20-F 1 a11-10540_120f.htm 20-F

Table of Contents

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 20-F

 

o

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

OR

 

 

x

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2010

 

 

OR

 

 

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

OR

 

 

o

SHELL COMPANY REPORT PURSUANT TO SECTION 23 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of event requiring this shell company report

 

For the transition period from                       to                    

 

Commission file number: 001-12440

 

ENERSIS S.A.

(Exact name of Registrant as specified in its charter)

 

ENERSIS S.A.

(Translation of Registrant’s name into English)

 

CHILE

(Jurisdiction of incorporation or organization)

 

SANTA ROSA 76, SANTIAGO, CHILE

(Address of principal executive offices)

 

Nicolás Billikopf, phone: (56-2) 353-4639, fax: (56-2) 378-4789, nbe@enersis.cl, Santa Rosa 76, Piso 15, Santiago, Chile

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

 

Title of Each Class

 

Name of Each Exchange on Which Registered

 

 

American Depositary Shares representing Common Stock

 

New York Stock Exchange

 

 

Common Stock, no par value *

 

New York Stock Exchange

 

 

$ 249,734,000 7.40% Notes due December 1, 2016

 

New York Stock Exchange

 

 

$ 858,000 6.60% Notes due December 1, 2026

 

New York Stock Exchange

 

 


*Listed, not for trading, but only in connection with the registration of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission.

 

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

 



Table of Contents

 

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

 

$ 350,000,000 7.375% Notes due January 15, 2014

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:

 

Shares of Common Stock:

32,651,166,465

 

 

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act:

x Yes   o No

 

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934:

o Yes   x No

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:

x Yes   o No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

o Yes   o No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act:

 

Large accelerated filer x

Accelerated filer o

Non-accelerated filer o

 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

U.S. GAAP o

International Financial Reporting Standards as issued
by the International Accounting Standards Board
x

Other o

 

Indicate by check mark which financial statement item the registrant has elected to follow:

o Item 17   x Item 18

 

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):

o Yes   x No

 



Table of Contents

 

“Enersis’ Simplified Organizational Structure” (*)

 

 


(*) Only principal operating subsidiaries are presented here. The percentages listed for each of our subsidiaries represents Enersis’economic interest in such subsidiary.

 

2



Table of Contents

 

TABLE OF CONTENTS

 

 

 

Page

 

 

 

GLOSSARY

 

4

INTRODUCTION

 

9

Financial Information

 

9

Technical Terms

 

10

Calculation of Economic Interest

 

10

Forward-Looking Statements

 

10

PART I

 

12

Item 1.

Identity of Directors, Senior Management and Advisers

 

12

Item 2.

Offer Statistics and Expected Timetable

 

12

Item 3.

Key Information

 

12

Item 4.

Information on the Company

 

23

Item 4A.

Unresolved Staff Comments

 

84

Item 5.

Operating and Financial Review and Prospects

 

85

Item 6.

Directors, Senior Management and Employees

 

115

Item 7.

Major Shareholders and Related Party Transactions

 

126

Item 8.

Financial Information

 

127

Item 9.

The Offer and Listing

 

129

Item 10.

Additional Information

 

131

Item 11.

Quantitative and Qualitative Disclosures about Market Risk

 

145

Item 12

Description of Securities Other Than Equity Securities

 

149

PART II

 

150

Item 13.

Defaults, Dividend Arrearages and Delinquencies

 

150

Item 14.

Material Modifications to the Rights of Security Holders and Use of Proceeds

 

150

Item 15.

Controls and Procedures

 

150

Item 16A.

Audit Committee Financial Expert

 

151

Item 16B.

Code of Ethics

 

151

Item 16C.

Principal Accountant Fees and Services

 

152

Item 16D.

Exemptions from Listing Requirements for Audit Committees

 

153

Item 16E.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

153

Item 16F.

Change in Registrant’s Certifying Accountants

 

153

Item 16G.

Corporate Governance

 

154

PART III

 

155

Item 17.

Financial Statements

 

155

Item 18.

Financial Statements

 

155

Item 19.

Exhibits

 

155

 

3



Table of Contents

 

GLOSSARY

 

Acciona

 

ACCIONA, S.A.

 

Spanish construction holding company. Together with Enel, Acciona held a controlling interest in Endesa Spain until June 25, 2009.

 

 

 

 

 

AFP

 

Administradora de Fondos de Pensiones

 

A legal entity that manages a Chilean pension fund.

 

 

 

 

 

Ampla

 

Ampla Energia e Serviços S.A.

 

Brazilian distribution company operating in Rio de Janeiro, owned by Endesa Brasil, a subsidiary of Enersis.

 

 

 

 

 

ANEEL

 

Agéncia Nacional de Energia Elétrica

 

Brazilian governmental agency for electric energy.

 

 

 

 

 

Betania

 

Central Hidroeléctrica de Betania S.A. E.S.P.

 

Endesa Chile’s Colombian subsidiary which merged with Emgesa, another Endesa Chile subsidiary, in 2007.

 

 

 

 

 

Cachoeira Dourada

 

Centrais Elétricas Cachoeira Dourada S.A.

 

Brazilian generation company owned by Endesa Brasil, a subsidiary of Enersis.

 

 

 

 

 

CAM

 

Compañía Americana de Multiservicios Ltda.

 

Enersis’ subsidiary engaged in the electrical parts procurement business.

 

 

 

 

 

CAMMESA

 

Compañía Administradora del Mercado Mayorista Eléctrico S.A.

 

Argentine autonomous entity in charge of the operation of the Mercado Eléctrico Mayorista (Wholesale Electricity Market), or MEM. CAMMESA’s stockholders are generation, transmission and distribution companies, large users and the Secretariat of Energy.

 

 

 

 

 

CDEC

 

Centro de Despacho Económico de Carga

 

Autonomous entity in two Chilean electric systems in charge of coordinating the efficient operation and dispatch of generation units to satisfy demand.

 

 

 

 

 

Celta

 

Compañía Eléctrica Tarapacá S.A.

 

Endesa Chile’s subsidiary that operates in the SING with thermal plants.

 

 

 

 

 

Cemsa

 

Endesa Cemsa S.A.

 

Energy trading company with operations in Argentina, a subsidiary of Endesa Chile.

 

 

 

 

 

Chilectra

 

Chilectra S.A.

 

Chilean electricity distribution company operating in the Santiago metropolitan area, a subsidiary of Enersis.

 

 

 

 

 

CIEN

 

Companhia de Interconexão Energética S.A.

 

Brazilian transmission company, wholly-owned by Endesa Brasil, a subsidiary of Enersis.

 

 

 

 

 

CNE

 

Comisión Nacional de Energía

 

Chilean National Energy Commission, governmental entity with responsibilities under the Chilean regulatory framework.

 

4



Table of Contents

 

Codensa

 

Codensa S.A. E.S.P.

 

Colombian distribution company that operates mainly in Bogotá, and is a subsidiary of Enersis.

 

 

 

 

 

Coelce

 

Companhia Energética do Ceará S.A.

 

Brazilian distribution company operating in the state of Ceará. Coelce is controlled by Endesa Brasil, a subsidiary of Enersis.

 

 

 

 

 

CREG

 

Comisión de Regulación de Energía y Gas

 

Colombian Commission for the Regulation of Energy and Gas.

 

 

 

 

 

CTM

 

Compañía de Transmisión del Mercosur S.A

 

Endesa Brasil’s subsidiary transmission company with operations in Argentina.

 

 

 

 

 

DECA

 

Distribuidora Eléctrica de Cundinamarca S.A.

 

Colombian distribution company, subsidiary of Codensa.

 

 

 

 

 

Edegel

 

Edegel S.A.A.

 

Peruvian generation company, subsidiary of Endesa Chile.

 

 

 

 

 

Edelnor

 

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

 

Peruvian distribution company with a concession area in the northern part of Lima, and a subsidiary of Enersis.

 

 

 

 

 

Edesur

 

Empresa Distribuidora Sur S.A.

 

Argentine distribution company with concession area in the south of the Buenos Aires greater metropolitan area, and a subsidiary of Enersis.

 

 

 

 

 

EEB

 

Empresa de Energía de Bogota S.A.

 

Colombian stated-owned financial and energy holding company, with investments in the electricity generation, transmission, commercialization and distribution sectors; and in the natural gas transmission, distribution and commercialization sectors.

 

 

 

 

 

EEC

 

Empresa de Energía de Cundinamarca S.A.

 

Colombian electricity distribution company, subsidiary of DECA.

 

 

 

 

 

El Chocón

 

Hidroeléctrica El Chocón S.A.

 

Endesa Chile’s Argentine generation subsidiary with two hydroelectric plants, El Chocón and Arroyito, both located in the Limay River, Argentina.

 

 

 

 

 

Elesur

 

Elesur S.A.

 

A former Chilean subsidiary of Enersis that absorbed Chilectra, and later changed its name to Chilectra.

 

 

 

 

 

Emgesa

 

Emgesa S.A. E.S.P.

 

Colombian generation company controlled by Endesa Chile.

 

 

 

 

 

Endesa Brasil

 

Endesa Brasil S.A.

 

Brazilian holding company, a subsidiary of Enersis.

 

5



Table of Contents

 

Endesa Chile

 

Empresa Nacional de Electricidad S.A.

 

Our generation subsidiary with consolidated operations in four countries in South America.

 

 

 

 

 

Endesa Costanera

 

Endesa Costanera S.A.

 

Argentine generation company controlled by Endesa Chile.

 

 

 

 

 

Endesa Eco

 

Endesa Eco S.A.

 

Chilean electricity company, owner of Central Eólica Canela S.A. and Ojos de Agua mini hydro plant.  Endesa Eco is an Endesa Chile subsidiary.

 

 

 

 

 

Endesa Fortaleza

 

Central Geradora Termelétrica Fortaleza S.A.

 

Operates a combined cycle generating plant, located in the state of Ceará.  Endesa Fortaleza is wholly-owned by our subsidiary Endesa Brasil.

 

 

 

 

 

Endesa Latinoamérica

 

Endesa Latinoamérica, S.A.

 

A subsidiary of Endesa Spain and our direct controller, formerly known as Endesa Internacional, S.A.U.

 

 

 

 

 

Endesa Spain

 

ENDESA, S.A.

 

A Spanish electricity generation and distribution company with a 60.6% beneficial interest in Enersis.

 

 

 

 

 

Enel

 

Enel S.p.A.

 

Italian power company, with a 92.1% controlling ownership of Endesa Spain.

 

 

 

 

 

Enersis

 

ENERSIS S.A.

