4,634,677      4,606,914   
            

Gross Properties, plant and equipment,

    

Construction in progress

   391,859      344,562   

Land

   693,105      691,810   

Buildings

   2,140,558      2,152,163   

Plant and equipment

   3,681,423      3,680,586   

Information technology equipment

   41,627      41,668   

Fixed facilities and accessories

   25,905      17,574   

Motorized vehicles

   8,949      8,837   

Others

   130,078      133,421   
            

Total

   7,113,504      7,070,621   
            

Types of accumulated depreciation and impairment, properties, plant and equipment (presentation)

    

Buildings

   (951,163   (954,197

Plant and equipment

   (1,448,426   (1,421,656

Information technology equipment

   (23,493   (23,073

Fixed facilities and accessories

   (21,391   (12,801

Motorized vehicles

   (4,749   (4,491

Others

   (29,605   (47,489
            

Total

   (2,478,827   (2,463,707
            

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Estimated Useful Life or Depreciation Rate for Properties, Plants and Equipment

 

          Minimum    Maximum

Buildings

   Useful Life in Years    20    100

Plant and equipment

   Useful Life in Years    10    80

Information technology equipment

   Useful Life in Years    3    5

Fixed facilities and accessories

   Useful Life in Years    5    20

Motorized vehicles

   Useful Life in Years    5    20

Others properties, plants and equipment

   Useful Life in Years    3    20

Description of Property, Plant and Equipment Pledged as Guarantee

Regarding Forestal Río Grande S.A, an affiliate of Fondo de Inversión Bío Bío, a Special Purpose Entity, we note that in October 2006, first and second degree mortgages were executed in favor of JPMorgan Chase Bank N.A. and Arauco, respectively, with prohibition to sell and encumber any property currently belonging to the aforementioned Special Purpose Entity, in order to ensure fulfillment of payments to Fondo de Inversión Bío Bío.

In September 2007, Forestal Río Grande S.A acquired real estate in Yungay, located in Chile’s Region VIII, for which the company executed a first mortgage with prohibition to sell and encumber in favor of, among others, JPMorgan. Similarly, a second mortgage with prohibition to sell and encumber was executed in favor of Arauco.

 

         03-31-2009    
ThU.S. $
       12-31-2008    
ThU.S. $

Collateral Amount of Property, Plant and Equipment

   56,224    56,758

Committed Amount for the acquisition of property, plant and equipment

   182,660    225,801

 

         03-31-2009    
ThU.S. $
       03-31-2008    
ThU.S. $

Amount paid on property, plant and equipment accounts

   48,471    57,269

during construction process

     

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Movement on Property, Plant and Equipment

Movement on properties, plant and equipment at March 31, 2009 and at December 31, 2008 is detailed in the following tables:

 

Movement of Fixed Assets

   Construction
in Progress
ThU.S.$
    Land
ThU.S.$
    Buildings
ThU.S.$
    Plant and
equipments
ThU.S.$
    IT
Equipment
ThU.S.$
    Fixed
Facilities and
Accessories
ThU.S.$
    Motorized
Vehicles
ThU.S.$
    Other
Property,
Plant and
Equipment
ThU.S.$
    Total
ThU.S.$
 

Initial balance 01-01-2009 Changes

   344,562      691,810      1,197,966      2,258,930      18,595      4,773      4,346      85,932      4,606,914   

Additions

   48,471      903      5,269      6,203      28      69      67      17,057      78,067   

Disappropriations

   (124   (572   —        —        (22   —        (10   (346   (1,074

Withdrawals

   —        (8   —        (21   —        —        —        (916   (945

Depreciation costs

   —        —        (13,942   (33,618   (473   (422   (205   (1,858   (50,518

Exchange rate increase (decrease) of foreign currency

   7      972      131      1,077      1      44      (1   2      2,233   

Other increase/decrease

   (1,057   —        (29   426      5      50      3      602      —     

Total Changes

   47,297      1,295      (8,571   (25,933   (461   (259   (146   14,541      27,763   
                                                      

Closing balance 31-03-2009

   391,859      693,105      1,189,395      2,232,997      18,134      4,514      4,200      100,473      4,634,677   
                                                      

 

Movement of Fixed Assets

   Construction
in Progress
ThU.S.$
    Land
ThU.S.$
    Buildings
ThU.S.$
    Plant and
equipments
ThU.S.$
    IT
Equipment
ThU.S.$
    Fixed
Facilities and
Accessories
ThU.S.$
    Motorized
Vehicles
ThU.S.$
    Other
Property,
Plant and
Equipment
ThU.S.$
    Total
ThU.S.$
 

Initial balance 01-01-2008 Changes

   163,550      718,778      1,229,125      2,366,978      15,672      5,709      4,398      97,461      4,601,671   

Additions

   212,205      11,169      22,825      36,352      4,386      231      783      3,968      291,919   

Disappropriations

   —        (476   (37   (3,059   (24   (2   (51   (2,935   (6,584

Withdrawals

   (52   —        —        (1,476   —        —        —        —        (1,528

Depreciation costs

   —        —        (60,028   (134,224   (1,691   (1,267   (786   (8,713   (206,709

Exchange rate increase (decrease) of foreign currency

   (90   (37,661   (4,985   (25,245   (11   (9   —        (3,854   (71,855

Other increase/decrease

   (31,051   —        11,066      19,604      263      111      2      5      —     

Total Changes

   181,012      (26,968   (31,159   (108,048   2,923      (936   (52   (11,529   5,243   
                                                      

Closing balance 31-12-2008

   344,562      691,810      1,197,966      2,258,930      18,595      4,773      4,346      85,932      4,606,914   
                                                      

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 8.  LEASES (IAS 17)

Fixed asset leases are those in which Arauco holds a significant portion of the risks and rewards of ownership and are classified as financial leases. Financial leases are capitalized at commencement of the lease term at the lower of the fair value of the leased property and the present value of the minimum lease payment.

Leases in which the Lessor holds a significant portion of the risks and rewards of ownership are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

When assets are leased under a finance lease, the current value of lease payments is treated as a receivable. The difference between the gross payment to be charged and the current value of said payment is shown as capital return.

Disclosure of Finance Leases Classified by Type of Asset, Leases

 

     03-31-2009
ThU.S.$
   12-31-2008
ThU.S.$

Net, Total, Leased Property, Plant & Equipment (Finance Lease)

   12,185    12,208

Net Leased Land (Finance Lease)

   2,915    2,915

Net Leased Buildings (Finance Lease)

   9,270    9,293

Net Leased Plant and Equipment (Finance Lease)

   —      —  

Net Leased IT Equipment (Finance Lease)

   —      —  

Net Leased Fixed Installations and Accessories (Finance Lease)

   —      —  

Net Leased Motorized Vehicles (Finance Lease)

   —      —  

Net Other Leased Property, Plant and Equipment (Finance Lease)

   —      —  

Reconciliation of Finance Lease Minimum Payments, Lessee

Current Value of Minimum Finance Lease Obligations

 

      03-31-2009

Finance Lease

   Gross
ThU.S.$
   Interest
ThU.S.$
   Current
Value
ThU.S.$

Due within one year

   1,048    16    1,032

Due within one and five years

   —      —      —  

Due beyond five years

   —      —      —  
              

Total

   1,048    16    1,032
              

Current Value of Minimum Finance Lease Obligations

 

      12-31-2008

Minimum lease payments, lease payment obligations

   Gross
ThU.S.$
   Interest
ThU.S.$
   Current
Value
ThU.S.$

Due within one year

   1,409    15    1,394

Due within one and five years

   —      —      —  

Due beyond five years

   —      —      —  
              

Total

   1,409    15    1,394
              

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Reconciliation of Finance Lease Minimum Payments, Lessor

Current Value of Minimum Finance Lease Payments

 

      03-31-2009

Minimum Finance Lease Payments Receivable, Finance Lease

   Gross
ThU.S.$
   Interest
ThU.S.$
   Current
Value
ThU.S.$

Due within one year

   4,168    556    3,612

Due within one and five years

   6,058    474    5,584

Due beyond five years

   —      —      —  
              

Total

   10,226    1,030    9,196
              

Current Value of Minimum Finance Lease Payments

 

      12-31-2008

Minimum Finance Lease Payments Receivable, Finance Lease

   Gross
ThU.S.$
   Interest
ThU.S.$
   Current
Value
ThU.S.$

Due within one year

   3,429    266    3,163

Due within one and five years

   5,021    244    4,777

Due beyond five years

   —      —      —  
              

Total

     8,450       510    7,940
              

Significant Finance Lease Agreements

Arauco holds finance leases as a lessor and lessee detailed within the previous tables, and therefore, there are no contingent payments or restrictions to note.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 9. POLICY ON ORDINARY REVENUE RECOGNITION (IAS 18)

Policy on ordinary revenue recognition

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the group’s activities. Revenue is shown net of value-added-tax, returns, rebates, and discounts and after eliminating sales within the Group.

Arauco recognizes revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Group`s activities as described below.

 

(a) Policy on Revenue recognition due to the Sale of Goods

Revenue from the sale of goods are recognized when an Arauco entity has transferred to the buyer the significant risks and rewards of ownership, when the amount of revenue can be reliably measured, when Arauco cannot influence in management of the sold goods and when it is probable that the economic benefits associated with the transaction will flow to the entity.

Sales are recognized in terms of the arranged price stated within the sales contract, net of volume discounts and estimated refunds at the date of the sale. Volume discounts are evaluated in terms of estimated annual purchases. It is assumed that there is no significant financing component given that sales are carried out with a low average time period, which is in line with market practices.

 

(b) Policy on Revenue recognition due to Rendering of Services

Revenue derived from fixed price service contracts are generally recognized during the period of the service contract on a straight-line basis throughout the duration of the contract.

 

Types of Ordinary Revenue

   03-31-2009
ThU.S.$
   03-31-2008
ThU.S.$

Sale of goods

   635,912    912,954

Service Contracts

   24,228    48,292
         

Total

   660,140    961,246
         

 

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CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 10. EMPLOYEE BENEFITS (IAS 19)

Disclosure of Termination Benefits

Correspond to severance payment obligations for years of service due to termination of service contracts not covered by the provision, and that arise from benefits stated within work contracts and/or as severance payments stated in the Labor Law.

Description of Recognized Termination Benefits

Estimate of years of service severance payments to be recognized as a future termination payment liability, according to in force work contracts held with the workers and pursuant to actuarial valuation criteria for this type of liability.

Types of Benefits and Expenses by Employee

 

Types of Benefits Expenses by Employee

   03-31-2009
ThU.S.$
   03-31-2008
ThU.S.$

Personnel Expenses

   47,446    49,555

Wages and salaries

   46,416    48,847

Short term employee benefits

   286    366

Termination benefits

   744    342

 

Termination Benefits

   03-31-2009
ThU.S.$
   12-31-2008
ThU.S.$

Recognized liability amount for termination contract, current

   1,994    2,188

Recognized liability amount for termination contract, non-current

   20,686    18,109
         

Recognized liability amount for termination contract, Total

   22,680    20,297
         

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 11. EFFECT OF FOREIGN CURRENCY EXCHANGE RATE VARIATIONS (IAS 21)

The items included in the financial statements of all Arauco Companies are valued using the Company’s primary economic currency in which the company operates (functional currency). Consolidated financial statements are presented in US Dollars, which is the functional currency of the Parent Company and of the Group.

Functional currency of subsidiaries and associate companies in Brazil is the Brazilian Real. Therefore, their individual financial statements have been expressed according to the presentation currency as follows:

 

(i) Assets and liabilities for each balance sheet are translated at the closing exchange rate;

 

(ii) Incomes and expenses for each income statement are translated at the average monthly exchange rate, given that to date this average has been a fair estimate of the cumulative effect of the exchange rates at the time of the transactions;

 

(iii) All the resulting exchange differences are recognized as a separate component of net equity.

In consolidation, the exchange rate differences arising from the translation of a net investment in companies, which use currencies other than the US Dollar, and those from loans and other instruments in foreign currency recognized as hedging of these investments, are assigned to equity.

 

     03-31-2009
ThU.S.$
    03-31-2008
ThU.S.$

Exchange differences recognized in profit and loss, except for financial instruments measured at fair value through profit and loss

   (9,832   29,566
          

Accumulated translation adjustments

   5,427      18,895
          

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 12. BORROWING COSTS (IAS 23)

Policy on Loans Accruing Interest

Arauco on a monthly basis accrues interest on loans received.

Policy on Capitalization of Interest Cost

Arauco capitalizes interest on current investment projects.

 

     03-31-2009
ThU.S.$
   03-31-2008
ThU.S.$

Property, plant and equipment capitalized cost

     

Property, plant and equipment capitalized interest cost rate

   5,69    6,38
         

Amount of the capitalized interest cost, property, plant and equipment

   2,773    1,864
         

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 13. RELATED PARTIES (IAS 24)

Related Party Disclosure

Outstanding balances with related parties at closure of each period correspond mainly to regular commercial operations negotiated in Chilean Pesos and USD, where collection or payment deadlines do not often exceed 30 days and in general do not have adjustment or interest clauses.

Relationship between Controller and Entity

Head Office – Subsidiary

Name of Group’s Main Controller

AntarChile S.A.

Name of the Intermediate Controlling Entity that Prepares Financial Statements for Public Use

Empresas Copec S.A.

Salaries Received by Key Management Personnel by Category

Key personnel salaries consist of a fixed monthly rate, where eventually an annual discretionary bonus may exist.

Pricing Strategy Terms and Conditions Corresponding to Transactions with Related Parties

Transactions with related parties are carried out at an arm’s length basis and are in line with transactions performed on a regular basis in the market.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Detail of Relationship between Parent Company and Subsidiary

 

ID N°

  

Company Name

   % Share
03-31-2009
   % Share
12-31-2008
          Direct    Indirect    Total    Direct    Indirect    Total

—  

   Agenciamiento y Servicios Profesionales S.A. (Mexico)    0.0020    99.9966    99.9986    0.0020    99.9966    99.9986

—  

   Alto Paraná S.A. (Argentina)    —      99.9762    99.9762    —      99.9762    99.9762

—  

   Arauco Colombia S.A.(Colombia)    1.5000    98.4976    99.9976    1.5000    98.4976    99.9976

—  

   Arauco Denmark Aps (Denmark)    —      99.9991    99.9991    —      99.9991    99.9991

96.765.270-9

   Arauco Distribucion S.A.    —      99.9992    99.9992    —      99.9992    99.9992

—  

   Arauco Ecuador S.A. (Ecuador)    0.1000    99.8986    99.9986    0.1000    99.8986    99.9986

—  

   Arauco Florestal Arapoti S.A. (Brazil)    —      79.9989    79.9989    —      79.9989    79.9989

—  

   Arauco Forest Brasil S.A. (Brazil.)    33.7137    66.2851    99.9988    33.7137    66.2851    99.9988

—  

   Arauco Forest Products B.V. (Holland)    —      99.9991    99.9991    —      99.9991    99.9991

96.547.510-9

   Arauco Generacion S.A.    98.0000    1.9985    99.9985    98.0000    1.9985    99.9985

—  

   Arauco Honduras S. de R. L. de C.V. (Honduras)    0.0616    99.9370    99.9986    0.0616    99.9370    99.9986

96.563.550-5

   Arauco Internacional S.A.    98.0377    1.9609    99.9986    98.0377    1.9609    99.9986

—  

   Arauco Perú S.A. (Peru)    0.0013    99.9973    99.9986    0.0013    99.9973    99.9986

—  

   Arauco Wood Products, Inc. (USA)    0.3953    99.6033    99.9986    0.3953    99.6033    99.9986

—  

   Araucomex S.A. de C.V. (Mexico)    0.0005    99.9981    99.9986    0.0005    99.9981    99.9986

96.565.750-9

   Aserraderos Arauco S.A.    99.0000    0.9992    99.9992    99.0000    0.9992    99.9992

82.152.700-7

   Bosques Arauco S.A.    1.0000    98.9256    99.9256    1.0000    98.9256    99.9256

96.657.900-5

   Controladora de Plagas Forestales S.A.    —      61.1714    61.1714    —      61.1714    61.1714

—  

   Faplac S.A. (Argentina)    —      99.9979    99.9979    —      99.9979    99.9979

—  

   Flooring S.A. (Argentina)    —      99.9984    99.9984    —      99.9984    99.9984

—  

   Forestal Arauco Guatemala S.A. (Guatemala)    0.1223    99.8763    99.9986    0.1223    99.8763    99.9986

96.573.310-8

   Forestal Arauco S.A.    99.9248    —      99.9248    99.9248    —      99.9248

85.805.200-9

   Forestal Celco S.A.    1.0000    98.9256    99.9256    1.0000    98.9256    99.9256

—  

   Forestal Concepción S.A. (Panama)    0.0050    99.9936    99.9986    0.0050    99.9936    99.9986

—  

   Forestal Cono Sur S.A. (Uruguay)    —      99.9986    99.9986    —      99.9986    99.9986

93.838.000-7

   Forestal Cholguán S.A.    —      97.4281    97.4281    —      97.4281    97.4281

78.049.140-K

   Forestal los Lagos S.A.    —      79.9405    79.9405    —      79.9405    79.9405

—  

   Forestal Misiones S.A. (Argentina)    —      99.9885    99.9885    —      99.9885    99.9885

—  

   Forestal Nuestra Señora del Carmen S.A.(Argentina)    10.0000    89.9987    99.9987    10.0000    89.9987    99.9987

96.567.940-5

   Forestal Valdivia S.A.    1.0000    98.9256    99.9256    1.0000    98.9256    99.9256

—  

   Industrias Forestales S.A. (Argentina)    9.9770    90.0217    99.9987    9.9770    90.0217    99.9987

—  

   Inversiones Celco S.L. (Spain)    31.8904    68.1087    99.9991    31.8904    68.1087    99.9991

79.990.550-7

   Investigaciones Forestales Bioforest S.A.    1.0000    98.9256    99.9256    1.0000    98.9256    99.9256

99.550.470-7

   Molduras Trupán S.A.    1.0000    98.9992    99.9992    1.0000    98.9992    99.9992

96.510.970-6

   Paneles Arauco S.A.    99.0000    0.9992    99.9992    99.0000    0.9992    99.9992

—  

   Placas do Paraná S.A. (Brazil)    7.8207    92.1780    99.9987    7.8207    92.1780    99.9987

96.637.330-K

   Servicios Logisticos Arauco S.A.    45.0000    54.9995    99.9995    45.0000    54.9995    99.9995

—  

   Southwoods-Arauco Lumber and Millwork LLC (USA)    —      —      —      —      99.6110    99.6110

—  

   Leasing Forestal S.A. (Argentina)    —      99.9767    99.9767    —      99.9767    99.9767

—  

   Lucchese Empreendimientos e Participacoes Ltda. (Brazil)    —      99.9885    99.9885    —      99.9885    99.9885

Subsidiaries listed in the above table and Special Purpose Entity Fondo de Inversión Bío Bío and its subsidiary Forestal Río Grande S.A. are included in the consolidation process.

Termination Benefits received by Key Management Personnel

 

     03-31-2009
ThU.S.$
   03-31-2008
ThU.S.$

Short term benefits

   11,130    9,449

Termination benefits

   119    3
         

Total

   11,249    9,452
         

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Related Party Receivables

 

                    03-31-2009    12-31-2008

Name of Related Party

   Corresponding
ID No.
  

Nature of Relationship

   Country of
Origin
   Receivables
ThU.S.$
   Receivables
ThU.S.$

Forestal Mininco S.A.

   91.440.000-7    Other Related Party    Chile    278    824

CMPC Maderas S.A.

   95.304.000-K    Other Related Party    Chile    587    32

Savitar

   —      Other Related Party    Argentina    505    0

EKA Chile S.A.

   99.500.140-3    Associates    Chile    1,873    0

Forestal del Sur S.A.

   79.825.060-4    Other Related Party    Chile    0    3,947

Compañía Puerto de Coronel S.A.

   79.895.330-3    Other Related Party    Chile    0    29

Stora Enso Arapoti Industria de Papel S.A.

   —      Associates    Brazil    0    643
                  

TOTAL

            3,243    5,475
                  

Related Party Payables

 

                    03-31-2009    12-31-2008

Name of Related Party

   Corresponding
ID No.
  

Nature of Relationship

  

Country of
Origin

   Payables
ThU.S.$
   Payables
ThU.S.$

Compañía de Petróleos de Chile S.A.

   99.520.000-7    Other Related Party    Chile    3,845    3,233

Abastible S.A.

   91.806.000-6    Other Related Party    Chile    257    132

Depósitos Portuarios Lirquén S.A.

   96.871.870-3    Other Related Party    Chile    4    4

EKA Chile S.A.

   99.500.140-3    Associates    Chile    5,629    3,951

Empresas Copec S.A.

   90.690.000-9    Parent Company    Chile    86    0

Fundación Educacional Arauco

   71.625.000-8    Other Related Party    Chile    151    105

Sigma S.A.

   86.370.800-1    Other Related Party    Chile    3    0

Codelco Chile

   61.704.000-K    Other Related Party    Chile    5    5

Compañía Sudamericana de Vapores S.A.

   90.166-900-7    Other Related Party    Chile    17    216

Empresa Nacional de Telecomunicaciones S.A.

   92.580.000-7    Other Related Party    Chile    8    12

Servicios Corporativos Sercor S.A.

   96.925.430-1    Associates    Chile    19    3

Forestal del Sur S.A.

   79.825.060-4    Other Related Party    Chile    274    0

Puerto de Lirquén S.A.

   82.777.100-7    Associates    Chile    733    1,488

Compañía Puerto de Coronel S.A.

   79.895.330-3    Associates    Chile    308    0

Dynea Brasil S.A.

   —      Associates    Brasil    59    0

Genómica Forestal S.A.

   76.743.130-9    Associates    Chile    0    169
                  

TOTAL

            11,398    9,318
                  

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Related party transactions

Purchases

 

                03-31-2009    03-31-2008

Name of Related Party

   ID No.    Transaction Detail    Transaction
ThU.S. $
   Transaction
ThU.S. $

Abastible S.A.

   91.806.000-6    Fuel    377    965

Compañía de Petróleos de Chile S.A.

   99.520.000-7    Fuel and Lub.    12,020    26,174

Compañía Puerto de Coronel S.A.

   79.895.330-3    Transport and Stowage    512    853

Compañía Sud Americana de Vapores S.A.

   90.166.900-7    Freight    901    2,296

Codelco

   61.704.000-K    Supplies    599    338

Dynea Brasil S.A.

   —      Chemical Products    6,074    10,172

Dynea Brasil S.A.

   —      Melamine Paper    3,674    5,295

EKA Chile S.A.

   99.500.140-3    Sodium Chlorate    17,732    20,488

Forestal del Sur S.A.

   79.825.060-4    Wood and Logs    719    801

Portaluppi, Guzman y Bezanilla Abogados

   78.096.080-9    Legal Services    315    369

Compañía Puerto de Lirquén S.A.

   82.777.100-7    Port Services    1,978    1,629

CMPC Maderas S.A.

   95.304.000-K    Logs    313    0
Sales            
                03-31-2009    03-31-2008

Name of Related Party

   ID No.    Transaction Detail    Transaction
ThU.S. $
   Transaction
ThU.S. $

Colbún S.A.

   96.505.760-9    Electrical Power    3,537    895

EKA Chile S.A.

   99.500.140-3    Electrical Power    5,557    25,943

Sodimac S.A.

   96.792.430-k    Wood    8,300    18,738

Stora Enso Industria de Papel S.A.

   —      Wood    1,318    2,344

Forestal del Sur S.A.

   79.825.060-4    Woodchip    3,022    3,553

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 14.    CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS (IAS 27)

Investment Policies

Subsidiary Investment Policy

Subsidiaries are all entities over which Arauco has the power to manage finance and operational policies. This generally means holding more than one half of the voting rights. Stock and the effect of the potential voting rights that are currently being exercised or converted are considered when evaluating whether the Group controls another entity. Subsidiaries are consolidated as of the date in which control is transferred to the Group, and are excluded when control is terminated.

Policy on Subsidiary Accounting in the Parent Company’s Separate financial Statements

Arauco applies the acquisition method to recognize the acquisition of subsidiaries. Acquisition cost is the fair value of assets delivered, of equity instruments issued and of the liabilities incurred or committed at the date of exchange, plus all direct costs attributable to the acquisition. Identifiable acquired assets and liabilities as well as the contingencies committed to in business combinations are initially recognized at fair value at the date of acquisition, despite minority interest scope. Excess of acquisition cost over the Fair Value for the Group’s share of the identifiable net assets acquired is recorded as goodwill. If this is less than Fair Value of the net assets of the subsidiary acquired, the difference is recognized directly in the statement of income.

Intercompany transactions, outstanding balances and unrealized profits derived from the Group’s intercompany transactions are derecognized. Unrealized losses are also derecognized, unless the transaction provides evidence of a loss due to impairment of the transferred asset.

When it is necessary to ensure uniformity with policies adopted by the Group, accounting policies of the subsidiaries are modified.

Disclosure of Subsidiary Investments

On December 18, 2008, a capital contribution was made to the company Lucchese Empreendimientos e Participacoes Ltda. through the subsidiary Alto Paraná S.A. With this, the Group achieved a 99.99% share.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Detail of Significant Subsidiaries

The following tables show information on Subsidiary Investments at March 31, 2009 and at December 31, 2008:

 

Significant Subsidiary

   Arauco Internacional S.A.

Country of Incorporation

   Chile

Functional Currency

   US Dollar

Ownership Interest

   99.9986

 

Significant Subsidiary

   Aserraderos Arauco S.A.

Country of Incorporation

   Chile

Functional Currency

   US Dollar

Ownership Interest

   99.9992

 

Significant Subsidiary

   Forestal Arauco S.A.

Country of Incorporation

   Chile

Functional Currency

   US Dollar

Ownership Interest

   99.9248

 

Significant Subsidiary

   Industrias Forestales S.A.

Country of Incorporation

   Argentina

Functional Currency

   US Dollar

Ownership Interest

   99.9987

 

Significant Subsidiary

   Paneles Arauco S.A.

Country of Incorporation

   Chile

Functional Currency

   US Dollar

Ownership Interest

   99.9992

 

Significant Subsidiary

   Arauco Forest Brasil S.A.

Country of Incorporation

   Brazil

Functional Currency

   Real

Ownership Interest

   99.9988

 

Significant Subsidiary

   Placas do Paraná S.A.

Country of Incorporation

   Brazil

Functional Currency

   Real

Ownership Interest

   99.9987

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 15.    INVESTMENTS IN ASSOCIATES (IAS 28)

Associates are all the entities over which Arauco has significant influence but no control. This generally implies holding a share of between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method and are initially recorded at cost, and the book value is increased or decreased in order to recognize the corresponding share in the income statement for the period and in the comprehensive income statements as a result of the adjustments from the conversion to other currencies in the financial statements. Arauco investments in associates include the purchased goodwill (net of any loss for accumulated impairment).

Realized Investments

On March 28, 2008, the Savitar Group was acquired through the subsidiary Faplac S.A. with a holding of 20%.

Detail of Investments in Associates

The following table shows information on Investments in Associates at March 31, 2009 and December 31, 2008, respectively:

 

Name of Associate

        Puerto de Lirquén S.A.