 

Our company, a publicly held limited liability stock company incorporated under the laws of the Republic of Chile, with subsidiaries engaged primarily in the generation, transmission and distribution of electricity in Chile, Argentina, Brazil, Colombia and Peru. Registrant of this report.

 

 

 

 

 

ENRE

 

Ente Nacional Regulatorio de la Energía

 

Argentine national regulatory authority for the energy sector.

 

 

 

 

 

Etevensa

 

Empresa de Generación Termoeléctrica Ventanilla S.A.

 

Peruvian generation company that merged with Edegel in 2006.

 

 

 

 

 

FONINVEMEM

 

Fondo Para Inversiones Necesarias Que Permitan Incrementar La Oferta De Energía Eléctrica En El Mercado Eléctrico Mayorista

 

Argentine fund created to increase electricity supply in the MEM.

 

 

 

 

 

GasAtacama

 

GasAtacama S.A.

 

Company involved in gas transportation and electricity generation in the north of Chile that is 50% owned by Endesa Chile.

 

 

 

 

 

Gener

 

AES Gener S.A.

 

Chilean generation company that competes with the Company in Chile, Argentina and Colombia.

 

 

 

 

 

GNLQ

 

GNL Quintero S.A.

 

Company created to develop, build, finance, own and operate a LNG regasification facility at Quintero Bay (Chile) in which LNG is

 

6



Table of Contents

 

 

 

 

 

unloaded, stored and regasified.

 

 

 

 

 

IFRS

 

International Financial Reporting Standards

 

Accounting standards adopted by the Company on January 1, 2009.

 

 

 

 

 

IMV

 

Inmobiliaria Manso de Velasco Ltda.

 

Enersis’ wholly-owned subsidiary engaged in the real estate business.

 

 

 

 

 

LNG

 

Liquefied Natural Gas.

 

Liquefied natural gas.

 

 

 

 

 

MEM

 

Mercado Eléctrico Mayorista

 

Wholesale Electricity Market in Argentina.

 

 

 

 

 

MME

 

Ministério de Minas e Energia

 

Brazilian Ministry of Mines and Energy.

 

 

 

 

 

NCRE

 

Non Conventional Renewable Energy

 

Energy sources which are continuously replenished by natural processes, such as wind, biomass, mini-hydro, geothermal, wave or tidal energy.

 

 

 

 

 

NIS

 

Sistema Interconectado Nacional

 

National interconnected electric system. There are such systems in Chile, Argentina, Brazil and Colombia.

 

 

 

 

 

ONS

 

Operador Nacional do Sistema Elétrico

 

Electric System National Operator. Brazilian non-profit private entity responsible for the planning and coordination of operations in interconnected systems.

 

 

 

 

 

Osinergmin

 

Organismo Supervisor de la Inversión en Energía y Minería

 

Energy and Mining Investment Supervisor Authority, the Peruvian regulatory electricity authority.

 

 

 

 

 

Pangue

 

Empresa Eléctrica Pangue S.A.

 

Chilean electricity company, owner of the Pangue power station. Pangue is an Endesa Chile subsidiary.

 

 

 

 

 

Pehuenche

 

Empresa Eléctrica Pehuenche S.A.

 

Chilean electricity company, owner of three power stations in the Maule River basin. Pehuenche is an Endesa Chile subsidiary.

 

 

 

 

 

San Isidro

 

Compañía Eléctrica San Isidro S.A.

 

Chilean electricity company, owner of a thermal power station.  San Isidro is wholly-owned by Endesa Chile.

 

 

 

 

 

SEF

 

Superintendencia de Electricidad y Combustible

 

Chilean Superintendency of Electricity and Fuels, a Governmental entity in charge of supervising the Chilean electricity industry.

 

 

 

 

 

SEIN

 

Sistema Eléctrico Interconectado Nacional

 

Peruvian interconnected electric system.

 

 

 

 

 

SIC

 

Sistema Interconectado Central

 

Chilean central interconnected electric system covering all of Chile except the north and the extreme south.

 

 

 

 

 

SING

 

Sistema Interconectado del Norte Grande

 

Electric interconnected system operating in

 

7



Table of Contents

 

 

 

 

 

northern Chile.

 

 

 

 

 

SVS

 

Superintendencia de Valores y Seguros

 

Chilean authority in charge of supervising public companies, securities and the insurance business.

 

 

 

 

 

TESA

 

Transportadora del Energía de Mercosur S.A.

 

Endesa Brasil’s transmission company subsidiary with operations in Argentina.

 

 

 

 

 

UF

 

Unidad de Fomento

 

Chilean inflation-indexed, peso-denominated monetary unit.

 

 

 

 

 

UTA

 

Unidad Tributaria Anual

 

Chilean annual tax unit. One UTA equals 12 UTM.

 

 

 

 

 

UTM

 

Unidad Tributaria Mensual

 

Chilean monthly tax unit used to define fines, among other purposes, which is inflation indexed.

 

 

 

 

 

VAD

 

Valor Agregado de Distribución

 

Value added from distribution of electricity.

 

 

 

 

 

VNR

 

Valor Nuevo de Reemplazo

 

The net replacement value of electricity assets.

 

8



Table of Contents

 

INTRODUCTION

 

As used in this report on Form 20-F, first person personal pronouns such as “we,” “us” or “our” refer to ENERSIS S.A.  (Enersis or the Company) and our consolidated subsidiaries unless the context indicates otherwise.  Unless otherwise noted, our interest in our principal subsidiaries, jointly —controlled entities and associates is expressed in terms of our economic interest as of December 31, 2010.

 

We are a Chilean company engaged through our subsidiaries and jointly-controlled entitiesin the electricity generation, transmission and distribution businesses in Chile, Argentina, Brazil, Colombia and Peru.  As of the date of this report, we own 60.0% of Empresa Nacional de Electricidad S.A. (Endesa Chile) and 99.1% of Chilectra S.A.  As of the same date, ENDESA, S.A. (Endesa Spain), a Spanish electricity generation and distribution company, owns 60.6% of Enersis.  Enel S.p.A. (Enel), an Italian generation and distribution company, owns 92.1% of Endesa Spain through a wholly-owned subsidiary.

 

Financial Information

 

In this report on Form 20-F, unless otherwise specified, references to “dollars” or “$,” are to dollars of the United States of America; references to “pesos” or “Ch$” are to Chilean pesos, the legal currency of Chile; references to “Ar$” or “Argentine pesos” are to the legal currency of Argentina; references to “R$”  or “reais” are to Brazilian reals, the legal currency of Brazil; references to “soles” are to Peruvian Nuevo Sol, the legal currency of Peru; references to “CPs” or “Colombian pesos” are to the legal currency of Colombia; references to “€” or “Euros” are to the legal currency of the European Union; and references to “UF” are to Unidades de Fomento.

 

The Unidad de Fomento is a Chilean inflation-indexed, peso-denominated monetary unit.  The UF rate is set daily in advance based on changes in the previous month’s inflation rate.  As of December 31, 2010, UF 1 was equivalent to Ch$ 21,455.55.  The dollar equivalent of UF 1 was $ 45.84 as of December 31, 2010, using the Observed Exchange Rate reported by the Banco Central de Chile (the “Chilean Central Bank,” or the “Central Bank”) as of December 31, 2010 of Ch$ 468.01 per $ 1.00.  As of April 30, 2011, UF 1 was equivalent to Ch$ 21,711.55.  The dollar equivalent of UF 1 was $ 47.19 at April 30, 2011, using the Observed Exchange Rate reported by the Central Bank as of April 30, 2011 of Ch$ 460.09 per $ 1.00.

 

Our Consolidated Financial Statements and, unless otherwise indicated, other financial information concerning Enersis included in this report are presented in pesos.  Until the year ended December 31, 2008, Enersis prepared its financial statements in accordance with generally accepted accounting principles in Chile (Chilean GAAP).  Since January 1, 2009, Enersis has prepared its financial statements in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standard Board (IASB).

 

The subsidiaries are consolidated and all their assets, liabilities, income, expenses and cash flows are included in the consolidated financial statements after making the adjustments and eliminations related to intra-Group transactions.

 

Jointly-controlled entities, which are those that do not have a controlling shareholder but are governed by a joint management agreement, are consolidated by the proportional integration method. Enersis recognizes, line by line, its share of the assets, liabilities, income, expenses and cash flow of such entities, subject to accounting eliminations.

 

Investments in associates in which the Company has significant influence, are recorded in our Consolidated Financial Statements under the equity method.

 

For detailed information regarding subsidiaries, jointly-controlled entities and associates, see Appendix No. 1 and No. 3 of the Consolidated Financial Statements.

 

For the convenience of the reader, this report contains translations of certain peso amounts into dollars at specified rates. Unless otherwise indicated, the dollar equivalent for information in pesos is based on the Observed Exchange Rate as of December 31, 2010, as defined in “Item 3. Key Information — A. Selected Financial Data — Exchange Rates” The Federal Reserve Bank of New York does not report a noon buying rate for pesos. No representation is made that the peso or dollar amounts shown in this report could have been or could be converted into dollars or pesos, as the case may be, at such rate or at any other rate (See “Item 3. Key Information — A. Selected Financial Data — Exchange Rates”).

 

9



Table of Contents

 

Technical Terms

 

References to “GW” and “GWh” are to gigawatts and gigawatt hours, respectively; references to “MW” and “MWh” are to megawatts and megawatt hours, respectively; references to “kW” and “kWh” are to kilowatts and kilowatt hours, respectively; references to “kV” are to kilovolts, and references to “MVA” are to megavolt amperes.  Unless otherwise indicated, statistics provided in this report with respect to the installed capacity of electricity generation facilities are expressed in MW.  One TW = 1,000 GW, one GW = 1,000 MW, and one MW = 1,000 kW.

 

Statistics relating to aggregate annual electricity production are expressed in GWh and based on a year of 8,760 hours, except for leap years (such as 2008), which are based on 8,784 hours.  Statistics relating to installed capacity and production of the electricity industry do not include electricity of self-generators.  Statistics relating to our production do not include electricity consumed by us by our own generation units.

 

Energy losses experienced by generation companies during transmission are calculated by subtracting the number of GWh of energy sold from the number of GWh of energy generated (excluding its own energy consumption and losses on the part of the power plant), within a given period.  Losses are expressed as a percentage of total energy generated.

 

Energy losses during distribution are calculated as the difference between total energy purchased (GWh of physical demand, including own generation) and the energy sold (also measured in GWh), within a given period.  Losses are expressed as a percentage of total energy purchased.  Losses in distribution arise from illegally tapped energy as well as technical losses.