Country of Incorporation of Associate

      Chile

Functional Currency

      Pesos

Main Activities of Associate

      Dock and warehousing operations for owned assets and to third parties, loading and unloading of all types of goods, as well as warehousing, transportation and mobilization operations

Percentage Share in Associate %

      20.13809
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$24,919    ThU.S.$24,919     
              

Name of Associate

        Inversiones Puerto Coronel S.A.

Country of Incorporation of Associate

      Chile

Functional Currency

      US Dollar

Main Activities of Associate

      Investments in all kinds of personal and real estate, company acquisitions and all kinds of securities and investment instruments, investment management and development and/or participation in all kinds of businesses and companies related to industrial, port, forest and commercial activities.

Percentage Share in Associate %

      50.00
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$25,815    ThU.S.$25,741     

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Name of Associate

        Servicios Corporativos Sercor S.A.

Country of Incorporation of Associate

      Chile

Functional Currency

      Pesos

Main Activities of Associate

      Consulting services to Boards of Directors and Management of all kinds of companies related to Business Management

Percentage Share in Associate

      20.00
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$1,039    ThU.S.$953     
             

Name of Associate

        Eka Chile S.A.

Country of Incorporation of Associate

      Chile

Functional Currency

      Pesos

Main Activities of Associate

      Production, import, export and in general, the acquisition, disposal and commercialization of chemical products, machinery and equipment for industrial processing. Additionally, the Company can offer maintenance services to the above mentioned equipment

Percentage Share in Associate

      50.00
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$29,410    ThU.S.$28,932     
             

Name of Associate

        Dynea Brasil S.A.

Country of Incorporation of Associate

      Brazil

Functional Currency

      Real

Main Activities of Associate

     

a) Production and sale of resins;

b) Paper Impregnation for panel coating and commercialization

Percentage Share in Associate

      50.00
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$12,622    ThU.S.$12,235     
             

Name of Associate

        Stora Enso Arapoti Industria de Papel S.A.

Country of Incorporation of Associate

      Brazil

Functional Currency

      Real

Main Activities of Associate

      Industrialization and commercialization of paper and cellulose, raw materials and by-products

Percentage Share in Associate

      20.00
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$35,052    ThU.S.$34,442     

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Name of Associate

        Genómica Forestal S.A.     

Country of Incorporation of Associate

      Chile     

Functional Currency

      Pesos     

Main Activities of Associate

      Developing forestry genomics, through the use of biotechnological, molecular and bioinformatic tools with the sole purpose of strengthening company genetic programs and with this, improve the competitive position of Chilean forestry industries for priority species.     

Percentage Share in Associate

      25.00     
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$17    ThU.S.$8     
           

Name of Associate

        Savitar     

Country of Incorporation of Associate

      Argentina     

Functional Currency

      US Dollar     

Main Activities of Associate

      Timber Farming     

Percentage Share in Associate

      20.00     
   
          

03-31-2009

  

12-31-2008

     

Cost of Investment in Associate

        ThU.S.$1,641    ThU.S.$1,641     

Summarized financial Information of Associates

 

     03-31-2009
     Sum of Assets
ThU.S. $
   Sum of Liabilities
ThU.S.$

Current assets of associates

   154,659    102,873

Non-current assets of associate

   323,121    374,907
         

Total Associates

   477,780    477,780
         

 

     12-31-2008  
     Sum of Assets
ThU.S. $
    Sum of Liabilities
ThU.S.$
 

Current assets of associates

   149,666      43,189   

Non-current assets of associate

   323,247      429,724   
            

Total Associates

   472,913      472,913   
            
     03-31-2009
ThU.S.$
    03-31-2008
ThU.S.$
 

Ordinary income of associates

   35,353      38,290   

Ordinary expenses of associates

   (32,131   (37,436
            

Net profit (loss) of associates

   3,222      854   
            

Equity has been considered within the Associates Non-current Liabilities.

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Investment in Associates

 

     03-31-2009
ThU.S.$
   12-31-2008
ThU.S.$
 

Investments in associates accounted for using the equity method, opening balance

   128,871    140,797   

Investment Changes in Associate Companies (presentation)

     

Investment in Associates, Additions

   —      10,353   

Equity in Ordinary Profit (Loss) investments in associates

   1,141    7,402   

Dividends Received, Investments in Associates

   —      (5,797

Impairment, Investments in Associates

   —      (511

Increase (Decrease) in foreign exchange translation investment in associates

   503    (23,373

Changes in Associate Company Investments, Total

   1,644    (11,926
           

Investments in Associates accounted for using the equity method, closing balance

   130,515    128,871   
           

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 16.    INTERESTS IN JOINT VENTURES (IAS 31)

Policy on Accounting for Joint Venture Businesses in Separate Financial Statements of a Parent Company

Equity in joint ventures is accounted for using the equity method. Pursuant to IAS 31, we have opted for registering the investment by applying the equity method.

Once the investor has reduced the value of the investment to zero, additional losses shall be accounted for through liability recognition, only if incurred in legal or implicit obligations, or if payments have been made on behalf of the associate of the Joint Venture. If the Joint Venture associate receives subsequent earnings, the investor shall continue to recognize its part when the share of said earnings equals the corresponding unrecognized losses.

Disclosure of Joint Venture Interests

Arauco holds a 50% share in jointly held Eka Chile S.A., a company that sells sodium chlorate to cellulose plants in Chile. A contractual agreement exists with the company in which Arauco has initiated joint venture economic activities.

Summarized Joint Venture Financial Information

Summary of total Joint Venture Assets, Liabilities, Expenses and Income

 

     03-31-2009    12-31-2008
     Sum of
Assets

US$
   Sum of
Liabilities

US$
   Sum of
Assets

US$
   Sum of
Liabilities

US$

Joint Venture Current Assets

   36,661    9,551    33,457    8,190

Joint Venture Non-Current Assets

   35,468    62,578    34,986    60,253
                   

Total Joint Venture

   72,129    72,129    68,443    68,443
                   

Eka Chile S.A equity is recognized in Noncurrent Liabilities

 

     03-31-2009    03-31-2008           

Joint Venture Ordinary Incomes

   16,450    22,283        

Joint Venture Expenses

   15,494    26,360        
                

Joint Venture Net Profit (Loss)

   956    (4,077     
                

Detail of Significant Joint Ventures

Name of Joint Venture

Eka Chile S.A.

Principal Joint Venture Activities

Production, import, export and in general, the acquisition, sale and commercialization of chemical products, machinery and equipment for the industrial processing of these products. Additionally, the Company offers maintenance services for the aforementioned machinery and equipment.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Country of Incorporation of the Joint Venture

Chile

Cost of Investment of Joint Venture

At March 31, 2009 investment in Eka Chile S.A. amounted ThU.S.$29,410 and as of December 31, 2008 the investment amounted ThU.S.$28,932.

Percentage of participation of Joint Venture

50 %

Joint Venture Summarized Financial Information

Summary of Total Joint Venture Assets, Liabilities, Income and Expenses

 

     03-31-2009
ThU.S. $
   12-31-2008
ThU.S. $
 

Joint Venture total assets

   72,129    68,443   

Joint Venture current assets

   36,661    33,457   

Joint Venture Non-Current Assets

   35,468    34,986   

Joint Venture Total Liabilities

   72,129    68,443   

Joint Venture Current Liabilities

   9,551    8,190   
           

Joint Venture Non-current Liabilities

   62,578    60,253   
           

 

     03-31-2009
ThU.S. $
   03-31-2008
ThU.S. $
 

Joint Venture Ordinary Income

   16,450    22,283   

Joint Venture Expense

   15,494    26,360   
           

Joint Venture Net Profit (Loss) Amount

   956    (4,077
           

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 17.    EARNINGS PER SHARE (IAS 33)

Disclosure of Earnings Per Share

As a general matter, the Company expects to maintain its policy on dividends, for all future tax periods, around 40% of net profits to be distributed for each tax year; considering the alternative of a provisional dividend at year end.

Disclosure of Loss of Earnings per Share

On November 25, 2008, the Board of Directors agreed to distribute a provisional dividend of US$0.8920 per share, which was paid as of December 10, 2008 and charged to the net profits for the period (2008 tax year).

On April 22, 2008, at the Ordinary General Shareholders Meeting N° 29 it was agreed to distribute a definitive dividend of $814 per share, which was paid as of May 7, 2008 and charged to the net profits of the period (2007 tax year).

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 18.    IMPAIRMENT OF ASSETS (IAS 36)

Disclosure of Asset Impairment by Cash-Generating Unit

 

     03-31-2009    12-31-2008

Sum of Impairment

   ThU.S.$5,412    ThU.S.$5,412

Details of Cash-Generating Units with impaired Assets

As of December 2008, Arauco had provisioned for impaired assets for the following cash-generating units:

Cash-Generating Unit with Impaired Assets

Information of Impaired Assets as of March 31, 2009 and December 31, 2008 respectively:

 

Description of Cash-generating Unit

   La Araucana

Type of Impaired Asset

   Saw mill

Principal Segment to be reported, Cash-generating Unit

   Sawn Timber

Terms and Conditions used to Determine Fair Value Less Sales Costs

   Third party assessments

Discount rate Used for Current Estimates of Value in Use

   —  

Key Assumptions Used to Determine Recoverable amounts

   Fair value less sales cost
     03-31-2009    12-31-2008

Impairment

   ThU.S.$541      ThU.S.$541  

 

Description of Cash-generating Unit

   Escuadrón

Type of Impaired Asset

   Saw mill

Principal Segment to be reported, Cash-generating Unit

   Sawn Timber

Terms and Conditions used to Determine Fair Value Less sales Costs

   Third party assessments

Discount rate Used for Current Estimates of Value in Use

   —  

Key Assumptions Used to Determine Recoverable amounts

   Fair value less sales cost
     03-31-2009    12-31-2008

Impairment

   ThU.S.$1,430    ThU.S.$1,430

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Description of Cash-generating Unit

   Lomas Coloradas

Type of Impaired Asset

   Saw mill

Principal Segment to be reported, Cash-generating Unit

   Sawn Timber

Terms and Conditions used to Determine Fair Value Less sales Costs

   Third party assessments

Discount rate Used for Current Estimates of Value in Use

   —  

Key Assumptions Used to Determine Recoverable amounts

   Fair value less sales cost
     03-31-2009    12-31-2008

Impairment Amount

   ThU.S.$1,753    ThU.S.$1,753

Disclosure of Asset Impairment

 

Disclosure of Asset Impairment

    

Principal types of Assets affected by Impairment and Reversion Losses, for which no individual information is disclosed

   Machinery and Equipment

Principal Facts and Circumstances that lead to Recognizing Impairment and Reversions losses, for which no individual information is disclosed

   Technical Obsolescence
     03-31-2009    12-31-2008

Information relevant to the sum of all impairment

   ThU.S.$1,688    ThU.S.$1,688

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 19.    PROVISIONS, CONTINGENT ASSETS AND CONTINGENT LIABILITIES (IAS 37)

Disclosure of Provisions

Provisions are recognized when there is a current or constructive legal obligation resulting from past events where it is probable that a payment is necessary to settle the obligation and, when a reliable estimate of this obligation is possible.

Lawsuits or other Legal Proceedings

1. With regard to Valdivia Mill of Celulosa Arauco y Constitución S.A. (hereinafter also the “Company” or “Arauco”), various criminal proceedings have been filed at the corresponding Warranty Court (Tribunal de Garantía), relating to alleged environmental violations which would have been consummated as a result of operations at said Mill. All criminal proceedings have all been addressed through a single investigation. The complaints relate to stipulations indicated in Article 291 of the Penal Code, Article 136 of the Fishing Law and Article 38 of the National Monuments Law. The investigation is currently in progress in the appropriate District Attorney’s office of San José de la Mariquina, with multiple diligences already made.

In our opinion, the evidence submitted in the investigation does not prove the existence of any offense or responsibility for the Company or of any of its employees for the alleged events.

2. With regard to the Valdivia Mill, on April 27, 2005, the National Defense Council (Consejo de Defensa del Estado) filed against the Company a civil lawsuit for reparation of environmental harm and indemnification, before the First Civil Court of Valdivia (Rol 746-2005).

The Company filed its response, indicating with solid arguments that it is not responsible for the environmental damages and therefore the indemnification payments, as well as the alleged reparation, are inadmissible. The lawsuit is currently in progress.

3. As of December 20, 2007, the Company was notified of nine similar complaints. Eight complaints are directed against Echeverría Izquierdo Montajes Industriales S.A., as employer, and against Celulosa Arauco y Constitución S.A., as subsidiarily responsible, and also directly against the Company. The other complaint is directed against Mr. Leonel Enrique Espinoza Canales, as employer, and against Celulosa Arauco y Constitución S.A., as subsidiarily responsible, and also directly against Arauco.

The complaints request that all plaintiffs (72 plaintiffs in total) be indemnified for the damages that they allegedly suffered in an accident in which three workers of the contractor Echeverría Izquierdo Montajes Industriales S.A. would have been involved. They were undertaking construction works at the Nueva Aldea Pulp Mill in December 2005. These three workers would have suffered irradiation when handling a source which originated from equipment belonging to a subcontractor of the aforementioned.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Notified of said complaints, the Company opposed on the basis of lack of jurisdiction, and, subsidiarily, answered the principal complaints, claiming that they are invalid for failure to state a claim. Also, the Company responded to the secondary complaints directly against the Company, requesting them to be rejected for lacking any merit. The matter is currently in progress.

For these same events, on January 29, 2008, the Company was notified of an action for damages due to a work accident filed by Mr. Fernando Vargas Llanos, against his former employer Inspección Técnica y Control de Calidad Limitada (ITC), the construction company Echeverría Izquierdo Montajes Industriales S.A. and against the Company. The complaint requests that Mr. Vargas be indemnified for the damages that he allegedly suffered as a result of the events that took place on December 2005.

Notified of said complaint, the Company opposed on the basis of lack of jurisdiction, and, subsidiarily, answered the principal complaint stating that it should be dismissed for lacking any merit. The matter is currently in process.

4. On January 24, 2006, the Company was notified of a civil claim (interdicto posesorio) brought by Alvaro Santa María Prieto and Alejandro Lagos Letelier before the Court of Constitucion, in order that such tribunal decrees the necessary measures in order that the air surrounding the Constitucion Mill would not be harmful. Such proceeding is currently in progress. In our opinion and based on information available to us, this complaint lacks merit.

5. With regard to Lincancel Mill, pursuant to Resolution N° 1828 dated June 13, 2007, the Sanitary Services Superintendency initiated an administrative sanctioning process against the Company regarding the surpassing of the maximum levels allowed for the pH parameters and suspended solids. The Company presented its responses within the time established in the resolution, which was June 25, 2007.

Pursuant to a resolution dated June 26, 2007 the Sanitary Services Superintendency resolved to amplify the charges included in resolution 1828.

The Company submitted its respective responses dated as of July 17, 2007. However, by Resolution N° 2589 of August 28, 2007, the Sanitary Services Superintendency sanctioned the Company with a fine of 100 UTA for not complying with the applicable emission norms (fine that was already paid by the Company) and with a fine of 1,000 UTA for having put in danger, as is indicated in the resolution, the health of the population. The latter sanction was appealed before the Courts of Santiago and the matter is currently in progress.

6. With respect to the Licancel Mill, the Attorney General Office initiated an investigation related to the mortality of fish that took place in June 2007, to which there were compiled complaints submitted by both public and private entities. The investigation is being led by the Attorney General Office of Licanten (Case N° 0700427552-1) and is currently in progress. We are not in a position to determine the obligations that could be generated for the Company as a consequence of this investigation.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

7. With respect to the Licancel Mill, on September 7, 2007, the National Defense Council (Consejo de Defensa del Estado) filed against the Company a civil lawsuit for reparation of environmental harm and indemnification, before the Fourth Civil Court of Talca (Case N° 322-2007). Upon notification, parties agreed to suspend the proceedings for ninety business days, which was approved by the Court on December 21, 2007. On May 16, 2008, proceedings were reinitiated and the matter is currently in progress.

8. On August 25, 2005, the Chilean Servicio de Impuestos Internos (hereinafter the “Chilean IRS”) issued the tax calculations N° 184 and N° 185 of 2005, objecting the operations of capital devolution effected on April 16, 2001 and October 31, 2001 by Celulosa Arauco y Constitución S.A., and furthermore, requesting reimbursement for amounts returned for tax loss as well as the restatement to the balance of the taxable revenues fund (FUT). On November 7, 2005, the Company requested an administrative review of the tax action called Review of the Supervision Action (Revisión de la Actuación Fiscalizadora, or “RAF”) and, subsidiarily, a claim was filed against those tax calculations N° 184 and 185, 2005. The administrative review (RAF) was resolved on January 9, 2009 by the Chilean IRS which partially sustained the Company’s request.

The findings were sent to the Tax Court of Santiago Oriente to initiate the tax proceedings with regards to the disputed amount. The Court has not yet initiated the proceeding.

9. Luis Alberto Ossandón Valdés filed a lawsuit against the Company and Forestal Celco S.A. before the Ninth Civil Court of Santiago declaring a sales contract for real estate purchased at public auction null and void. In the aforementioned auction, the Company was awarded several forestry plots of land located on the El Trapiche country property, located in the provinces of Constitución and Talca. The plaintiff also filed a reivindication action (acción reivindicatoria) against Forestal Celco S.A., to whom the Company transferred said real estate through a sales agreement.

On June 2, 2008, after pronouncement of the final verdict, the lawsuit was ruled inadmissible in all its stipulations, with court costs awarded to be charged against the plaintiff. The plaintiff filed an appeal against the ruling on July 1, 2008. To date, the appeal proceeding is currently in progress.

10. On April 14, 2009, Forestal Celco S.A. was notified of a civil lawsuit filed by Mario Felipe Rojas Sepúlveda on behalf of Víctor Adrián Gavilán Villarroel against Cooperativa Eléctrica de Chillán Limitada and against Forestal Celco S.A. The lawsuit aims to make both companies jointly and severally liable for compensation of alleged material damages suffered as a result of the propagation of a fire which occurred on January 12, 2007 on the El Tablón country property which belongs to Forestal Celco S.A.

On April 30, 2009, Forestal Celco S.A. submitted its responses, as dilatory pleas, which are currently in progress.

11. On October 17, 2003, Forestal Celco S.A. was notified of a lawsuit filed by Eusebio Matus and others as successors of Jenové Soto Pardo and Emilia Jara Pardo. The lawsuit aims at recovering the “El Rosario” property, located at Quilacoya, Hualqui. The property has an approximate surface area of 190 hectares (Case Nº6.246-2003). On April 13, 2007 the first instance ruling sustained the lawsuit. The company promptly filed an appeal against the ruling (N°1.041-2007). On May 6, 2009, after case proceedings, the Appeal Court ruled to summon both parties to a settlement hearing.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

12. On December 1, 2007, Forestal Celco S.A. was notified of a civil lawsuit filed by Marcela Larraín Novoa on behalf of Nimia del Carmen Alvarez Delgado against Patricia del Carmen Muñoz Zamorano and Forestal Celco S.A. This lawsuit seeks to obtain reivindication for an 88% share of the rights to the “Loma Angosta” property, which has a surface area of 281.89 hectares. This property was purchased by Forestal Celco S.A. from Patricia del Carmen Muñoz Zamorano in 1994. To date, Patricia del Carmen Muñoz Zamorano has yet to be notified.

On May 18, 2008, the Company filed its responses, through dilatory pleas. To date, the plaintiff has not answered the request nor rectified the lawsuit.

In August 2008, the plaintiff requested an injunction to prohibit the execution of acts and agreements and a restraining measure over the country property and forests. The court dismissed the requested injunction measures forthwith on August 22, 2008.

13. On April 29, 2004, Aserraderos Arauco S.A. was notified of a lawsuit for contract fulfillment and compensatory damages, filed before the Second Civil Court of Concepción by Ingeniería y Construcciones Ralco Ltda, case Nº3.218-2008. The plaintiff sustains that the contracts entered into with sawmill administrators include Aserraderos Arauco S.A. The case has currently been archived, with no actions being taken.

14. On January 29, 2009, Forestal Valdivia S.A. was notified of a civil lawsuit filed by Carlos Nambrard Figueroa by himself and on behalf of the members of the Julia Figueroa Olivero Estate, against Forestal Valdivia S.A and Forestal Tornagaleones S.A., which aims to make both companies jointly and severally liable for compensation of alleged material and moral damages suffered as a result of the occupancy, plantation and operation of agricultural piece of land (Cerros del Lingue) over which the Estate alleges ownership rights. Forestal Validivia S.A. has held ownership rights and material and legal possession for more than ten years with respect to such piece of land.

Forestal Valdivia S.A. responded the lawsuit arguing that it should be rejected for lack of legal basis. The case is currently in progress.

15. On October 8, 2007, the Argentine Administración Federal de Ingresos Públicos (AFIP) notified the subsidiary Alto Paraná S.A. (hereinafter “APSA”) of the commencement of an administrative process (“court-initiated proceedings”). In this process, AFIP is investigating the deductibility, as for the Income Tax of certain expenses, interests and exchange gains or losses generated by Private Negotiable Obligations that were issued by the Company in 2001 and prepaid in 2007.

On December 14, 2007, the AFIP notified APSA that it rejected APSA’s position and proceeded to demand the income, within fifteen administrative business days, of the calculated differences in the Income Taxes for the financial years 2002, 2003 and 2004 in principal and the rest as back interest and penalty fines.

On February 11, 2008, APSA appealed the aforementioned ruling before the National Tax Court, with absolute certainty that in the legal process APSA is correct and that its actions have always pertained to its rights.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Based on the opinion of the legal counsel and according to the analysis and evaluation of the grounds of the claim, of the applicable norm and the existing judicial precedents, APSA considers that there are solid grounds that credit the legitimacy of its acting in the determination of its tributary charge, and expects, though it cannot provide any assurances, that the fiscal claim shall be revoked by the jurisdictional court. For such reasons it has not been made a provision for this concept in any of the fiscal years in which the negotiable obligations were in force.

During the course of this case, and with reference to the payment of the proceeding rate to the fiscal court, on July 18, 2008, the instructor of the case intimated APSA an amount with respect to the proceeding rate before the fiscal court. Against this intimated resolution, on August 14, 2008, APSA sought annulment or appeal on the basis that the intimated rate was unreasonable.

On September 10, 2008, APSA filed a complaint with the National Appeals Chamber in Federal Administrative Contentious matters, which was conceded, so that the question will be resolved by this chamber and eventually by the Argentine Supreme Court. The analysis of the basis of the appeal leads to an optimistic view of the case in the opinion of the APSA’s legal counsel.

16. On November 28, 2008. APSA was notified of Resolution 212 issued by the Argentine Central Bank (BCRA) on November 19, 2008, by which the BCRA ordered Indictment No.3991 that questioned the timely liquidation of foreign currency with respect to export proceeds.

Alto Paraná S.A. responded the charges in a timely and correct manner.

At the date of issuing the present financial statements and considering the preliminary state of proceedings, APSA Legal Advisors are not in a position to estimate the result of the hearing: for such reason and in the understanding that there are no legal grounds for the charges, it has not been made a provision for this concept.

17. On March 2, 2009, the General Department of Revenue of the Province of Misiones notified to Alto Paraná S.A. of a Proceeding Review within the framework of a Tax Audit Procedure.

The pretension of the Provincial Tax Authority is referred to an alleged debt for Gross Income Tax, retentions over the Gross Income Tax and Forestry Services Tax for fiscal period between July 2006 and December 2007. The determination of the Provincial Tax Authority is founded mainly, in the alleged taxability on income for exports vis a vis the Gross Income tax, in the method of allocating such taxable base to the Province of Misiones and the inclusion of certain supplies (wood chips) in the taxable base of the Forestry Services Tax.

On April 17, 2009, APSA answered the aforementioned Hearing requesting that the tax determination be declared null and void ex officio and that the proceedings be archived on the understanding of the declared inadmissibility stipulated in the tax request.

Based on the opinion of the legal counsel and according to the analysis and evaluation of the grounds of the claim, and of the applicable norms, APSA considers that there are solid grounds that prove the legitimacy of APSA’s conduct in the determination of its tributary charge. APSA expects that the fiscal claim is to be revoked by the jurisdictional court.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

At closing date there are no other contingencies that might significantly affect the Companies financial, economic or operational conditions.

Provisions at March 31, 2009 and at December 31, 2008 are as follow:

 

Types of Provisions

   03-31-2009
ThU.S. $
    12-31-2008
ThU.S. $
       

Provisions, Current

   4,473      3,753     

Security provision

   —        —       

Legal claims provision

   3,465      3,753     

Other provision

   1,008      0     

Provisions, non-current

   5,567      5,585     

Legal claims provision

   5,567      5,516     

Other provision

   —        69     
     03-31-2009  

Movements in Provisions

   Legal
Claims

ThU.S.$
    Other
Provision

ThU.S.$
    Total
ThU.S.$
 

Total provision, opening balance

   9,269      69      9,338   

Changes in provisions

      

Additional provisions

   —        931      931   

Increase (decrease) in existing provisions

   271      —        271   

Used provisions

   (230   —        (230

Increase (decrease) in foreign currency exchange

   (278   8      (270

Other increases (decreases)

   —        —        —     

Changes in provisions, total

   (237   939      702   
                  

Total provision, closing balance

   9,032      1,008      10,040   
                  
     12-31-2008  

Movements in Provisions

   Legal
Claims

ThU.S.$
    Other
Provision

ThU.S.$
    Total
ThU.S.$
 

Opening balance

   8,481      110      8,591   

Changes in provisions

      

Increase (decrease) in existing provisions

   1,848      (41   1,807   

Used provisions

   (491   —        (491

Increase (decrease) in foreign currency exchange

   (569   —        (569

Other increases (decreases)

   —        —        —     

Total Changes

   788      (41   747   
                  

Closing balance

   9,269      69      9,338   
                  

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 20.    TYPES OF INTANGIBLE ASSETS (IAS 38)

Disclosure of Intangible Assets

Arauco holds the following intangible assets:

Purchased goodwill

Computer software

Water-rights

Policy on Identifiable Intangible Assets

(a) Purchased goodwill represents the excess in acquisition cost over the fair value of the Group’s share of the identifiable net assets of the acquired subsidiary/associate at acquisition date.

(b) Computer Software

Purchased licenses of computer software are capitalized based on acquisition costs plus other costs incurred to make them compatible with specific programs. These costs are amortized during estimated useful life.

Expenses related to the development or maintenance of software programs are recognized as an expense when incurred. Costs directly related to the production of unique and identifiable software programs controlled by the Group and expected to generate economic benefits greater than their costs for more than one year, are recognized as intangible assets. These direct costs include personnel costs which correspond to the development of the software and a percentage of general costs.

(c) Water-rights

Water-rights are recognized at historical cost and have unlimited useful life as the expected cash flow generating period is unpredictable. These rights are not amortized but are subject to periodic impairment tests.

Recognition and Measurement criteria of Identifiable Intangible Assets

Cost Model

After initial recognition, intangible assets are carried at cost less any accumulated amortization and impairment losses.