 

Calculation of Economic Interest

 

References are made in this report to the “economic interest” of Enersis in its related companies.  In circumstances where we do not directly own an interest in a related company, our economic interest in such ultimate related company is calculated by multiplying the percentage of economic interest in a directly held related company by the percentage of economic interest of any entity in the ownership chain of such related company.  For example, if we own 60% of a directly held subsidiary and that subsidiary owns 40% of an associate, our economic interest in such associate would be 60% times 40%, or 24%.

 

Forward-Looking Statements

 

This report contains statements that are or may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  These statements appear throughout this report and include statements regarding our intent, belief or current expectations, including but not limited to any statements concerning:

 

·                  our capital investment program;

 

·                  trends affecting our financial condition or results from operations;

 

·                  our dividend policy;

 

·                  the future impact of competition and regulation;

 

·                  political and economic conditions in the countries in which we or our related companies operate or may operate in the future;

 

·                  any statements preceded by, followed by or that include the words “believes,” “expects,” “predicts,” “anticipates,” “intends,” “estimates,” “should,” “may” or similar expressions; and

 

·                  other statements contained or incorporated by reference in this report regarding matters that are not historical facts.

 

Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements.  Factors that could cause actual results to differ materially include, but are not limited to:

 

·                  changes in the regulatory framework of the electricity industry in one or more of the countries in which we operate;

 

·                  our ability to implement proposed capital expenditures, including our ability to arrange financing where required;

 

10



Table of Contents

 

·                  the nature and extent of future competition in our principal markets;

 

·                  political, economic and demographic developments in the emerging market countries of South America where we conduct our business; and

 

·                  the factors discussed below under “Risk Factors.”

 

You should not place undue reliance on such statements, which speak only as of the date that they were made.  Our independent public accountants have not examined or compiled the forward-looking statements, and, accordingly, do not provide any assurance with respect to such statements.  You should consider these cautionary statements together with any written or oral forward-looking statements that we may issue in the future.  We do not undertake any obligation to release publicly any revisions to forward-looking statements contained in this report to reflect later events or circumstances or to reflect the occurrence of unanticipated events.

 

For all these forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

 

11



Table of Contents

 

PART I

 

Item 1.    Identity of Directors, Senior Management and Advisers

 

Not applicable.

 

Item 2.    Offer Statistics and Expected Timetable

 

Not applicable.

 

Item 3.    Key Information

 

A.            Selected Financial Data

 

The following summary of consolidated financial data should be read in conjunction with our audited Consolidated Financial Statements, included in this report.  Our audited Consolidated Financial Statements as of and for the years ended December 31, 2010, 2009 and 2008 are prepared in accordance with International Financial Reporting Standards (IFRS), as issued by the IASB.  For further detail on the adoption of IFRS, please see “Introduction — Financial Information.”  The financial data as of and for each of the three years ended December 31, 2010 in the table below are presented in nominal pesos.

 

Amounts are expressed in millions except for ratios, operating data, shares and ADS (American Depositary Shares) data.  For the convenience of the reader, all data presented in dollars in the following summary, as of and for the year ended December 31, 2010, are translated at the Observed Exchange Rate for December 31, 2010 of Ch$ 468.01 per $ 1.00.  No representation is made that the peso or dollar amounts shown in this report could have been or could be converted into dollars or pesos, at such rate or at any other rate.  For more information concerning historical exchange rates, see “Exchange Rates” below.

 

12



Table of Contents

 

The following table sets forth the selected consolidated financial data of Enersis in accordance with IFRS for the periods indicated:

 

 

 

As of and for the year ended December 31,

 

 

 

2008

 

2009

 

2010

 

2010 (1)

 

 

 

Ch$ Million

 

Million of $

 

CONSOLIDATED INCOME STATEMENT DATA

 

 

 

 

 

 

 

 

 

Amounts in accordance with IFRS

 

 

 

 

 

 

 

 

 

Revenues

 

6,579,945

 

6,472,056

 

6,563,581

 

14,024

 

Operating Costs

 

(4,716,294

)

(4,544,611

)

(4,859,280

)

(10,383

)

 

 

 

 

 

 

 

 

 

 

Operating Income

 

1,863,651

 

1,927,445

 

1,704,301

 

3,641

 

Financial Income (Cost), Net

 

(419,366

)

(309,256

)

(270,605

)

(578

)

Total gain (loss) on sale of non-current assets not held forsale

 

2,503

 

50,502

 

11,711

 

25

 

Other non Operating Income (loss), net

 

3,297

 

2,374

 

1,288

 

3

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before Income Taxes

 

1,450,085

 

1,671,065

 

1,446,695

 

3,091

 

Income tax

 

(415,903

)

(359,737

)

(346,007

)

(739

)

 

 

 

 

 

 

 

 

 

 

Net Income

 

1,034,182

 

1,311,328

 

1,100,688

 

2,352

 

Net income attributable to: Owners of parent

 

507,590

 

660,231

 

486,227

 

1,039

 

Net income attributable to: Non-controlling interests

 

526,592

 

651,097

 

614,461

 

1,313

 

Net income (loss) from continuing operations per Share (Ch$/$ per share)

 

15.55

 

20.22

 

14.89

 

0.0318

 

Net income (loss) from continuing operations per ADS

 

777.29

 

1,011.04

 

744.58

 

1.5910

 

Net income (loss) per Share (Ch$/$ per share)

 

15.55

 

20.22

 

14.89

 

0.0318

 

Net income (loss) per ADS (Ch$/$ per ADS)

 

777.29

 

1,011.04

 

744.58

 

1.5909

 

Cash Dividends per Share (Ch$/$ per share)

 

4.95

 

7.02

 

4.64

 

0.0099

 

Cash Dividends per ADS (Ch$/$ per ADS)

 

247.50

 

351.00

 

232.00

 

0.4957

 

Number of shares of common stock (millions)

 

32,651

 

32,651

 

32,651

 

 

 

Number of American Depositary Shares (millions)

 

71

 

81

 

82

 

 

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED BALANCE SHEET DATA

 

 

 

 

 

 

 

 

 

Amounts in accordance with IFRS

 

 

 

 

 

 

 

 

 

Total Assets

 

13,781,176

 

13,210,140

 

13,005,845

 

27,790

 

Non-Current Liabilities

 

5,049,265

 

4,637,749

 

4,084,540

 

8,727

 

Equity Attributable to Owners of parent

 

3,091,315

 

3,518,480

 

3,735,545

 

7,982

 

Equity Attributable to Non-controlling interests

 

2,937,816

 

2,858,524

 

2,778,483

 

5,937

 

 

 

 

 

 

 

 

 

 

 

Other Consolidated Financial Data

 

 

 

 

 

 

 

 

 

Amounts in accordance with IFRS

 

 

 

 

 

 

 

 

 

Capital Expenditures Paid (2)

 

781,542

 

736,474

 

701,341

 

1,499

 

Depreciation, amortization and impairment losses

 

438,064

 

539,655

 

557,391

 

1,191

 

 


(1)              Solely for the convenience of the reader, peso amounts have been translated into dollars at the exchange rate of Ch$ 468.01 per dollar, the Observed Exchange Rate as of December 31, 2010.

(2)              Capex figures represent effective payments for each year.

 

13



Table of Contents

 

 

 

As of and for the year ended December 31,

 

 

 

2006

 

2007

 

2008

 

2009

 

2010

 

OPERATING DATA OF SUBSIDIARIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chilectra (Chile)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

12,377

 

12,923

 

12,535

 

12,585

 

13,098

 

Number of Customers (thousands)

 

1,437

 

1,483

 

1,534

 

1,579

 

1,610

 

Total Energy Losses (%)(1)

 

5.4

%

5.9

%

5.9

%

6.1

%

5.8

%

 

 

 

 

 

 

 

 

 

 

 

 

Edesur (Argentina)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

14,837

 

15,833

 

16,160

 

16,026

 

16,759

 

Number of Customers (thousands)

 

2,196

 

2,228

 

2,262

 

2,305

 

2,353

 

Total Energy Losses (%)(1)

 

10.5

%

10.7

%

10.6

%

10.5

%

10.5

%

 

 

 

 

 

 

 

 

 

 

 

 

Ampla (Brazil)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

8,668

 

8,985

 

9,119

 

9,394

 

9,927

 

Number of Customers (thousands)

 

2,316

 

2,379

 

2,466

 

2,522

 

2,571

 

Total Energy Losses (%)(1)

 

21.9

%

21.4

%

20.2

%

21.2

%

20.5

%

 

 

 

 

 

 

 

 

 

 

 

 

Coelce (Brazil)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

6,769

 

7,227

 

7,571

 

7,860

 

8,850

 

Number of Customers (thousands)

 

2,543

 

2,689

 

2,842

 

2,965

 

3,095

 

Total Energy Losses (%)(1)

 

13.0

%

12.5

%

11.7

%

11.6

%

12.1

%

 

 

 

 

 

 

 

 

 

 

 

 

Codensa (Colombia)(2)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

10,755

 

11,441

 

11,822

 

11,837

 

12,141

 

Number of Customers (thousands)

 

2,138

 

2,209

 

2,285

 

2,361

 

2,429

 

Total Energy Losses (%)(1)

 

8.9

%

8.7

%

8.1

%

8.2

%

8.2

%

 

 

 

 

 

 

 

 

 

 

 

 

EEC (Colombia) (3)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

n.a.

 

n.a.

 

n.a.

 

277

 

373

 

Number of Customers (thousands)

 

n.a.

 

n.a.

 

n.a.

 

115

 

117

 

Total Energy Losses (%)(1)

 

n.a.

 

n.a.

 

n.a.

 

15.2

%

17.7

%

 

 

 

 

 

 

 

 

 

 

 

 

Edelnor (Peru)

 

 

 

 

 

 

 

 

 

 

 

Electricity Sold (GWh)

 

4,874

 

5,201

 

5,599

 

5,716

 

6,126

 

Number of Customers (thousands)

 

952

 

986

 

1,028

 

1,061

 

1,098

 

Total Energy Losses (%)(1)

 

8.2

%

8.1

%

8.2

%

8.1

%

8.3

%

 

 

 

 

 

 

 

 

 

 

 

 

Endesa Chile

 

 

 

 

 

 

 

 

 

 

 

Installed capacity in Chile (MW)

 

4,477

 

4,779

 

5,283

 

5,650

 

5,611

 

Installed capacity in Argentina (MW)

 

3,639

 

3,644

 

3,652

 

3,652

 

3,652

 

Installed capacity in Colombia (MW)

 

2,779

 

2,829

 

2,895

 

2,895

 

2,914

 

Installed capacity in Peru (MW)

 

1,426

 

1,468

 

1,467

 

1,667

 

1,668

 

Production in Chile (GWh)(4)

 

19,973

 

18,773

 

21,267

 

22,239

 

20,914

 

Production in Argentina (GWh)(4)

 

13,750

 

12,117

 

10,480

 

11,955

 

10,940

 

Production in Colombia (GWh)(4)

 

12,564

 

11,942

 

12,905

 

12,674

 

11,283

 

Production in Peru (GWh)(4)

 

6,662

 

7,654

 

8,102

 

8,163

 

8,466

 

 

 

 

 

 

 

 

 

 

 

 

 

Endesa Brasil

 

 

 

 

 

 

 

 

 

 

 

Installed capacity in Brazil (MW)(5)

 

980

 

987

 

987

 

987

 

987

 

Production in Brazil (GWh)(4)(5)

 

4,489

 

3,954

 

3,379

 

3,319

 

5,095

 

 

14



Table of Contents

 


(1)              Energy losses are calculated as the difference between total energy purchased (GWh of physical demand, including own generation) and the energy sold (GWh), within a given period.  Losses are expressed as a percentage of total energy purchased.  Losses in distribution arise from illegally tapped energy as well as technical failures.

(2)              In February 2009, Codensa, our Colombian distribution subsidiary, acquired approximately 49% of DECA.  On March 13, 2009, DECA acquired 82.3% of EEC.  Beginning in 2010, we started presenting separately the information concerning EEC, a jointly-controlled company of Codensa, explaining the differences between the 2009 figures for Codensa compared to those reported in our 2009 Form 20-F.  This new criterion also affects other 2009 figures relating to Codensa, such as capital expenditures, concession area, transmission lines, substations, transformers and employees.

(3)              The results for 2009 include the period of April through December.

(4)              Energy production is defined as total generation minus energy consumption and technical losses within our own power plants.

(5)              Ampla had generation facilities which were sold in 2006.

 

Exchange Rates

 

Fluctuations in the exchange rate between the peso and the dollar will affect the dollar equivalent of the peso price of our shares of common stock, without par value (the Shares or the Common Stock), on the Bolsa de Comercio de Santiago (the Santiago Stock Exchange), the Bolsa Electrónica de Chile (the Chilean Electronic Exchange) and the Bolsa de Corredores de Valparaíso (the Valparaíso Stock Exchange) (collectively, the Chilean Exchanges).  These exchange rate fluctuations will likely affect the price of the Company’s ADS and the conversion of cash dividends relating to the Shares represented by ADS from pesos to dollars.  In addition, to the extent that significant financial liabilities of the Company are denominated in foreign currencies, exchange rate fluctuations may have a significant impact on earnings.

 

The Ley Orgánica del Banco Central de Chile 18,840 (the Central Bank Act), provides that the Central Bank may require that certain purchases and sales of foreign currency be carried out in the Mercado Cambiario Formal (the Formal Exchange Market), a market comprised of banks and other entities explicitly authorized by the Central Bank.  Purchases and sales of foreign currency, which can take place outside the Formal Exchange Market, can be carried out in the Mercado Cambiario Informal (the Informal Exchange Market), which is a recognized currency market in Chile.  Free market forces drive both the Formal and Informal Exchange Markets.  Foreign currency for payments and distributions with respect to the ADS may be purchased in either the Formal or the Informal Exchange Market, but such payments and distributions must be remitted through the Formal Exchange Market.  The Central Bank publishes the dólar observado (the Observed Exchange Rate) daily, and it is computed by taking the weighted average of the previous business day’s transactions in the Formal Exchange Market.

 

Since 1993, the Observed Exchange Rate and the Informal Exchange Rate have typically been within less than 1% of each other.  The Informal Exchange Rate means the average rate at which transactions are made in the Informal Exchange Market.  On December 31, 2010, the Informal Exchange Rate was Ch$ 468.00, or virtually the same as the published Observed Exchange Rate of Ch$ 468.01 per $ 1.00.  On April 30, 2011, the informal exchange rate was Ch$ 460.35 per $ 1.00, 0.1% higher than the Observed Exchange Rate corresponding to such date of Ch$ 460.09 per $ 1.00.  Unless otherwise indicated, amounts translated to dollars were calculated based on the exchange rates prevailing as of December 31, 2010.

 

The following table sets forth, for the periods and dates indicated, certain information concerning the Observed Exchange Rate reported by the Central Bank.

 

 

 

Observed Exchange Rate(1)
(Ch$  per $ )

 

Year

 

Low

 

High

 

Average(2)

 

Period-
end

 

2006

 

511.44

 

549.63

 

529.64

 

532.39

 

2007

 

493.14

 

548.67

 

521.06

 

496.89

 

2008

 

431.22

 

676.75

 

530.48

 

636.45

 

2009

 

491.09

 

643.87

 

554.22

 

507.10

 

2010

 

468.01

 

549.17

 

510.38

 

468.01

 

 

15



Table of Contents

 

 

 

Monthly Observed Exchange Rate(1)
(Ch$  per $ )

 

Last six months

 

Low

 

High

 

Average(2)

 

Period-
end

 

2010

 

 

 

 

 

 

 

 

 

November

 

477.05

 

488.04

 

 

487.87

 

December

 

468.01

 

485.34

 

 

468.01

 

 

 

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

 

 

 

 

January

 

466.05

 

499.03

 

 

484.14

 

February

 

468.94

 

481.56

 

 

475.21

 

March

 

472.74

 

485.37

 

 

479.46

 

April

 

460.04

 

476.90

 

 

460.09

 

 


Source: Chilean Central Bank.

(1)          Reflects pesos at historical values rather than in constant pesos.

(2)          The average of the exchange rates on the last day of each month during the yearly period.  This is not applicable to monthly data.

 

Calculation of the appreciation or devaluation of the Chilean peso against the U.S. dollar in any given period is made by determining the percent change between the reciprocals of the Chilean peso equivalent of $1.00 at the end of the preceding period and the end of the period for which the calculation is being made.  For example, to calculate the appreciation of the Chilean peso in 2010, one determines the percent change between the reciprocal of Ch$ 507.10 (the value of one dollar as of December 31, 2009) and the reciprocal of Ch$ 468.01 (the value of one dollar as of December 31, 2010).  In this example, the percentage change between 0.001971 (the reciprocal of 507.10) and 0.002136 (the reciprocal of 468.01) is 8.4%, which represents the appreciation of the Chilean peso against the dollar in 2010.  A positive percentage change means that the Chilean peso appreciated against the dollar, while a negative percentage change means that the peso devaluated against the dollar.

 

The following table sets forth the period-end rates for U.S. dollars for the years ended December 31, 2006 through December 31, 2010 and through the date indicated in the table below, based on information published by the Chilean Central Bank.

 

 

 

Period
End

 

Appreciation
(Devaluation) (1)

 

Chilean Peso Equivalent of $ 1

 

 

 

 

 

Year Ended:

 

 

 

 

 

December 31, 2006

 

532.39

 

(3.7

)%

December 31, 2007

 

496.89

 

7.1

%

December 31, 2008

 

636.45

 

(21.9

)%

December 31, 2009

 

507.10

 

25.5

%

December 31, 2010

 

468.01

 

8.4

%

 


Source: Chilean Central Bank.

(1)          Calculated based on the variation of period-end exchange rates.

 

B.            Capitalization and Indebtedness.

 

Not applicable.

 

C.            Reasons for the Offer and Use of Proceeds.

 

Not applicable.

 

16



Table of Contents

 

D.            Risk Factors.

 

A financial crisis in any region worldwide can have a significant impact in the countries in which we operate, and consequently, may adversely affect our operations, as well as our liquidity.

 

The five countries in which we operate are vulnerable to external shocks, which could cause significant economic difficulties and affect their growth. In case any of these economies experience a lower economic growth or a recession, it is likely that our customers will demand less electricity, which could affect our results of operations and financial condition adversely.  Furthermore, some of our customers may experience difficulties in paying their electricity bills, and an increase in uncollectible accounts would also affect our results adversely.

 

In addition, a financial crisis and its disruptive effect on the financial industry can have an adverse impact on our ability to obtain new bank loans under normal terms and conditions. Our ability to tap the capital markets in the five countries where we operate, as well as the international capital markets for other sources of liquidity, may also be diminished, or such financing may be available only at higher interest levels.  Reduced liquidity could, in turn, affect our capital expenditures, our long-term investments and acquisitions, our growth prospects, and our dividend payout policy.

 

South American economic fluctuations are likely to affect our results from operations and financial condition, as well as the value of our securities.

 

All of our operations are located in five South American countries.  Accordingly, our consolidated revenues are sensitive to the performance of South American economies as a whole.  If local, regional or worldwide economic trends adversely affect the economy of any of the five countries in which we have investments or operations, our financial condition and results from operations could be adversely affected.  Moreover, we have investments in relatively risky countries such as Argentina.  Generation and distribution of cash from subsidiaries located in this country have proven to be volatile.

 

A substantial portion of our operations are located in Chile and Brazil and more than 65% of our operating revenues in 2010 were derived from our operations, making our financial condition and results of operations particularly dependent on the performance of these two economies.  In 2010, Chilean GDP increased by 5.2% compared to a 1.7% decrease in 2009.  The latest estimate from the Chilean Central Bank forecast growth for 2011, is in the 5.5% - 6.5% range.  In 2010, Brazilian GDP increased by 7.5% compared to a 0.2% decrease in 2009.  The consensus forecast according to the Brazilian Central Bank is a growth of 4.1% in 2011.  However, such growth may not be achieved and the growth trend may not be sustainable in the future in one or both of that countries.  Future developments in the Chilean and Brazilian economies may impair our ability to proceed with our strategic plans and adversely impact our financial condition or results of operations.

 

In addition, the South American financial and securities markets are, to varying degrees, influenced by economic and market conditions in other countries.  Although economic conditions are different in each country, investor reaction to developments in one country may have a significant contagion effect on the securities of issuers in other countries, including Chile and Brazil.  Chilean and Brazilian financial and securities markets may be adversely affected by events in other countries and such effects may affect the value of our securities.

 

Certain South American economies have been characterized by frequent and occasionally drastic intervention by governmental authorities, which may adversely affect our business.