Recognition Criteria and Measurement of Other Identifiable intangible Assets

Cost Model

After initial recognition, intangible assets are carried at cost less any accumulated amortization and impairment losses.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Amortization Method for Software Programs

Amortization of an intangible asset with a finite useful life shall be carried on a systematic basis over said useful life. Amortization begins when the asset is available for use, that is, when it complies with all the necessary conditions to operate in the manner foreseen by the Company.

Amortization Method for Other Identifiable Intangible Assets

Acquired goodwill is assigned to each of the cash-generating units (CGU) in order to prove impairment losses. Assignment is carried out in the CGU’s that are expected to benefit from the business combination in which the goodwill occurred.

Disclosure of Identifiable Intangible Assets

 

Types of Intangible Assets, Net

   03-31-2009
ThU.S.$
    12-31-2008
ThU.S.$
 

Intangible Assets, Total

   14,732      14,469   

Acquired goodwill, Net

   3,134      3,134   
            

Identifiable Intangible assets, Net

   11,598      11,335   
            

Software programs, Net

   5,139      5,738   

Other Identifiable Intangible Assets, Net

   6,459      5,597   
            

Types of Intangible Assets, Gross

   26,150      25,287   

Acquired goodwill, Gross

   3,134      3,134   
            

Identifiable Intangible Assets, Gross

   23,016      22,153   

Software programs, Gross

   16,535      16,529   

Other Identifiable Intangible Assets, Gross

   6,481      5,624   
            

Types of Accumulated Amortization and impairment, Intangible Assets

    

Accumulated Amortization and Impairment, Intangible Assets, Total

   (11,418   (10,818

Accumulated Impairment, Acquired goodwill

    
            

Accumulated Amortization and Impairment, Intangible Assets, Identifiable

   (11,418   (10,818

Accumulated Amortization and Impairment, Computer programs

   (11,396   (10,791

Accumulated Amortization and Impairment, Other Identifiable Intangible Assets

   (22   (27

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Reconciliation between opening and closing book values

 

     03-31-2009  

Intangible Movements

   Computer
Programs
ThU.S.$
    Others
ThU.S.$
    Total
ThU.S.$
 

Opening Balance Changes

   5,738      8,731      14,469   

Additions

   —        868      868   

Disappropriations

   (2   —        (2

Withdrawals

   —        —        —     

Amortization

   (597   (6   (603

Changes Total

   (599   862      263   
                  

Closing Balance

   5,139      9,593      14,732   
                  
     12-31-2008  

Intangible Movements

   Computer
Programs
ThU.S.$
    Others
ThU.S.$
    Total
ThU.S.$
 

Opening Balance Changes

   6,808      8,832      15,640   

Additions

   1,198      —        1,198   

Disappropriations

   —        (22   (22

Amortization

   (2,268   (18   (2,286

Increase (decrease) in foreign currency conversion

   —        (61   (61

Changes Total

   (1,070   (101   (1,171
                  

Closing Balance

   5,738      8,731      14,469   
                  

 

          Minimum
life or rate
   Maximum
life or rate

Software programs life or rate

   Life    3    16

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 21.  BIOLOGICAL ASSETS (IAS 41)

Disclosure of Biological Assets

Arauco uses the discounted future cash flows criteria to value forestry plantations. Forestry plantations classified as current assets correspond to those to be harvested and sold in the short term.

Significant Methods and Presumptions Applied in Determining Biological Assets Fair Value

Annual discount rates used for plantations in Chile, Argentina and Brazil are 8%, 12% and 10% respectively. Cash flows are determined in terms of harvest and expected sale of forestry products, associated to the demand of the Company’s owned industrial centers and sales to third parties. Margin of Sales are also considered in the valuation of the different products that are harvested in the forest. Any changes in the value of the plantations, in accordance with the criteria previously described, are accounted for in the current financial year’s income statement, pursuant to IAS 41.

Management Strategies regarding Financial Risks of Agricultural Activities

The company holds fire insurance policies against forestry plantations, which together with company resources and efficient protection measures for these forestry assets allow fire risks to be minimized.

Detail of Biological Assets Pledged as Security

There are no forestry plantations pledged as security, except for the ones belonging to Forestal Río Grande S.A. (affiliate of Fondo de Inversiones Bio Bio, Special Purpose Entity). In October, 2006, pledges without transfer and prohibition to sell and encumber were constituted in favor of JPMorgan and Arauco, for forests located on their own land. At March 31, 2009, the fair value of these forests reached ThU.S.$58,256 as compared to ThU.S.$73,759 at December 31, 2008.

Detail of Biological Assets with Restricted Ownership

At the date of these financial statements, there are no biological assets with restricted ownership.

Disclosure of Agricultural Products

Agricultural Products relates mainly to forestry products that are intended for sale, pertaining to the operation and are valued at fair value at the closing period.

Government Grants due to Agricultural Activity

No significant grants have been received.

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Biological Assets

 

     03/31/2009
ThU.S.$
 

Opening Balance

   3,651,178   

Changes in Biological Assets

  

Additions

   21,565   

Decreases due to Sales, Biological Assets

   (4,173

Decreases due to Harvest , Biological Assets

   (47,360

Profit (Loss) of Changes in Fair Value, Less Estimated Costs at Point of Sale

   29,677   

Increases (decreases) in Foreign Currency Translation, Biological Assets

   3,018   

Other Increases (Decreases), Biological Assets

   (1,576

Total Changes

   1,151   
      

Closing Balance

   3,652,329   
      

 

     12-31-2008
ThU.S.$
 

Opening Balance

   3,821,983   

Changes in Biological Assets

  

Additions

   126,056   

Decreases due to Sales, Biological Assets

   (9,569

Decreases due to Harvest, Biological Assets

   (294,358

Profit (Loss) of Changes in Fair Value, Less Estimated Costs at Point of Sale

   83,782   

Increases (decreases) in Foreign Currency Translation, Biological Assets

   (77,111

Other Increases (Decreases), Biological Assets

   395   

Total Changes

   (170,805
      

Closing Balance

   3,651,178   
      

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 22. ENVIRONMENT

Disclosure of Disbursements Related to Environment

Environment Management

For Arauco, sustainability means management strategy. This strategy incorporates values, commitments and standards, that together with the adoption of best practices as well as the use of the latest available technologies, seek to continuously improve the Company’s environmental management. It is the environmental department with each of its specialists that ensure these guidelines are met and put in to practice in everyday company operations.

All of Arauco’s production units have certified environmental management systems, which reinforce the Company’s commitment to environmental performance and ensure the traceability of all raw materials used.

Arauco uses in its productive processes several supplies, such as wood, chemical products, and water, etc., which in turn produce liquid and gas emissions. As a way to make the company’s environmental management more efficient, significant progresses have been made to reduce consumption and emissions.

Environmental investments have been made related to the control of atmospheric emissions, process improvements, water and waste management, as well as effluent treatment, in order to improve the environmental performance of all of Arauco’s business units.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Environment Related Disbursement Information

At March 31, 2009 and 2008 respectively, Arauco made the following disbursements related to its main environmental projects:

 

    

03-31-2009

  

Disbursements undertaken 2009

   Committed Disbursements

Company

  

Name of Project

  

State Of
Project

   Amount
ThU.S.$
   Asset
Expense
   Asset/Expense
Destination Item
   Amount
ThU.S. $
   Estimated
date
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of gas emissions from industrial processes    In process    2,401    Asset    Property, plant and
Equipment
   3,049    2009-2010
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of harmful liquids and energy optimization from the water of industrial plants    In process    6,108    Asset    Property, plant and
Equipment
   12,324    2009
Celulosa Arauco y Constitución S.A.    Expansion of solid industrial waste dumpsite for management of these in the future    In process    766    Asset    Property, plant and
Equipment
   11,689    2009
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of harmful liquids and energy optimization from the water of industrial plants    In process    2,952    Expense    Operating Costs    5,069    2009
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of harmful liquids and energy optimization from the water of industrial plants    Ended    2,630    Expense    Operating Costs    —      —  
Celulosa Arauco y Constitución S.A.    Expansion of solid industrial waste dumpsite for future management of these in the future    In process    1,174    Expense    Operating Costs    4,773    2009
Celulosa Arauco y Constitución S.A.    Construction of Outlets    In process    2,054    Asset    Property, plant and
Equipment
   1,026    2009
Alto Paraná S.A.    Investment projects for the control and management of gas emissions from Industrial processes    In process    527    Asset    Property, plant and
Equipment
   1,836    2009
Alto Paraná S.A.    Expansion of solid industrial waste dumpsite for future management of these in the future    In process    28    Asset    Property, plant and
Equipment
   2,693    2009
Alto Paraná S.A.    Investment projects for the control and management of harmful liquids and energy optimization from the water of industrial plants    In process    1,218    Asset    Property, plant and
Equipment
   1,885    2009
Paneles Arauco S.A.    Sewer systems and effluent Treatment    In process    554    Asset    Property, plant and
Equipment
   2,015    2009
Paneles Arauco S.A.    Sewer systems improvements    In process    115    Asset    Operational Costs    346    2009
Paneles Arauco S.A.    Sewer systems improvements    In process    13    Asset    Property, plant and
Equipment
   501    2009
Forestal Celco S.A.    Rainwater and risk management in wood storage facilities    To begin    0    Asset    Property, plant and
Equipment
   2,800    2010
Forestal Celco S.A.    Implementation of ISO 14001 environmental management system    In process    152    Expense    Administration
Expenses
   656    2009
Aserraderos Arauco S.A.    Biomass fuel management    To begin    0    Asset    Property, plant and
Equipment
   1,200    2009
Aserraderos Arauco S.A.    Rainwater master plan    In process    63    Asset    Property, plant and
Equipment
   443    2009
                        
         20,755          52,305   
                        

 

    

03-31-2008

  

Disbursements undertaken 2008

   Committed
Disbursements

Company

  

Name of Project

  

State of
Project

   Amount
ThU.S$
   Asset
Expense
   Asset/Expense
Destination Item
   Amount
USD 1000
   Estimated
date
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of gas emissions from industrial processes    In process    5660    Asset    Property, plant and
Equipment
   19,311    2009
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of harmful liquids and energy optimization of the water from the industrial plants    In process    2,023    Asset    Property, plant and
Equipment
   7,107    2009
Celulosa Arauco y Constitución S.A.    Expansion of solid industrial waste dumpsite for management of these in the future    In process    974    Asset    Property, plant and
Equipment
   9,654    2008-
2009
Celulosa Arauco y Constitución S.A.    Investment projects for the control and management of gas emissions from industrial processes    Ended    587    Expense    Operating Costs    —      —  
Celulosa Arauco y Constitución S.A.    Investment projects for control and management of harmful liquids and energy optimization from the water of industrial plants    In process    4,060    Expense    Operating Costs    8,797    2008
Celulosa Arauco y Constitución S.A.    Investment projects for control and Management of harmful liquids and energy optimization from the water of industrial plants    Ended    1,713    Expense    Operating Costs    —      —  
Celulosa Arauco y Constitución S.A.    Expansion of solid industrial waste dumpsite for management of these in the future    In process    1,029    Expense    Operational Costs    2,676    2008
Celulosa Arauco y Constitución S.A.    Management for the implementation environmental improvements    In process    328    Expense    Administration
Expenses
   681    2008-
2009
Celulosa Arauco y Constitución S.A.    Management for the implementation environmental improvements    Ended    589    Expense    Administration
Expenses
   —      2008
Celulosa Arauco y Constitución S.A.    Construction of Outlets    In process    12,610    Asset    Property, plant and
Equipment
   3,830    2009
Alto Paraná S.A.    Investment projects for the control and management of harmful liquids and energy optimization from the water of industrial plants    In process    1,361    Asset    Property, plant and
Equipment
   4,571    2008
Alto Paraná S.A.    Expansion of solid industrial waste dumpsite for future management    In process    132    Asset    Property, plant and
Equipment
   3,415    2009
Alto Paraná S.A.    Investment projects for the control and management of harmful liquids and energy optimization from the water of industrial plants    In process    3,166    Asset    Property, plant and
Equipment
   7,936    2009
Alto Paraná S.A.    Investment projects for the control and management of gas emissions from industrial processes    In process    1,229    Asset    Property, plant and
Equipment
   5,607    2009
Aserraderos Arauco S.A.    Rainwater master plan    In process    498    Asset    Property, plant and
Equipment
   1,378    2009
Paneles Arauco S.A.    Environmental Improvement Studies    In process    589    Expense    Administration
Expenses
   1,096    2008
Paneles Arauco S.A.    Environmental Investments at Productive plants    In process    181    Asset    Property, plant and
Equipment
   716    2008
Paneles Arauco S.A.    Sewer systems and effluent Treatment    In process    699    Asset    Property, plant and
Equipment
   3,567    2009
Forestal Celco S.A.    Control and Management of liquids at regulation storage facilities    In process    38    Asset    Property, plant and
Equipment
   352    2009
                        
         37,466          80,694   
                        

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 23.  FINANCIAL INSTRUMENTS (IFRS 7)

Classification

The following table shows Arauco’s financial instruments at March 31, 2009 and December 31, 2008. An informative estimate of fair value is shown for instruments valued at amortized cost.