 

Governmental authorities have changed monetary, credit, tariff and other policies to influence the course of the economies of Argentina, Brazil, Colombia and Peru.  To a lesser extent, the Chilean government has also exercised and continues to exercise a substantial influence over many aspects of the private sector, which may result in changes to economic or other policies.  These governmental actions, intended to control inflation and affect other policies, have often involved wage, price and tariff rate controls as well as other interventionist measures, which in Argentina included freezing bank accounts and imposing capital restrictions in 2001, the nationalization of the private sector pension funds in 2008, and the use of Central Bank reserves of the Argentine Treasury in order to pay down indebtedness maturing in 2010. Changes in the policies of these governmental authorities with respect to tariff rates, exchange controls, regulations and taxation could adversely affect our business and financial results, reducing our profitability, as could inflation, devaluation, social instability and other political, economic or diplomatic developments, including the response by governments in the region to these circumstances.

 

17



Table of Contents

 

Our electricity business is subject to risks arising from natural disasters, catastrophic accidents and acts of terrorism, which could adversely affect our operations, earnings and cash flow.

 

Our primary facilities include power plants, transmission and distribution assets, pipelines, LNG terminals and re-gasification plants, storage and chartered LNG tankers.  Our facilities may be damaged by earthquakes, flooding, fires, other catastrophic disasters arising from natural or accidental human causes, as well as acts of terrorism.  We could experience severe business disruptions, significant decreases in revenues based on lower demand arising from catastrophic events, or significant additional costs to us not otherwise covered by business interruption insurance clauses.  There may be an important time lag between a major accident or catastrophic event and the final reimbursement from our insurance policies, which typically carry non-recoverable deductible amounts, and in any event are subject to caps per event.

 

We are subject to refinancing risk and to debt covenants that could affect our liquidity.

 

As of December 31, 2010, our debt in financial terms was $ 7,579 million while, for accounting purposes, it totaled $ 7,864 million.  These amounts differ since financial debt, unlike accounting debt, does not include accrued interest.

 

Our financial debt had the following maturity timetable:

 

·                  $ 1,268 million in 2011;

·                  $ 1,021 million in 2012;

·                  $ 2,693 million in the 2013-2015 period; and

·                  $ 2,596 million thereafter.

 

Set forth below is a breakdown by country of financial debt maturing in 2011:

 

·                  $ 66 million — Chile;

·                  $ 173 million — Argentina;

·                  $ 643 million — Brazil;

·                  $ 265 million — Colombia; and

·                  $ 121 million —  Peru.

 

Our debt agreements are subject to certain debt-to-EBITDA and debt-to-equity financial covenant ratios, among others.  They also contain common affirmative and negative covenants, as well as events of default, and in some cases, mandatory prepayment events.

 

As is customary for certain credit and capital market debt facilities, a significant portion of Enersis and Endesa Chile’s financial indebtedness is subject to cross default provisions, with different definitions, criteria, materiality thresholds, and applicability as to the subsidiaries that could give rise to a cross default.

 

In the event that any of our cross default provisions is triggered and our existing creditors demand immediate repayment, a portion of our indebtedness could become due and payable.

 

We may be unable to refinance our indebtedness or obtain such refinancing on terms acceptable to us.  In the absence of such refinancing, we could be forced to dispose of assets in order to make up for any shortfall in the payments due on our indebtedness under circumstances that might not be favorable to obtaining the best price for such assets.  Furthermore, assets may not be sold quickly enough, or for amounts sufficient to enable us to make such payments.

 

As of the date of this report, Argentina continues to be the country with the highest refinancing risk.  As of December 31, 2010, the third-party financial debt of our Argentine subsidiaries amounted to $ 360.2 million.  As a matter of policy for all of our Argentine subsidiaries as long as fundamental issues concerning the electricity sector remain unresolved, we are rolling over our Argentine outstanding debt.  If our creditors do not continue to accept rolling over debt principal when it becomes due and we are unable to refinance such obligations, we may default on such indebtedness.  For more information on covenants, cross default and relevant provisions for of credit facilities, see “Item 5. Operating and Financial Review and Prospects — B. Liquidity and Capital Resources.”

 

18



Table of Contents

 

Since our generation business depends heavily on hydrological conditions, drought conditions may hurt our profitability.

 

Approximately 58% of our consolidated installed generation capacity in 2010 was hydroelectric.  Accordingly, extreme hydrological conditions may affect our business and may have an adverse effect on our results.

 

During periods of drought, thermal plants, such as ours that use natural gas, fuel oil or coal as a fuel, are dispatched more frequently.  Operating costs of thermal plants might be considerably higher than those of hydroelectric plants.  Our operating expenses increase during these periods, and depending on our commercial obligations, we may have to buy electricity from the spot market in order to comply with our contractual supply obligations.  The cost of these electricity purchases may exceed the price at which we sell contracted electricity, thus producing losses from those contracts.

 

Governmental regulations may impose additional operating costs which may reduce our profits.

 

We are subject to extensive regulation of tariffs and other aspects of our business in the five countries in which we operate, and these regulations may adversely affect our profitability.  For example, the Chilean government can impose electricity rationing during drought conditions or prolonged failures in power facilities.  On February 9, 2011, the Ministry of Energy promulgated a rationing decree that will be in effect from February 17, 2011 to August 31, 2011.  If, during rationing, we are unable to generate enough electricity to comply with our contractual obligations, we may be forced to buy electricity in the pool market at the spot price, since even a severe drought does not constitute a force majeure event.  The spot price may be significantly higher than our costs to generate the electricity and can be as high as the “cost of failure” set by the National Energy Commission, or the CNE.  This “cost of failure,” which is updated semiannually by the CNE, is a measurement of how much final users would pay for one extra MWh under rationing conditions.  If we are unable to buy enough electricity in the pool market to comply with all of our contractual obligations, then we would have to compensate our regulated customers for the electricity we failed to provide at the rationed price.  If material rationing policies are imposed by regulatory authorities in Chile, our business, financial condition and results from operations may be affected adversely in a material way.

 

Similarly, if material rationing policies are imposed by the local regulatory authority in the other countries in which we operate, as a result of adverse hydrological conditions, our business, financial condition and results from operations may be affected adversely in a material way.  Rationing periods may occur in the future, and consequently our generation subsidiaries may be required to pay regulatory penalties if such subsidiaries fail to provide adequate service under such conditions.

 

In addition, changes in the regulatory framework, including changes that if adopted would significantly affect our operations, are often submitted to the legislators and administrative authorities in the countries in which we operate and, if approved, could have a material adverse impact on our business.  For instance, in 2005 there was a change in the water rights law in Chile that requires us to pay for unused water rights.

 

Regulatory authorities may impose fines on our subsidiaries.

 

Our electricity businesses may be subject to regulatory fines for any breach of current regulations, including energy supply failure, in the five countries in which we operate.  In Chile, such fines may range from 1 Unidad Tributaria Mensual (UTM), or $ 80, to 10,000 Unidades Tributarias Anuales (UTA), or $ 9.6 million, in each case using the UTM, UTA and foreign exchange rate as of December 31, 2010.  In Peru, fines can reach a maximum of 1,300 Unidad Impositiva Tributaria (UIT) or $ 1.7 million as of December 31, 2010; in Colombia fines may range from $ 2,900 to $ 0.6 million; in Argentina, there is no maximum limit for the fines and in Brazil fines may range from $ 0.1 to $ 35.3 million.

 

Our electricity subsidiaries, supervised by their local regulatory entities, may be subject to these fines in cases where, in the opinion of the regulatory entity, operational failures that affect the regular energy supply to the system are the fault of the company; for instance, when the agents are not coordinated with the system operation.  Also, our subsidiaries may be required to pay fines or to compensate customers if those subsidiaries are unable to deliver electricity to them even if such failure is due to forces outside of our control.

 

For example, in Chile in 2005, the Superintendencia de Electricidad y Combustibles (Chilean Superintendence of Electricity and Fuels), or SEF, imposed fines of 1,260 UTA, or $ 1.1 million, on Endesa Chile due to a blackout that occurred in the Metropolitan Region in 2003.  On February 17, 2009, the SEF imposed fines on Endesa Chile, Pehuenche and San Isidro for 200 UTA, 200 UTA and 100 UTA, respectively, or $ 0.4 million in total.  Also in 2009, the SEF fined Chilectra for 2,000 UTA, or $ 1.7 million, due to billing management procedures challenged by our customers.  In June 2009, the SEF imposed fines on Chilectra in the amount of 1,630 UTA, or $ 1.4 million, due to a blackout that occurred in the Metropolitan Region in 2004.  In the case of our foreign subsidiaries, for example, in 2006 in Peru the Comité de Operación

 

19



Table of Contents

 

Económica del Sistema (Peruvian Economic Operating Committee of the Interconnected System), or COES-SINAC, ordered Edegel to pay approximately $ 1.3 million to other generating companies that were forced to compensate their clients due to an alleged failure of Edegel to comply with certain quality parameters.  In January 2011, ENRE imposed fines on Edesur in the amount of $ 1.3 million due to a blackout that occurred in Buenos Aires during the last days of December 2010. Also, as compensation to end users with respect to the same blackout, ENRE imposed an additional fine for $ 14.9 million.

 

We depend in part on payments from our subsidiaries, jointly-controlled entities and associates to meet our payment obligations.

 

We have no significant assets other than the stock of our subsidiaries.  Our ability to pay our obligations depends on cash from dividends, loans, interest payments, capital reductions and other distributions from our subsidiaries and equity affiliates.  The ability of our subsidiaries and equity affiliates to pay dividends, interest payments, loans and other distributions to us is subject to legal constraints such as dividend restrictions, fiduciary duties, contractual limitations and foreign exchange controls that may be imposed in any of the five countries where they operate.

 

Historically, we have been able to access the cash flows of our Chilean subsidiaries, but we have not been similarly able to access at all times the cash flows of our non-Chilean operating subsidiaries due to government regulations, strategic considerations, economic conditions and credit restrictions.

 

Our future results from operations outside Chile may continue to be subject to greater economic and political uncertainties than what we have experienced in Chile, thereby reducing the likelihood that we will be able to rely on cash flows from operations in those entities to repay our debt.

 

Dividend Limits and Other Legal Restrictions.  Some of our non-Chilean subsidiaries are subject to legal reserve requirements and other restrictions on dividend payments.  Also, other legal restrictions, such as foreign currency controls, may limit the ability of our non-Chilean subsidiaries and equity affiliates to pay dividends and make loan payments or other distributions to us.  In addition, the ability of any of our subsidiaries which are not wholly-owned to distribute cash to us may be limited by the fiduciary duties of the directors of such subsidiaries to their minority shareholders.  Furthermore, some of our subsidiaries may be forced by local authorities, according to applicable regulation, to diminish or eliminate dividend payments, such as the temporary restrictions for distributing dividends faced by our Argentine subsidiary, Edesur, during 2009 and 2010.  As a consequence of such restrictions, our subsidiaries could, under certain circumstances, be prevented from distributing cash to us.

 

Contractual Constraints.  Distribution restrictions included in some credit agreements of our subsidiaries Endesa Costanera, El Chocón, CIEN and Endesa Fortaleza may prevent dividend distributions and other distributions to shareholders if they are not in compliance with certain financial ratios.  Generally, companies are not allowed to make any kind of distribution in case of default on credit agreements.

 

Operating Results of Our Subsidiaries.  The ability of our subsidiaries and equity affiliates to pay dividends or make loan payments or other distributions to us is limited by their operating results.  To the extent that the cash requirements at any of our subsidiaries exceed available cash, such subsidiary will not be able to make cash available to us.

 

Foreign exchange risks may adversely affect our results, and the dollar value of dividends payable to ADS holders.

 

Most South American currencies in which we and our subsidiaries operate have been subject to large devaluations and appreciations against the dollar and may be subject to significant fluctuations in the future.

 

Historically, a significant portion of our consolidated indebtedness has been denominated in dollars and, although a substantial portion of our revenues are linked to dollars, we generally have been and will continue to be materially exposed to fluctuations of our local currencies against the dollar because of time lags and other limitations to peg our tariffs to the dollar.

 

Because of this exposure, the cash generated by our subsidiaries can decrease substantially when local currencies devalue against the dollar.  Future volatility in the exchange rate of the currencies in which we receive revenues or incur expenditures, may affect our financial condition and results from operations.  For more information on the risks associated with foreign exchange rates, see “Item 11.  Quantitative and Qualitative Disclosures About Market Risk.”

 

As of December 31, 2010, using financial rather than accounting conventions, Enersis’s total consolidated financial debt was $ 7,579 million (net of currency hedging instruments).  Of this amount $ 2,243 million, or 29.6%, was denominated in dollars and $ 1,541 million in pesos.  In addition to the dollar and the peso, our foreign currency denominated consolidated indebtedness included the equivalent of:

 

20



Table of Contents

 

·                  $ 174 million in Argentine pesos;

·                  $ 1,590 million in reais;

·                  $ 0.3 million in euros;

·                  $ 1,581million in Colombian pesos; and

·                  $ 450 million in soles.

 

This totals an aggregate of $ 3,795 million in currencies other than dollars or pesos.

 

For the twelve-month period ended December 31, 2010, our operating revenues amounted to $ 15,870 million (before consolidation adjustments) of which:

 

·                  $ 1,007 million, or 6.4%, was denominated in dollars; and

·                  $ 2,691 million, or 16.9%, was linked in some way to the dollar.

 

In the aggregate, 23.3% of our operating revenues (before consolidation adjustments) was either denominated in dollars or linked to dollars through some form of indexation, while 16.3% were in pesos.

 

Revenues, before consolidation adjustments, in other currencies for the year ended December 31, 2010, included the equivalent of:

 

·                  $ 1,395 million in Argentine pesos;

·                  $ 4,822 million in reais;

·                  $ 2,597 million in Colombian pesos; and

·                  $ 776 million in soles.

 

Although we generate revenues and incur debt in these same currencies, we believe that we are subject to risk in terms of our foreign exchange exposure to these four currencies.  The most material case is that of our Argentine generation companies, where most of our debt is denominated in dollars while our revenues are mostly in Argentine pesos.

 

Furthermore, trading of our common stock underlying ADS is conducted in pesos.  Our depositary bank will receive cash distributions that we make with respect to the shares underlying the ADS in pesos.  The depositary bank will convert such pesos to dollars at the then-prevailing exchange rate to make dividend and other distribution payments in respect of ADS.  If the peso depreciates against the dollar, the value of the ADS and any dollar distributions ADS holders receive from the depositary bank will decrease.

 

We are involved in litigation proceedings.

 

We are currently involved in various litigation proceedings, which could result in unfavorable decisions or financial penalties against us, and we will continue to be subject to future litigation proceedings, which could have material adverse consequences to our business.

 

We are a party to a number of legal proceedings, some of which have been pending for several years.  Some of these claims may be resolved against us.  Our financial condition or results from operations could be adversely affected if certain material claims are resolved against us.  See Note 22.2 of our audited Consolidated Financial Statements.

 

The values of our generation subsidiaries’ long-term energy supply contracts are subject to fluctuations in the market prices of certain commodities.

 

We have economic exposure to fluctuations in the market prices of certain commodities as a result of the long-term energy sales contracts we have entered into.  We and our subsidiaries have material obligations as selling parties under long-term fixed-price electricity sales contracts.  Prices in these contracts are indexed according to different commodities, exchange rate, inflation and the market price of electricity.  During 2010, we did not carry out transactions in commodity derivative instruments to manage our exposure to commodity price fluctuations.  For further discussion, please refer to “Item 11. Quantitative and Qualitative Disclosures about Market Risk-Commodity Price Risk.”

 

Our controlling shareholders may have conflicts of interest relating to our business.

 

Enel beneficially owns 92.1% of Endesa Spain, which in turn owns 60.6% of Enersis’ share capital.  Our controlling shareholders have the power to determine the outcome of most material matters that require shareholders’ votes, such as the

 

21



Table of Contents

 

election of the majority of our board members and, subject to contractual and legal restrictions, the distribution of dividends.  Our controlling shareholders also can exercise influence over our operations and business strategy.  Their interests may in some cases differ from those of our other shareholders.  Enel and Endesa Spain conduct their business in South America through us as well as through entities in which we do not have an equity interest.

 

Environmental regulations in the countries in which we operate and other factors may cause delays or impede the development of new projects, as well as increase our costs of operations.

 

Our operating subsidiaries are also subject to environmental regulations which, among other things, require us to perform environmental impact studies for future projects and obtain permits from both local and national regulators.  Approval of these environmental impact studies may take longer than originally planned, and also, may be withheld by governmental authorities.  Also, local communities, ethnic or environmental activists may intervene during the approval process in order to prevent the project’s development.  They may also seek injunctive or other relief, with negative implications for us if they should succeed with their claims.

 

In addition to environmental matters, there are other factors that may adversely affect our ability to build new facilities, including delays in obtaining regulatory approvals, shortages or increases in the price of equipment, materials or labor, strikes, adverse weather conditions, natural disasters, accidents or other unforeseen events, and the inability to obtain financing at affordable rates.

 

In addition, delays or modifications to any proposed project and laws or regulations may change or be interpreted in a manner that could adversely affect our operations or our plans for companies in which we hold investments.  See “Item 4.  Information on the Company — B. Business Overview — Electricity Industry Regulatory Framework.”

 

The relative illiquidity and volatility of Chilean securities markets could adversely affect the price of our common stock and ADS.

 

Chilean securities markets are substantially smaller and less liquid than the major securities markets in the United States.  In addition, Chilean securities markets may be affected materially by developments in other emerging markets.  The low liquidity of the Chilean market may impair the ability of holders of ADS to sell shares of our common stock withdrawn from the ADS program into the Chilean market in the amount and at the price and time they wish to do so.

 

Lawsuits against us brought outside of Chile or complaints against us based on foreign legal concepts may be unsuccessful.

 

All of our assets are located outside of the United States.  All of our directors and officers reside outside of the United States and most of their assets are located outside the United States as well.  If any shareholder were to bring a lawsuit against our directors, officers or experts in the United States, it may be difficult for them to effect service of legal process within the United States upon these persons or to enforce against them, in United States or Chilean courts, judgments obtained in United States courts based upon the civil liability provisions of the federal securities laws of the United States.  In addition, there is doubt as to whether an action could be brought successfully in Chile on the basis of liability based solely upon the civil liability provisions of the United States federal securities laws.

 

New share issuances might not have the rights granted by former Chapter XXVI.

 

The Chilean Central Bank Decision 1333-01-070510 adopted on May 10, 2007 extended the effects of the former Chapter XXVI to capital increases approved after April 18, 2001.  Under the former Chapter XXVI and the Foreign Investment Contracts, the Chilean Central Bank agreed to grant access to the formal exchange market to convert pesos into dollars (See “Item 10.  Additional Information. D — Exchange Rate Controls” for further detail).

 

Enersis formally requested permission from the Central Bank to enter into a new Foreign Investment Contract to include its capital increase approved by Enersis’ shareholders’ meeting held on March 31, 2003, which was granted by the Central Bank on September 7, 2007, subject to the execution and delivery of a new Foreign Investment Contract, dated September 24, 2008.  Nevertheless, the Central Bank’s approval, aimed at extending the effects of the former Chapter XXVI to the capital increase approved in March 31, 2003, is subject to the condition that Enersis inform the Central Bank with respect to the measures adopted in connection with the issuance of new shares prior to such future capital increase in order to differentiate new shares from the shares issued previously under the former Chapter XXVI and enable shareholders to obtain relevant information about such differences.  If Enersis does not comply with this condition, the Central Bank could revoke its approval and the benefits granted to the shares issued in the last capital increase of Enersis by the former Chapter XXVI.  It is not certain that additional Chilean restrictions applicable to the holders of ADRs, the disposition of underlying shares of

 

22



Table of Contents

 

common stock or the repatriation of the proceeds from such disposition will not be imposed in the future, nor can there be any assessment of the duration or impact of such restrictions if imposed.

 

Item 4.            Information on the Company

 

A.    History and Development of the Company.

 

History

 

Enersis was originally organized as Compañía Chilena Metropolitana de Distribución Eléctrica S.A., as recorded in a public deed on June 19, 1981.  The existence of our company was authorized, and its bylaws were approved, pursuant to Resolution 409-S on July 17, 1981, issued by the Chilean SVS.  The bylaws have been amended subsequently.  The existence of our company under its current name, Enersis S.A., or Enersis, dates back to August 1, 1988.  Enersis is a publicly held limited liability stock company domiciled in Santiago, Chile, and operates under Chilean law and regulations.

 

Street address:

Santa Rosa 76, Santiago, Código Postal 8330099, Chile.

Telephone:

(562) 353-4639

Fax:

(562) 378-4789

Web Site:

www.enersis.cl

 

The Company’s authorized representative in the United States of America is Puglisi & Associates, whose contact information is:

 

Street address:

850 Library Avenue, Suite 204, Newark, Delaware 19711

Telephone:

1 (302) 738-6680

 

We are an electric utility company engaged, through our subsidiaries and affiliates, in the generation, transmission and distribution of electricity businesses in Chile, Argentina, Brazil, Colombia and Peru.