 

      March 2009    December 2008

Financial Instruments

   Amortized
Cost

ThU.S.$
   Fair Value
ThU.S.$
   Amortized
Cost

ThU.S.$
   Fair value
ThU.S.$

Fair value with change in Profit and Loss (Negotiation)

   —      195,045    —      66,983

Mutual Funds

   —      181,479    —      59,276

Interest Rate Swaps

   —      7,075    —      7,707

Exchange Rate Forward

   —      6,491    —      —  

Investments held to maturity

   —      —      —      —  

Loans and Accounts Receivables

   761,190    761,190    704,699    704,699

Cash and cash equivalents

   181,393    181,393    108,032    108,032

Cash

   54,664    54,664    18,665    18,665

Fixed Term Deposits

   110,210    110,210    72,195    72,195

Repurchased Agreements

   16,519    16,519    17,172    17,172

Receivables (net)

   579,797    579,797    596,667    596,667

Trades and Notes Receivable

   504,023    504,023    528,278    528,278

Other Debtors

   75,774    75,774    68,389    68,389

Available-for-Sale

           

Financial Liabilities at amortized cost

   3,174,857    3,213,684    2,961,431    2,850,734

Bonds issued in Dollars

   1,818,284    1,783,873    1,829,990    1,799,876

Bonds issued in UF

   364,524    334,815    203,667    187,815

Bank Loans in Dollars

   681,279    784,226    612,625    547,893

Bank Loans in other currencies

   4,098    4,098    4,267    4,268

Finance Leasing

   1,032    1,032    1,394    1,394

Trades and other Payables

   305,640    305,640    309,488    309,488

Financial liabilities with Change in Profit and Loss

   —      13,085    —      14,051

Hedging

   —      4,783    —      —  

Hedge Swaps

   —      4,783    —      —  

Fair Value Financial Assets with Changes in Profit and Loss (Negotiation)

Fair value financial assets with changes in profit and loss are financial assets held for negotiation. Financial assets classified in this category are mainly acquired for sale in the short term. Derivatives are also classified as for negotiation unless they are defined as hedging instruments. Assets in this category are classified as current assets and are recorded at fair value, recognizing its changes in value in the income statement. These assets are held with the objective of maintaining adequate liquidity levels to meet the Company’s obligations.

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Under this category, Arauco held the following financial assets at fair value with changes in profit and loss:

 

     March
2009

ThU.S.$
   December
2008

ThU.S.$

Fair value with changes in profit and loss (Negotiation)

   195,045    66,983

Mutual Funds

   181,479    59,276

Interest Rate Swap

   7,075    7,707

Forward Exchange Rate

   6,491    —  

Mutual Funds: Arauco invests in local mutual funds to maximize the profitability of cash flow surpluses in Chilean Pesos, or in international mutual funds in foreign currencies such as US Dollars or Euros. This instrument is accepted by the Company’s placement policy.

Swaps: At the closing balance date, financial assets classified in this category are not considered hedging instruments as there is no uncertainty over their underlying liability. Therefore, these instruments obey the management strategy regarding implicit structural liquidity risk for Arauco operations.

Forwards: Arauco acquires theis type of instruments to hedge functional currency exchange rate risks. These instruments are generally acquired with short-term maturity periods.

Held-to-Maturity Investments

These are non-derivative financial instruments with a fixed maturity date such as fixed interest securities and redeemable preference shares, which the company intends to hold until maturity and has the financial resources to do so. If they are sold prematurely (except for exceptional circumstances) the company would be obliged to reclassify the remainder of the investments included in this category as Available-for-sale for the current tax year and the following two years. These assets are valued at amortized cost, which is initial recognition less capital payments, plus (less) accumulated amortization using the effective rate method for any differences between initial recognition and the value at maturity, less any impairment or bad debt deductions.

At March 31, 2009 there were no assets held-to-maturity.

Loans and Receivables

These are non-derivative financial assets with fixed or determinable payments, and are not traded on an active market, that is, they are not available for trading. In the balance sheet they are included in Current Assets, except for assets with a maturity exceeding 12 months. These assets are recorded at amortized cost using the effective interest method and are subject to impairment testing. Financial assets which comply with this definition are: cash and cash-equivalents, fixed term deposits, repurchase agreements, debtors and notes receivable, and other debtors.

 

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AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

     March
2009
    ThU.S.$    
   December
2008

    ThU.S.$    

Loans and Receivables

   761,190    704,699

Cash and Cash Equivalents

   181,393    108,032

Cash

   54,664    18,665

Fixed Term Deposits

   110,210    72,195

Repurchased Agreements

   16,519    17,172

Receivables (Net)

   579,797    596,667

Trades and Notes Receivable

   504,023    528,278

Other Debtors

   75,774    68,389

Cash and Cash Equivalents: includes both cash flow and bank account balances, fixed term deposits and repurchase agreements. They are short-term investments that are readily convertible into cash, and are subject to an immaterial change in value. At March 2009, these investments had maturity periods of less than seven days.

Fixed term deposits or repurchase agreements with maturity periods of more than ninety days are classified as Held-to-Maturity Investments.

Repurchased Agreements: The objective of this instrument is to maximize short-term cash flow surpluses. This instrument is authorized by Arauco’s Placement Policy, which establishes a mandate that allows investments in fixed income securities. In general, these instruments have a maturity period of less than thirty days.

Trades and Notes Receivable: These represent enforceable rights for Arauco resulting from the normal course of the business, namely, the operation activity or corporate purposes.

Other Debtors: Correspond to receivables from sales, services or loans that are not considered within the normal course of the business.

Trades are presented at net value, in other words, net of bad debt estimates. This provision is determined when there is evidence that Arauco will not receive the payments agreed in the original sales terms. These provisions are carried out when a customer files and reaches legal bankruptcy agreement or is in default of payments, or when Arauco has exhausted all the debt collection instances within a reasonable period. These include: telephone calls, e-mails, and debt collection letters. In the case of sales in Chile corresponding to our distribution affiliate Arauco Distribución S.A., the provisions are estimated using a percentage of receivables which is determined on a case by case basis, considering the client’s internal risk classification and the debts aging (days past due).

Available-for-sale

Correspond to all financial assets not included in the previous mentioned categories. This also includes capital investment instruments that are not valued at fair value in the income statement. Furthermore, under IFRS, Arauco can consider any loan or receivable as an available-for-sale financial asset.

At the closing balance sheet date Arauco had no Available-for-sale financial assets.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

The following table summarizes Arauco’s financial assets at closing balance:

 

     March
2009

ThU.S.$
   December
2008

ThU.S.$

Financial Assets

   956,235    771,682

Fair Value with changes in Profit and Loss (Negotiation)

   195,045    66,983

Held-to-Maturity Investments

   —      —  

Loans and Receivables

   761,190    704,699

Available-for-sale

   —      —  

Financial Liabilities Valued at Amortized Cost

These financial liabilities correspond to non-derivative instruments with contractual cash flow payments, that can either be fixed or subject to variable interest rate.

Also included in this category are the non-derivative financial assets for services or goods delivered to Arauco at closing of this balance sheet, which are yet to be paid. Generally these amounts are not insured and are generally paid within thirty days of recognition.

At closing balance Arauco included in this classification obligations with banks and financial institutions, bonds issued in US Dollars and UF, creditors and other payables in this category.

 

     March
2009
   December
2008
   March
2009
   December
2008
     Amortized Cost
ThU.S.$
   Fair Value
ThU.S.$

Financial Liabilities at Amortized Cost

   3,174,857    2,961,431    3,213,684    2,850,734

Bonds Issued in Dollars

   1,818,284    1,829,990    1,783,873    1,799,876

Bonds Issued in UF

   364,524    203,667    334,815    187,815

Bank Loans in Dollars

   681,279    612,625    784,226    547,893

Bank Loans in other Currencies

   4,098    4,267    4,098    4,268

Financial Leasing

   1,032    1,394    1,032    1,394

Trades and Other Payables

   305,640    309,488    305,640    309,488

Fair Value Financial Liabilities with Changes in Profit and Loss

Liabilities, assigned as such at initial recognition and liabilities classified as held for negotiation shall be included in this category.

At closing balance Arauco held one swap as a financial liability at fair value with changes in Profit and Loss.

 

     Mar-09    Dec-08
     Fair Value
ThU.S.$

Financial Liabilities at Fair Value with changes in Profit and Loss

   13,085    14,051

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

A summary of Arauco’s financial liabilities at closing balance date:

 

Financial Liabilities

   Mar-09
ThU.S.$
   Dec-08
ThU.S.$

Total Financial Liabilities

   3,187,942    2,975,482

Financial Liabilities at Fair Value with Changes in Profit and Loss (negotiation)

   13,085    14,051

Financial Liabilities Measured at Amortized Cost

   3,174,857    2,961,431

Hedging Instruments

Hedging instruments registered at March 31, 2009 correspond to cash flow hedges. Specifically, at the closing balance date, Arauco recorded two cross currency swaps for a total of US$4,783 million.

Information on Swaps Assigned as Hedging

Nature of Risk

Arauco is exposed to the risk of US Dollar exchange rate variations in order to fulfill other currency obligations with the public, such as bonds issued in UF (Chilean unit of account).

Hedging Objective

On March 2009, Arauco placed a bond for 2,000,000 UF on the Chilean market (nemo: BARAU-H) with an annual 2.25% coupon and semi-annual interest payments (March and September). This bond is amortized at the end of the period (bullet). Given that the interests begin to accrue at March 1, 2009, the first payment shall be on September 1 of this year. The maturity date is March 1, 2014.

Arauco has two hedge swaps to cover the full amount of the bond:

1.- Cross Currency Swap with Banco de Chile for 1,000,000 UF

With this Swap Arauco receives semi-annual interest payments (March and September) based on a nominal amount of 1,000,000 UF at a 2.25% annual rate, and interest is payable semi-annually (March and September) based on a notional amount of US$35,700,986.39 (equivalent to 1,000,000 UF at the exchange rate at end of contract) at a rate of 4.99%.

Maturity date of this Swap is March 1, 2014.

2.- Cross Currency Swap with JPMorgan for 1,000,000 UF

With this contract Arauco receives semi-annual interest payments (March and September) based on a notional amount of 1,000,000 UF at an annual rate of 2.25%, and interest rate is payable semi-annually (March and September) based on a notional amount of US$35,281,193.28 (equivalent to 1,000,000 UF at the exchange rate at end of contract) at a rate of 4.94%.

The maturity date of this Swap is March 1, 2014.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Hedging Strategy

Given that Arauco holds a high percentage of assets in Dollars the Company needs to reduce the exchange rate risk as it has obligations in readjustable Pesos. The aim of this swap is to eliminate exchange rate uncertainty, exchanging cash flows from readjustable Pesos obligations from the series H bond, with US Dollar cash flows (Arauco’s functional currency) at a fixed exchange rate and determined at the date of the contract execution.

Effectivity Test

This test shows that Arauco eliminates the uncertainty of exchange rates by receiving cash flows in UF equivalents in order to meet bond commitments (BARAU-H), as well as paying a fixed amount in Dollars.

SERIES H DEVELOPMENT TABLE WITH HEDGE SWAPS

 

Nominal Value

  UF 2,000,000   UF 1,000,000   UF 1,000,000   USD 35,700,986   USD 35,281,193

 

Interests

  Bi-annual   Bi-annual   Bi-annual   Bi-annual   Bi-annual

 

Amortisation (1 payment)

  March 1, 2014   March 1, 2014   March 1, 2014   March 1, 2014   March 1, 2014

 

Interest rate

 

 

2.25% annual 1.187% sem.annually

  2.25% annual 1.1187% sem.annually   2.25% annual 1.1187% sem.annually   4.99% annual 2.4646% sem.annually   4.94% annual 2.4402% sem.annually

 

Interest accrual initial date

  March 1, 2009   March 1, 2009   March 1, 2009   March 1, 2009   March 1, 2009

 

Coupon

  Interest
Quota
  Amortization
Quota
  Maturity
date
  Arauco UF/
Bond
    Swap Banco Chile
Arauco Receives
  Swap JP Morgan
Arauco Receives
  Hedge
UF
  Swap Banco Chile
Arauco Pays
    Swap JP Morgan
Arauco pays
    Hedge
USD
 
                      UF   UF       USD     USD        
                (a)     (b)   (c)   (a)+(b)+(c)   (d)     (e)     (d)+(e)  

1

  1   1   09/01/09   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

2

  2   2   03/01/10   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

3

  3   3   09/01/10   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

4

  4   4   03/01/11   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

5

  5   5   09/01/11   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

6

  6   6   03/01/12   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

7

  7   7   09/01/12   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

8

  8   8   03/01/13   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

9

  9   9   09/01/13   (22,374   11,187   11,187   0   (879,887   (860,932   (1,740,818

10

  10   10   03/01/14   (2,022,374   1,011,187   1,011,187   0   (36,580,872   (36,142,124   (72,722,997

Valuation Method

Fair value financial assets with changes in Profit and Loss (Negotiation)

Fair value financial assets with changes in Profit and Loss are initially recognized at fair value and transaction costs are recognized in the Income Statement. Subsequently, they are registered at fair value.

Mutual Funds: Given their nature, they are recognized at market value (market quote) at the closing date for the tax year.

Swap: They are valued using the discount cash flow method at a discount rate in accordance with operational risk, using specific swap valuation tools provided by the Bloomberg terminal.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Held-to-Maturity Investments

At March 31, 2009 Arauco had no held-to-maturity investments.

Loans and Receivables

Its value is recorded for at amortized cost using the effective interest rate method, discounting the provision for bad debt. For informative purposes, this value is a reasonable approximation of fair value.

Repurchased Agreements: These are valued at initial investment cost of the short-term instrument plus interest accrued at closing date for the tax year

Available-For-Sale

At March 31, 2009, Arauco had no Available-for-sale financial instruments.

Financial Liabilities at Amortized Cost

Financial instruments classified in this category are valued at amortized cost value using the effective interest rate method.

For informative purposes, the fair value of these financial liabilities is shown. Estimates of bank obligations are determined using specific valuation techniques using cash flow discounted at rates in accordance with the risk of the operation, while bonds are valued at market price.

Financial Liabilities with Changes in Profit and Loss

Swap: These financial instruments are valued using the discount cash flow method at a rate in accordance with the operation risk, using the information given by each bank as a counterpart.