 

We are one of the largest publicly listed companies in the electricity sector in South America.  We trace our origin to Compañía Chilena de Electricidad Ltda., or CCE, which was formed in 1921 as a result of the merger of Chilean Electric Tramway and Light Co., founded in 1889, and Compañía Nacional de Fuerza Eléctrica, with operations dating back to 1919.  In 1970, the Chilean government nationalized CCE.  In 1981, CCE’s operations were divided into one generation company, the current AES Gener S.A. (Gener), and two distribution companies, one with a concession in the Valparaíso Region, the current Chilquinta S.A., and the other with a concession in the Santiago metropolitan region, Compañía Chilena Metropolitana de Distribución Eléctrica S.A.  From 1982 to 1987, the Chilean electric utility sector went through a process of re-privatization.  On August 1, 1988, Compañía Chilena Metropolitana de Distribución Eléctrica S.A. changed its name to Enersis S.A. and became the new parent company of Distribuidora Chilectra Metropolitana S.A., later renamed Chilectra S.A.  In the 1990s, we diversified into electricity generation and transmission through our increasing equity stakes in Endesa Chile.  We began our international operations in 1992 with the investment in Edesur, an Argentine electricity distribution company.  That same year, Endesa Chile, which at that time was not our subsidiary, also started its international operations with its investment in Endesa Costanera, an electricity generation company.  We then expanded primarily into electricity generation, transmission and distribution businesses in four South American countries: Argentina, Brazil, Colombia and Peru.  We remain focused on the electricity sector, although we have small operations in other businesses that represent less than 2.0% of our consolidated assets, in the aggregate.

 

In 2005, Endesa Brasil was formed as a company to manage all generation, transmission and distribution assets that Endesa Latinoamérica, S.A., or “Endesa Latinoamérica,” (formerly known as Endesa Internacional, a subsidiary of Endesa Spain), Enersis, Endesa Chile and Chilectra held in Brazil; namely, through Ampla, Endesa Fortaleza, CIEN, Cachoeira Dourada and Coelce.  Enersis began consolidating Endesa Brasil in October 2005.  As of December 31, 2010, Enersis directly and indirectly controlled 54.3% of Endesa Brasil’s share capital.

 

In order to optimize taxes, simplify the organizational structure and reduce corporate costs, on April 2006, Enersis decided to merge Elesur S.A. (Elesur) and Chilectra in Chile.  As a consequence of this merger, Elesur absorbed Chilectra; the surviving company retained the name of Chilectra.

 

In order to achieve synergies in Peru, in 2006, we merged Edegel and Etevensa (60% owned by Endesa Spain), a 457 MW thermoelectric generation company.

 

23



Table of Contents

 

In September 2007, we merged our generation subsidiaries in Colombia, Emgesa and Betania, resulting in a new company which retained the name Emgesa.  Following the merger, as of December 31, 2010, Enersis indirectly controlled 16.1% of Emgesa’s share capital.  Pursuant to the terms of a shareholders agreement with another Endesa Spain subsidiary, we control and, therefore, consolidate Emgesa through Endesa Chile.

 

In February 2009, Codensa, our Colombian distribution subsidiary, acquired approximately 49% of DECA for Ch$ 23.7 billion.  The remaining 51% was acquired by Empresa de Energía de Bogotá (EEB).  Codensa and EEB jointly control DECA.  On March 13, 2009, DECA acquired 82.3% of Empresa de Energía de Cundinamarca S.A (EEC), a Colombian distribution company, for Ch$ 48.5 billion.

 

On March 26, 2007, Spanish company Acciona, S.A. (Acciona) and Enel, executed an agreement for the joint management of Spanish company, Endesa Spain.  The latter, through its Spanish subsidiary Endesa Latinoamérica, holds 60.6% of the share capital of Enersis. On February 20, 2009, Acciona and Enel reached an agreement whereby Acciona would transfer directly and indirectly to Enel Energy Europe S.L.U., wholly owned by Enel, its 25.0% shareholding in Endesa Spain.  On June 25, 2009, the transaction was completed, making Enel the ultimate controller of Enersis by virtue of its 92.1% shareholding in Endesa Spain.

 

Enel is a publicly-traded company headquartered in Italy, primarily engaged in the energy sector, with presence in 40 countries over 4 continents, and has around 95,000 MW of net installed capacity.  It provides service to more than 61 million clients through its electricity and gas businesses.

 

In October 2009, Endesa Chile purchased an additional 29.4% of Edegel from Generalima, a Peruvian indirect subsidiary of Endesa Spain.  With this transaction, Endesa Chile increased its economic interest in Edegel from 33.1% to 62.5% and in turn, our economic interest increased to 37.5%.  In the same month, we acquired an additional 24.0% of the share capital of our Peruvian subsidiary, Edelnor, increasing our direct and indirect ownership stake in Edelnor from 33.5% to 57.5%.

 

As of December 31, 2010, we had 14,833 MW of installed capacity with 195 power units in the five countries in which we operate, 13.3 million distribution customers covering approximately 50 million inhabitants, consolidated assets of $ 27.8 billion and our operating revenues were $12.8 billion.

 

Recent Developments

 

In December 2010, Buenos Aires experienced unusual meteorological conditions, with the most severe heat wave in the last 58 years lasting nine days with temperatures above 33° Celsius.  These conditions resulted in increased electrical consumption, principally due to the use of air conditioning and ventilation systems.  During the heat wave, Edesur experienced above-average disruptions in the delivery of electricity to its customers and longer periods of power restoration.  As a result of these power cuts, on February 14, 2011, the Argentine Government fined a number of electricity distribution companies, including Edesur.  Edesur was fined $ 16.2 million, of which $ 14.9 million are expected to compensate end users through discounts on future invoices.  Edesur plans to appeal these fines.

 

Investments, Capital Expenditures and Divestitures

 

We coordinate the overall financing strategy, including terms and conditions of borrowings by, and intercompany advances to, our subsidiaries to optimize debt and liquidity management.  Our operating subsidiaries independently plan capital expenditure financed by internally generated funds or direct financings.  One of our goals is to focus on investments that will provide long-term benefits, such as energy loss reduction projects.  Additionally, by focusing on Enersis as a whole and seeking to provide services across the group of companies, we aim to reduce investments at the individual subsidiary level in items such as procurement, telecommunication and information systems.  Although we have considered how these investments will be financed as part of the Company’s budget process, we have not committed to any particular financing structure, and investments will depend on the market conditions at the time the cash flows are needed.

 

Our investment plan is flexible enough so as to adapt to changing circumstances by giving different priorities to each project in accordance with profitability and strategic fit.  Investment priorities are currently focused on developing the capacity plan in Chile and Colombia, to guarantee adequate levels of quality of supply and to manage environmental issues.

 

For the 2011-2015 period, we expect to make capital expenditures of Ch$ 3,206 billion in our controlled subsidiaries, of which Ch$ 687 billion corresponds to investments currently in progress (Ch$ 76 billion in Bocamina II and Ch$ 611 billion in El Quimbo). We anticipate that we will also spend Ch$ 1,837 billion in the maintenance of our distribution network and in our other businesses, Ch$ 592 billion in the maintenance of existing generation plants and Ch$ 90 billion in the studies required

 

24



Table of Contents

 

to develop other potential generation projects that are in different stages of progress, including Los Cóndores, Neltume, Choshuenco, HidroAysén, Punta Alcalde and Piruquina in Chile and Curibamba in Perú.  For further detail regarding these projects, please see “Item 4 D. Property, Plants and Equipment-Projects under Development.”

 

The table below sets forth the capital expenditures incurred by our subsidiaries in 2008, 2009 and 2010 and the expected capital expenditures for the 2011-2015 period.

 

 

 

Capital Expenditure (1)

 

 

 

(in million of Ch$)

 

 

 

2008

 

2009

 

2010

 

2011-2015

 

Electricity Generation/Transmission

 

363,698

 

395,107

 

193,689

 

1,368,333

 

Electricity Distribution

 

504,040

 

394,099

 

440,465

 

1,812,575

 

Other Businesses

 

8,980

 

12,108

 

5,206

 

24,709

 

 

 

 

 

 

 

 

 

 

 

Total

 

876,718

 

801,314

 

639,360

 

3,205,617

 

 


(1)          Capex figures represent accrued investments for each year, except for future projections.

 

Capital Expenditures 2008, 2009 and 2010

 

Electricity Generation

 

Our generation capital expenditures totaled Ch$ 194 billion in 2010, of which Ch$ 116 billion were incurred in Chile and Ch$ 77 billion abroad.  In 2009, these expenditures aggregated Ch$ 395 billion, of which Ch$ 313 billion were incurred in Chile and the rest abroad.  In 2008, generation capital expenditures aggregated Ch$ 364 billion, of which Ch$ 252 billion were incurred in Chile and the rest abroad.

 

Investments in Chile

 

In 2010, we incurred total capital expenditures of Ch$ 116 billion.  The main investments during 2010 were related to the construction of the Bocamina II project, which is still in progress.  Ch$ 70 billion was accrued in 2010 in connection with this project.  It is estimated that the total investment will be Ch$ 400 billion.  We also invested Ch$ 27 billion in maintenance of existing installed capacity and Ch$ 19 billion in other minor projects.

 

In 2009, we incurred total capital expenditures of Ch$ 313 billion.  The main investments carried out during 2009 were: the construction of the 60 MW Canela II wind farm (Ch$ 44 billion was accrued in 2009 and the total investment was Ch$ 90 billion); the Quintero thermal plant project (Ch $33 billion was accrued in 2009, and the total investment was approximately Ch$ 90 billion); and the partial construction of Bocamina II, which is still in progress (Ch $152 billion was accrued in 2009, and the total investment is estimated at Ch$ 400 billion).  We also invested Ch$ 48 billion in maintenance of existing installed capacity and Ch$ 35 billion in other minor projects.

 

In 2008, we incurred total capital expenditures of Ch$ 252 billion. The main investments carried out during 2008 were: the construction of the Canela II wind farm (Ch$ 45 billion was accrued in 2008); the Quintero thermal-plant project (Ch$ 41 billion was accrued in 2008); the construction of Bocamina II, which is still in progress (Ch$ 94 billion was accrued in 2008); and the construction of the Ojos de Agua pass-through hydroelectric plant that has an installed capacity of 9 MW(Ch$ 5 billion was accrued in 2008, and the total investment was Ch$ 15 billion). We also invested Ch$ 35 billion in maintenance of existing installed capacity and Ch$ 32 billion in other minor projects.