Hedging

These financial instruments are valued using the discount cash flow method at a rate in accordance with the operation risk, using the information given by each bank as a counterpart.

Risk Management

Arauco’s financial assets are exposed to several financial risks: credit risk, liquidity risk and market risk (including exchange rate risks, interest rate risks and price risks). Arauco’s global risk management program focuses on financial market uncertainty and tries to minimize potential adverse effects over Arauco’s financial profitability.

Arauco’s financial risk management is overseen by the Finance department. This department identifies, assesses and hedges financial risks in close collaboration with Arauco’s operational units. The Company does not actively participate in the trading of its financial assets for speculative purposes.

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Type of risks that arise from financial instruments

Type of Risk: Credit Risk

Description

Credit risk refers to financial uncertainty at different time horizons concerning the fulfillment of obligations subscribed by counterparts, at the time of exercising contract rights to receive cash or other financial assets on behalf of Arauco.

Explanation of Risk Exposure and How These Risks Arise

Arauco´s exposure to credit risk is directly related to each of its customer’s individual capacities to fulfill their contractual commitments, reflected in commercial debtor accounts.

As a policy, Arauco holds insurance policies for open account sales. These are to cover export sales from Celulosa Arauco S.A., Aserraderos Arauco S.A., Paneles Arauco S.A. and Forestal Arauco S.A., as well as local sales of Arauco Distribución S.A., Arauco Wood, Arauco Colombia S.A. and Alto Paraná S.A. (and affiliates). Arauco works with Continental credit insurance company (AA- Fitch Ratings).Placas do Paraná (Brazil) local sales credit are insured with Euler Hermes Insurance company and for AraucoMex S.A the Company works with Atradius. These insurance policies cover 90% of the invoice with no deductible.

In order to guarantee a credit line or an advanced payment to a supplier approved by the Credit Committee, Arauco holds several guarantees, such as mortgages, pledges, standby letters of credit, bank guarantee bonds, checks, promissory notes, consumption loans or any other guarantee that may be needed pursuant to each country’s legislation. Debt covered by this type of guarantee amounts US$23.5 million at March 2009. The guarantee procedure is regulated by Arauco’s Guarantee Policy, which controls accounting and reporting, maturity dates and value.

The Company’s maximum credit risk exposure is limited to the amortized cost value of the registered trade accounts receivable, at the date of this report, less the sales percentage insured by aforementioned credit insurance companies and by the guarantees provided to Arauco.

Accounts exposed to this type of risk are: trade accounts receivable, notes receivable and miscellaneous debtors.

 

     March
2009

ThU.S.$
   December
2008
ThU.S.$

Receivables (net)

   579,797    596,667
         

Trades and Notes Receivable

   518,562    543,553

Other Debtors

   79,103    69,420

Gross Subtotal

   597,665    612,973

Estimated Trades and Uncollectable Notes - Bad Debt

   14,539    15,275

Estimated Miscellaneous - Bad Debt

   3,329    1,031

Subtotal Bad Debt

   17,868    16,306

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Explanation of Risk Management Objectives, Policies and Processes, and Measurement Methods.

Credit and Collections Department, which reports to the Finance Department, is responsible for minimizing receivables credit risk, supervising past due accounts. It is also responsible in the approval or rejection of credit limit for all sales. The standards and procedures for the correct control and risk management of credit sales are regulated by the Companies Credit Policy.

For customer credit line approval and/or modification, all Arauco Group companies have to follow an established procedure. All Credit requests are entered in to a Credit Evaluation model where all available information is analyzed, including the credit line given by the credit insurance company. Subsequently, credit requests are approved or rejected by the internal committee of each company within the Arauco Group considering the maximum amount authorized by the Credit Policy Department. If the credit line exceeds the maximum established amount it is subsequently analyzed by the Corporate Committee. Credit lines are renewed on a yearly basis.

In 2008, Arauco’s consolidated sales amounted ThU.S.$ 3,730,562, of which 60.48% corresponded to credit sales, 25.04% to letters of credit sales and 14.48% to other types of sales, such as Cash Against Documents (CAD) and advance payments.

At December 2008, Arauco’s Sales Debtors reached ThU.S.$528,278 of which 63.18% corresponded to credit sales, 32.32% to letters of credit sales and 4.5% to other types of sales, such as CAD and advance payments, distributed among 1,928 clients. The client with the highest open account debt did not exceed 1.9% of total receivables at that date.

When analyzing the sales terms for the first quarter of 2009, consolidated Arauco sales amounted ThU.S.$660,140, of which 58.05% corresponded to letter of credit sales and 9.04% to other types of sales, such as Cash Against Documents (CAD) and advance payments.

At March 2009, Arauco’s Sales Debtors reached ThU.S.$504,023, of which 58.57% corresponded to credit sales, 35.52% to letter of credit sales and 5.91% to other types of sales, such as CAD and advance payments, distributed among 1,964 clients. The client with the highest open account debt did not exceed 1.88% of total receivables at that date.

Letter of credit sales are mainly from Asia and the Middle East. Credit assessments to the issuing banks are performed periodically, in order to obtain ratings made by the principal risk classification companies on country and world risk ranking, and on their financial position over the last five years. Depending on this evaluation, it is decided whether the issuing bank is approved or confirmation is requested.

All sales are controlled by a credit verification system which has set parameters to block orders from clients who have registered past due amounts of a defined percentage of the debt and/or clients who at the time of product delivery have exceeded their credit limit or, credit has expired.

Impairment over the last five years including the first quarter 2009, amounts to US$8.33 million which represents 0.05% of total sales during this period.

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

     SALES DEBTOR IMPAIRMENT AS A
PERCENTAGE OF TOTAL SALES
 
     March
2009
    2008     2007     2006     2005     2004  

Sales Debtors Impairment

   0.015   0.153   0.03   0.021   0.010   0.006

Explanation of any changes to risk exposure or changes in objectives, processes and policies regarding previous years’ risk management.

In March 2009, Arauco implemented a Guarantee Policy in order to control the accounting, valuation and expiration dates.

Type of Risk: Liquidity Risk

Description

This risk corresponds to Arauco´s ability to fulfill debt obligations at the time of expiration.

Explanation of Risk Exposure and How These Arise

Arauco’s exposure to liquidity risk is found mainly in its obligations to the public, banks and financial institutions, creditors and other payables. These may arise if Arauco is unable to meet net cash flow requirements, which sustain its operations under both normal and exceptional circumstances.

Explanation of Objectives, Policies and Processes for risk Management, and Measurement Methods

The Finance Management department constantly monitors the company’s cash flow forecasts based on short and long term forecasts and available financing alternatives. In order to control the risk level of available financial assets, Arauco works with an investment policy.

The following table shows capital commitment of the main financial liabilities subject to liquidity risk, grouped according to their aging:

 

     March
2009

ThU.S.$
   December
2008

ThU.S.$

Obligations with Bank and Financial Institutions, and with the public

     

Capital to be Amortized in the Short Term

   372,977    316,686

Capital to be Amortized due within 1 and 5 years

   1,385,878    1,301,149

Capital to be Amortized beyond 5 years

   1,064,549    1,005,533

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Investment Policy:

Arauco has an Investment Policy, which identifies and limits financial instruments and companies in which Arauco companies are authorized to invest in, specifically, Celulosa Arauco y Constitución S.A. It is important to highlight that the company’s Treasury Department is centralized for its operations in Chile, by which the Head Office acts as an internal bank for Chilean affiliates, providing intercompany loans at a fixed rate determined by central management. Head Office is responsible for carrying out investments, cash flow surplus investments, and short and long term debt subscriptions. Exceptions to this rule are specific operations made through other companies where express authorization is required from the Chief Financial Officer.

With regard to financial instruments, the only permitted investments are fixed income investments and instruments with adequate liquidity. Each instrument has defined classification and limits which depend on duration and on the issuer.

With regard to intermediaries a methodology is used that aims at determining the relative risk level of each bank or entity with regard to their financial position and their debt and asset security, using a point system that gives a relative risk ranking. Arauco uses this system to define investment limits.

The required records for evaluation of the various criteria are obtained from official finance statements provided by the banks in evaluation and from the classification of in-effect short and long term debt securities, as defined by the controlling entity (the Superintendency of Banks and Financial Institutions) and used by Risk Classification companies authorized by said entity, in this case Fitch Ratings Chile, Humphreys and Feller Rate.

Evaluated criterias are: Capital and Reserves, Current Ratio, Equity Share in Total Investments in Financial System, Capital Yield, Operational Income Net Profit Ratio, Debt / Capital Ratio and the Risk Classifications of each entity.

Any necessary exceptions regarding investment limits in each particular instrument or entity must have express authorization from Arauco’s Chief Financial Officer.

Type of Risk: Market Risk – Exchange Rate

Description

This risk arises from the probability of being affected by exchange rate losses considering the currency in which assets, liabilities and operations are held, not included in the balance sheet of an entity.

Explanation of Risk Exposures and How these Arise

Arauco is exposed to the risk of US Dollar (functional currency) fluctuations for sales, purchases and obligations in other currencies, such as the Chilean Peso, Brazilian Real or others. In the case of significant exchange rate variations, the Chilean Peso is the currency that represents the main risk.

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Explanation of Risk Management Objectives, Policies and Processes, and Measurement Methods.

Arauco performs sensitivity analyses to measure the effect of this variable on EBITDA and Profit.

Sensitivity analysis considers a variation of + / - 10% of the exchange rate at March 31, 2009 of the Chilean Peso. This fluctuation range is considered possible given current market conditions at closing date. With all other variables at a constant rate, a Dollar exchange rate variation of + / - 10% in relation to the Chilean Peso would mean a EBITDA variation of + / - US$ 16 million and a variation of + / - US$ 39 million for Profit After Tax for the following nine months.

The main financial instruments subject to exchange rate risk are local bonds issued in UF. These are not covered by swaps described in the Hedging chapter.

 

Amounts expressed in UF

   March
2009
   December
2008

Bonds Issued in UF (E Series)

   1,000,000    1,000,000

Bonds Issued in UF (F Series)

   7,000,000    5,000,000

Type of Risk: Market Risk – Interest rate

Description

This risk refers to the sensitivity of the value of financial assets and liabilities in terms of interest rate fluctuations. This risk mainly affects fixed income financial instruments.

Explanation of Risk Exposure and How These Arise

Arauco is exposed to risks due to interest rate fluctuations for obligations with the public, banks and financial institutions and financial instruments that accrue interest at a variable rate.

Explanation of Risk Management Objectives, Policies and Processes, and Measurement Methods.

Arauco performs sensitivity analyses to measure the effect of this variable over EBITDA and Profit.

Sensitivity analysis considers a variation of + / - 100 bps of the interest rate, considered a possible fluctuation range given the current market conditions at the date of the closing balance. With all the other variables constant, an interest variation of + / - 100 bps would have no impact on the EBITDA, but would mean a Profit after Tax variation of + / - US$ 1 million.

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Type of Risk: Market Risk – Price of Pulp

Description

Pulp price is determined by world and regional market conditions. Prices fluctuate in terms of demand, production capacity, commercial strategies adopted by large-scale forestry companies, pulp and paper producers and by the availability of substitutes.

Explanation of Risk Exposure and How These Arise

Pulp prices are reflected in operational sales within the income statement and directly affect the net profit for the period.

At March 31, 2009 operational income due to pulp sales accounted for 51% of total sales. Pulp prices are fixed on a monthly basis in accordance with the market. Forward contracts or other financial instruments are not used for pulp sales.

Explanation of Risk Management Objectives, Policies and Processes, and Measurement Methods.

This risk is approached in different ways. Arauco has a team of specialists who perform periodical market and competition analyses, providing tools to analyze and evaluate trends and adjust forecasts. Similarly, Arauco performs price financial sensitivity analysis in order to take the respective safeguards to confront different scenarios in the best possible manner.

Sensitivity analysis considers a variation of + / - 10% of the average pulp price a possible fluctuation range given current market conditions at the date of the closing balance. With all other variables constant, a variation of + / - 10% in the average pulp price would mean a variation of the EBITDA of + / - US$ 120 million and + / - US$ 96 million for Net Profit.

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 24.    OPERATING SEGMENTS (IFRS 8)

Disclosure of Operating Segment Information

Factors used by Management to Identify Company Segments

Operating segments were defined in accordance with senior management internal reporting structure, in order to support operating decisions and resource allocation. Furthermore, availability of relevant financial information has been considered in order to define operating segments,

In line with the above, the Company established operating segments according to the following business units:

 

   

Pulp

 

   

Panels

 

   

Sawn Timber

 

   

Forestry

Description of Products and Services which Provide Ordinary Income for each disclosed Segment

Following find the main products that provide ordinary income for each operational segment:

 

   

Pulp: The main products sold by this department are long fiber bleached pulp (BSKP), short fiber bleached pulp (BHKP), long fiber raw pulp (UKP), and pulp fluff.

 

   

Panels: The main products sold in this area are plywood panels, MDF panels, Hardboard Panels, PB Panels and MDF Moldings.

 

   

Sawn Timber: The range of products sold by this business unit t includes different sizes of sawn wood and remanufactured products such as moldings, precut pieces and finger joints, among others.

 

   

Forestry: This area produces and sells sawn logs, pulpable logs, posts and chips made of own forests of Monterey and Taeda pine, eucalyptus globulus and nitens forests. Additionally, the company purchases logs and woodchip from third parties which it sells to its other business areas.

Explanation on the measurements of Earnings, Assets and Liability of Each Segment

Pulp

Pulp business unit uses wood exclusively from pine and eucalyptus plantations for the production of different types of wood cellulose or pulp. Bleached pulp is mainly used as raw material for producing printing and writing paper, as well as toilet paper and high quality wrapping paper. Unbleached pulp is used to produce packing paper, filters, fiber cement products, dielectric paper and others. On the other hand fluff pulp is mainly used in the elaboration of diapers and female hygienic products.

 

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March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Arauco has six plants, five in Chile and one in Argentina, and they have a total production capacity of approximately three million tons per year, placing the company among the world’s main producers. Pulp is sold in more than 40 countries, mainly in Europe and Asia, where it achieved and maintained a solid competitive position due to the excellent quality of its products and to the Companies capacity to meet customer needs –high standards in logistics, which has resulted in an excellent market positioning of the Company on a worldwide basis.

Panels

Panels business unit produces a wide range of panels products and several kinds of moldings aimed at furniture, decoration and construction industries. In its eight industrial plants, 4 in Chile, 2 in Argentina and 2 in Brazil, the company has a total annual production capacity of 2.6 million m3 of plywood, PBO, MDF, Hardboards and moldings, making it one of the leading panel production companies in the world.

Sawn Timber

Sawn timber business unit department produces a wide range of wood and remanufactured products with different kinds of terminations and appearances, which include a wide variety of uses for furniture, packing, construction and refurbishing industries.

With 14 saw mills, 12 in Chile and 2 in Argentina, the company has a production capacity of 3.4 million m3 of sawn wood, making the company the leading wood producer in the Southern Hemisphere.

Furthermore, the company has 6 remanufacturing plants, 5 in Chile and 1 in Argentina. These plants reprocess sawn wood and produce high quality remanufactured products, such as finger joint and solid moldings as well as precut pieces. The totality of these products are sold in more than 28 countries, with sales reaching 100 million USD at March 31, 2009 (184 million USD at March 31, 2008), accounting for 19% of the company’s consolidated sales.

Forestry

The Forestry Division is Arauco’s core business. It provides raw material for all products manufactured and sold by the Company. By directly controlling the growth of the forests to be processed, Arauco guarantees itself of having quality wood for each of its products.

Arauco holds a growing forestry asset which is distributed throughout Chile, Argentina, Brazil and Uruguay, reaching 1.5 million hectares at March 2009, of which 948.3 thousand hectares are used for plantation, 309 thousand hectares for native forests, 208 thousand hectares for other uses and 42.8 thousand hectares to be planted. Arauco’s principal plantations are Monterey and taeda pine. These are species which have a fast growth rate and short harvest cycles compared with other long fiber commercial woods.

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

General Information on Earnings, Assets and Liabilities

General Information on Earnings, Assets and Liabilities, Totals

 

Period Ending
March 31, 2009

   PULP    SAW MILL     FORESTRY    PANELS    OTHERS     CORPORATE     SUBTOTAL     ELIMINATION     TOTAL  
     ThU.S.$    ThU.S.$     ThU.S.$    ThU.S.$    ThU.S.$     ThU.S.$     ThU.S.$     ThU.S.$     ThU.S.$  

Income due to ordinary activities from external customers

   362,239    99,807      19,290    175,101    3,703      0      660,140        660,140   

Ordinary Activity Income among segments

   29,263    149      155,996    7,865    7,040      0      200,313      (200,313   0   
                                                   

Interest Income

   0    0      0    0    0      2,576      2,576        2,576   

Interest Expenses

   0    0      0    0    0      (41,550   (41,550     (41,550

Interest Income, net

   0    0      0    0    0      (38,974   (38,974   0      (38,974
                                                   

Depreciations and Amortizations

   31,031    4,161      1,060    8,162    0      0      44,415        44,415   

Sum of significant income accounts

   0    0      29,677    0    0      0      29,677        29,677   

Sum of significant expense accounts

   0    0      2,602    0    0      0      2,602        2,602   
                                                   

Profit (Loss) of each specific segment

   44,077    (804   15,793    25,329    (10   (70,759   13,626      0      13,626   
                                                   

Company Equity in Profit and Loss of Associates and Joint Ventures accounted for using the equity method

   0    0      0    0    0      1,143      1,143        1,143   
                                                   

Income Tax Expense (income)

   0    0      0    0    0      (7,156   (7,156     (7,156
                                                   

Non-monetary Asset Disbursements of the segment

   55,620    4,683      32,576    3,492    0      363      96,734      0      96,734   
                                                   

Nationality of Ordinary Income

                     

Ordinary Income – national (Chilean Companies)

   323,198    90,848      11,776    112,808    47      0      538,677        538,677   

Ordinary Income – foreign (Foreign Companies)

   39,041    8,959      7,514    62,293    3,656      0      121,463        121,463   

Total Ordinary Incomes

   362,239    99,807      19,290    175,101    3,703      0      660,140      0      660,140   
                                                   

Period Ending
March 31, 2009

   PULP    SAW MILL     FORESTRY    PANELS    OTHERS     CORPORATE     SUBTOTAL     ELIMINATION     TOTAL  
     ThU.S.$    ThU.S.$     ThU.S.$    ThU.S.$    ThU.S.$     ThU.S.$     ThU.S.$     ThU.S.$     ThU.S.$  

Segment Assets

   3,933,168    442,678      4,576,905    699,162    46,552      785,808      10,484,274        10,484,274   

Amount in Associates and Joint Ventures accounted for using the equity method

   0    0      0    0    0      130,515      130,515        130,515   

Segment Liabilities

   239,513    31,937      94,181    90,515    7,325      4,023,670      4,487,142        4,487,142   
                                                   

Nationality of Non current assets

                     

Chile

   2,672,659    211,419      3,331,001    250,287    2,130      112,654      6,651,589        6,651,589   

Foreign

   564,355    51,952      765,891    178,830    28,272      106,864      1,624,725        1,624,725   

Total Non Current Assets

   3,237,014    263,371      4,096,892    429,117    30,402      219,518      8,276,314        8,276,314   
                                               

 

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Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Period Ending
31-March-2008

   PULP    SAW MILL    FORESTRY     PANELS    OTHERS    CORPORATE     SUBTOTAL     ELIMINATION     TOTAL  
     ThU.S.$    ThU.S.$    ThU.S.$     ThU.S.$    ThU.S.$    ThU.S.$     ThU.S.$     ThU.S.$     ThU.S.$  

Income due to Ordinary Activities from external customers

   488,396    190,059    37,024      233,517    12,250    0      961,246        961,246   

Ordinary Activity Income among segments

   50,729    953    183,076      19,911    7,868    0      262,537      (262,537   0   
                                                  

Interest Income

   0    0    0      0    0    4,151      4,151      0      4,151   

Interest Expense

   0    0    0      0    0    (49,488   (49,488   0      (49,488

Interest Income, net

   0    0    0      0    0    (45,337   (45,337   0      (45,337
                                                  

Depreciations and Amortizations

   27,123    5,494    4,577      11,080    97    0      48,371        48,371   

Sum of significant item incomes

   0    0    9,582      0    0    0      9,582        9,582   

Sum of significant item expenses

   0    0    658      0    0    0      658        658   
                                                  

Profit (Reported Segment loss)

   198,293    8,238    (1,855   57,740    3,686    (79,033   187,069      0      187,069   
                                                  

Company Equity in Profit and Loss of Associates And Joint Ventures accounted for Using the equity method

   0    0    0      0    0    927      927        927   
                                                  

Income Tax Expense (income)

   0    0    0      0    0    (45,593   (45,593     (45,593
                                                  

Non-monetary Asset Disbursements of the segment

   56,052    3,519    35,681      13,833    235    0      109,320        109,320   
                                                  

Nationality of Ordinary Income

                      

Ordinary Incomes – national (Chilean Companies)

   431,633    169,672    29,387      137,543    441    0      768,676        768,676   

Ordinary Incomes – Foreign (Foreign Companies)

   56,763    20,387    7,637      95,974    11,809    0      192,570        192,570   

Total Ordinary Incomes

   488,396    190,059    37,024      233,517    12,250    0      961,246      0      961,246   
                                                  

Period Ending
31-March-2008

   PULP    SAW MILL    FORESTRY     PANELS    OTHERS    CORPORATE     SUBTOTAL     ELIMINATION     TOTAL  
     ThU.S.$    ThU.S.$    ThU.S.$     ThU.S.$    ThU.S.$    ThU.S.$     ThU.S.$     ThU.S.$     ThU.S.$  

Segment Assets

   3,938,435    459,289    4,546,468      695,186    36,667    544,436      10,220,480        10,220,480   

Amount in Associates and Joint Ventures accounted for using the equity method

   0    0    0      0    0    128,871      128,871        128,871   

Segment Liabilities

   224,400    32,502    97,890      93,518    6,264    3,776,536      4,231,110        4,231,110   
                                                  

Nationality of Non current assets

                      

Chile

   2,640,265    211,757    3,421,176      253,819    2,039    109,538      6,638,594        6,638,594   

Foreign

   566,879    51,792    689,058      176,984    28,399    105,738      1,618,850        1,618,850   

Total Non Current Assets

   3,207,143    263,549    4,110,234      430,804    30,438    215,276      8,257,444      0      8,257,444   
                                                  

 

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Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

NOTE 25. EVENTS AFTER REPORTING PERIOD (IAS 10)

Celulosa Arauco y Constitución S.A.

1) In a Board of Directors meeting held on May 16, 2009, the Company approved the acquisition of the subsidiary companies of the Spanish Grupo Empresarial ENCE S.A. (“ENCE”) by Arauco International S.A., a subsidiary of the Company, and the Finnish-Swedish transnational company, Stora Enso in equal parts. The companies to be acquired are Eufores S.A., Celulosa y Energía Punta Pereira S.A. and Zona Franca Punta Pereira S.A. The total value of the transaction is U.S.$ 343 million and Arauco will be responsible for 50% of that amount. The purchase agreement was entered into by all the parties involved on May 17, 2009.

The main assets of the Uruguayan subsidiaries of ENCE that have been included in this transaction are: a) 130,000 hectares of land owned by ENCE, of which 73,000 are covered with plantation forests, plus 13,000 hectares under covenants with third party owners, of which 7,000 are planted, all located in the central and western part of Uruguay; and b) its industrial sites in Punta Pereira and M’Bopicuá, a river barge terminal, a woodchip mill and a forestry nursery.

In Uruguay, Stora Enso currently holds 74,000 hectares of land, including 17,300 with forestry plantations, while Arauco holds 39,000 hectares in land, of which 27,400 are planted. The purchase agreement with Ence, in which the aforementioned land and plantations belonging to Stora Enso and Arauco are included, shall mean combined forestry assets of approximately 255,000 hectares of land, of which 123,000 are planted.

These assets provide a strategic base for considering the construction of a future pulp plant in Uruguay.

Once the purchase agreement has been approved the transfer of the acquired shares shall take place within 15 days following the date when contract requirements and processes have been completed. Also, the agreed payment shall be settled.

2) The Board of Directors of the Company, in a meeting held on April 9, 2009, agreed to register in the Superintendency of Securities and Insurance, two series of bonds in the Chilean market for an aggregate principal amount of UF 20 million of Unidades de Fomento. The net proceeds from the bonds issuance will be used to refinance a portion of the outstanding debt of the Company and for other corporate purposes.

The maximum term of the first series of bonds will be 10 years, and the maximum term of the second series of bonds will be 30 years, both terms counted from the date in which the respective series of bonds are registered in the Securities Registry of the Superintendency of Securities and Insurance.

The Bond Lines shall not hold any special guarantees and the issued bonds charged to them can, in general, be placed on the market. They shall be bearer bonds, dematerialized and shall not be convertible into Company shares. The bonds can be in Chilean Pesos, UF’s, or US Dollars.

 

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Table of Contents

CELULOSA ARAUCO Y CONSTITUCION S.A.

AND SUBSIDIARIES

Unaudited Notes to the Consolidated Financial Statement

March 31, 2009

Amounts in thousands of U.S. dollars, except as indicated

 

 

 

Upon registration of the Bond Lines at the Registry of Securities, the Board shall have to approve all issuances and placements of the corresponding bonds, considering the prevailing market conditions and Company needs.

Forestal Cholguán S.A.

On April 2, 2009, the Company informed the Securities and Insurance Commission of the following essential fact:

Company Senior Management informs that the Board of Directors, in a meeting held on April 1, 2009, proceeded to officially summon the Company’s 30th General Shareholder’s Meeting, which took place on April 23rd at 17:00 hrs.

The Meeting was called to consider and decide upon the following matters:

 

  a) Review the board’s Annual Report, balance sheet and other Company financial statements, on the external auditors report, for year-end December 31, 2008, and to discuss the ongoing social business and profit distribution.

 

  b) In conformity with the Board’s agreement, reached on April 1, 2009, a payment of dividend No. 32, at US$ 0.00460253841 per share, was put forward for consideration and a decision was made. It was paid in cash as of May 7, 2009, in Chilean Pesos, at its equivalent value on April 30, 2009. All shareholders registered at the Registry of Securities shall have rights to these dividends on April 30, 2009.

 

  c) Discuss the operations undertaken by the Company pursuant to Article 44 of Law No. 1046.

 

  d) Appoint persons to the position of Company directors for the following statutory period.

 

  e) Determine Board and Board Committee salaries and expense budget for the following financial year.

 

  f) Appoint external auditors and,

 

  g) Discuss any other matters pertaining to social interests within the scope of the aforementioned Shareholder’s Meeting.

On May 22, 2009 the Company informed the following, as an essential fact, to the Securities and Insurance Commission:

Company management informed that the Board, in a meeting which took place on May 20, 2009, agreed to appoint the Director Matías Domeyko Cassel as President, who has held the position to date, and who accepted the nomination.

No other events have occurred between March 31, 2009 and the date of preparation of these financial statements which could significantly impact the financial position of the Company.

 

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