 

Investments Abroad

 

In 2010, we incurred total capital expenditures abroad of Ch$ 77 billion.  Our main investment during 2010 related to commencement of construction of our 400 MW El Quimbo hydroelectric power plant in Colombia.  Ch$ 16 billion was accrued in 2010 for this project.  It is estimated that the total investment will be Ch$ 630 billion.  We also invested Ch$ 60 billion in maintenance of existing installed capacity, mainly in Argentina, Colombia and Peru, and Ch$ 1 billion in other minor projects.

 

In 2009, we incurred total capital expenditures of Ch$ 82 billion.  Our main investment during 2009 was the installation of a 189 MW turbine at the Santa Rosa plant in Peru.  Ch$ 10 billion was accrued in 2009 for this project.  The total

 

25



Table of Contents

 

investment was Ch$ 55 billion.  We also invested Ch$ 67 billion in maintenance of existing installed capacity, mainly in Argentina and Peru, and Ch$ 5 billion in other minor projects.

 

In 2008, we incurred total capital expenditures of Ch$ 111 billion. Our main investment during 2008 was the installation of the new turbine at the Santa Rosa power plant.  Ch$ 45 billion was accrued in 2008 for this project.  We also invested Ch$ 60 billion in maintenance of existing installed capacity, mainly in Argentina and Colombia, and Ch$ 6 billion in other minor projects.

 

Electricity Distribution

 

In 2010, we incurred total capital expenditures of Ch$ 440 billion, principally to better serve the demographic demand growth, new clients, and reduce energy losses.  Of the total capital expenditures, Ch$ 36 billion was incurred in Chile and Ch$ 404 billion abroad.  In 2009, we incurred total capital expenditures of Ch$ 394 billion in order to serve new clients, reduce energy losses, maintain equipment and lines, and improve service, of which Ch$ 46 billion was incurred in Chile and the rest abroad.  In 2008, we incurred total capital expenditures of Ch$ 504 billion, of which Ch$ 59 billion was incurred in Chile and the rest abroad. We detail below how these amounts were allocated for 2008, 2009 and 2010, respectively.

 

Investments in Chile

 

In 2010, Chilectra invested Ch$ 36 billion.  Chilectra made progress on its investment plan for meeting the growth in energy demand and providing an increasingly reliable service to all its customers, as well as supporting service quality, safety and energy loss-prevention projects.

 

The company continued with the upgrade from 12 kV to 23 kV by incorporating a capacity of 24 MVA in the medium tension lines.  In 2010, four new substations started operations: Apoquindo, Andes, Club Hípico and La Reina. We also strengthened the 110 kV lines that connect the substations Vitacura, La Dehesa and Recoleta with the transmission line.

 

Chilectra also continued to develop its intelligent networks plan, which integrates electricity infrastructure with new electronic technologies, information systems and communications.

 

During 2009, Chilectra invested Ch$ 46 billion, allocating a considerable portion of investments to projects related to demand growth, improving service quality and energy loss prevention projects.  During 2008, Chilectra made investments of Ch$ 59 billion, mainly in projects related to improving service quality, environment, safety, and information and remote control systems.

 

Investments Abroad

 

In Argentina, during 2010, Edesur invested Ch$ 53 billion. Among these investments were important electricity infrastructure works, including the elevation of a high voltage line between Endesa Costanera and the Bosques substation and continued progress on medium-term projects to expand the Quilmes and Don Bosco power substations that will benefit 380,000 customers from the districts of Avellaneda, Quilmes, Florencio Varela and Berazategui beginning in 2011.

 

We also continued with the renovation and the construction of 1,079 kilometers of electrical networks and the installation of 789 new medium/low voltage transformers.

 

During 2009, Edesur invested Ch$ 53 billion, mainly in connection with important infrastructure works, such as the capacity increase of the Perito Moreno substation, among others.

 

During 2008, Edesur invested Ch$ 81 billion, in order to maintain quality service and protect public safety. Toward this end, it undertook several projects, such as the capacity increase in the Héroes de Malvinas substation and the construction of a new substation in Glew, among others.

 

In Brazil in 2010, total investments were Ch$ 239 billion, an increase of 28% with respect to 2009.

 

In particular, Ampla’s investments were Ch$ 114 billion, mainly related to projects for reducing energy losses.  Coelce invested Ch$125 billion, with a special focus on “Luz para todos,” a project sponsored by the State of Ceará, that connected 16,865 new customers to the low-tension electricity network. This project involved an investment of Ch$ 32 billion as of December 31, 2010.

 

26



Table of Contents

 

As a result of investments in 2009 and 2010, Ampla’s energy losses decreased by 0.7 percentage points to 20.5% in 2010 from 21.2% in 2009.

 

In 2008, Ampla invested in the improvement of its distribution network and obtained an 8.7% rating in 2008 (up from 5.5% in 2007) in terms of quality of energy supply. In addition, due to the investments made during 2008, Coelce connected approximately 148,000 new customers to the low-tension electric power network.

 

In Colombia in 2010, we invested Ch$ 80 billion, mainly focused on expansion projects for servicing new customers and demand growth, as well as improving quality of energy supplies.

 

Among the Ch$ 76 billion of investments made by Codensa were the construction of the new 120 MVA Florida substation that will serve the area of El Dorado airport and the town of Engativá and the expansion of the Fontibón and Sesquilé substations.

 

In EEC, capital expenditures were incurred to improve the quality of service and reduce energy losses.  In 2010, the amount invested was Ch$ 4 billion. Ch$ 2 billion was invested in 2009.

 

During 2009, Codensa invested Ch$ 69 billion, mainly related to expansion projects for servicing new customers and demand growth, and for incorporating equipment and renovating distribution networks in order to continue improving the continuity and quality of energy supplies.

 

During 2008, Codensa invested Ch$ 80 billion, mainly to improve the reliability of distribution systems in Bogotá, Cundinamarca and the NIS

 

In Peru in 2010, Edelnor invested Ch$ 33 billion, focused mainly on demand growth, service quality and security in medium and low-tension feeders and energy loss programs.

 

According to the secondary transmission investment plan, prepared together with the regulator, Osinergmin, the construction of the Zárate substation was completed in 2010 and started its operation in March 2011. The construction of the UNI and Jicamarca substations began in the first quarter of 2010 and are expected to begin their operations in October 2012 and in November 2011, respectively.

 

Edelnor also continued to improve the availability of electricity for new settlement projects, reduce commercial losses, improve street lighting and improve infrastructure of customer service centers.

 

In 2009 Edelnor invested Ch$ 37 billion, focused mainly on the expansion and reinforcement of low and medium-tension networks and the increase in capacity of the transforming substations.

 

In 2008, Edelnor invested Ch$ 44 billion, primarily in expanding its networks and increasing its medium- and low-tension feeders to satisfy demand for electricity that increased 7.8% from 2007 to 2008.

 

Investments currently in progress

 

In general terms, projects are expected to be financed with resources to be provided by external financing as well as internally generated funds for each of the companies described.

 

Investments in Chile

 

Our main investment currently in progress in Chile is the construction of the Bocamina II steam/coal-fired power plant, which is the second unit of our Bocamina power plant.  This project is located in the Coronel district in the Bío-Bío region.  Its installed capacity is estimated at 370 MW and the start-up is planned for the second half of 2011.  The total investment is approximately Ch$ 400 billion.

 

Investments in Other Countries

 

Our main project being developed outside Chile is our 400 MW El Quimbo hydroelectric plant in Colombia.  The principal civil works and equipment supply and assembly contracts have been awarded.  The total estimated investment is approximately Ch$ 630 billion.

 

27



Table of Contents

 

Divestitures

 

During the last quarter of 2009, the Board of Directors of Enersis authorized the sale of Compañía Americana Multiservicios (CAM) and Synapsis because they were considered “non-core” businesses.

 

On December 20, 2010, the Board of Directors of Enersis accepted the offer received for its total stake in CAM presented by Graña y Montero S.A.A., a Peruvian company, which offered $ 20 million in cash.  The closing took place on February 24, 2011.

 

At the same meeting, the Board of Directors of Enersis accepted the offer received for its total stake in Synapsis presented by Riverwood Capital L.P., a private equity fund located in the United States, which offered $ 52 million in cash.  The closing took place on March 1, 2011.

 

B.            Business Overview.

 

We are a publicly held limited liability stock company with consolidated operations in Chile, Argentina, Brazil, Colombia and Peru.  Our core business segments are electricity generation, transmission, and distribution.  We also participate in other activities which are not part of our core business.  Since these non-core activities represent less than 1% of our 2010 operating income, we do not report them as a separate business segment for purposes of this discussion, or under IFRS.

 

28



Table of Contents

 

Revenues by Business Segment

 

 

 

Year ended December 31,

 

 

 

2008 (1)

 

2009

 

2010

 

% Change

 

 

 

(in million of Ch$)

 

Generation Business Segment

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries(Chile)

 

1,609,158

 

1,373,231

 

1,345,371

 

(2.0

)%

Endesa Costanera (Argentina)

 

240,087

 

231,421

 

295,231

 

27.6

%

El Chocón (Argentina)

 

44,141

 

65,298

 

57,173

 

(12.4

)%

Cachoeira Dourada (Brazil)

 

147,105

 

88,300

 

115,663

 

31.0

%

Endesa Fortaleza (Brazil)

 

72,776

 

138,595

 

150,371

 

8.5

%

CIEN (Brazil)

 

110,163

 

97,961

 

98,909

 

1.0

%

Emgesa (Colombia)

 

401,470

 

500,964

 

507,516

 

1.3

%

Edegel (Peru)

 

208,497

 

213,625

 

211,263

 

(1.1

)%

Less: Intercompany Transactions

 

 

(1,037

)

(904

)

(12.8

)%

Total

 

2,833,397

 

2,708,358

 

2,780,593

 

2.7

%

 

 

 

 

 

 

 

 

 

 

Distribution Business Segment

 

 

 

 

 

 

 

 

 

Chilectra and subsidiaries (Chile)

 

1,083,673

 

1,089,515

 

1,016,997

 

(6.7

)%

Edesur (Argentina)

 

334,164

 

327,088

 

295,539

 

(9.6

)%

Edelnor (Peru)

 

254,641

 

302,295

 

307,159

 

1.6

%

Ampla (Brazil)

 

973,759

 

1,012,342

 

1,046,387

 

3.4

%

Coelce (Brazil)

 

763,592

 

767,993

 

940,654

 

22.5

%

Codensa (Colombia)

 

661,474

 

741,168

 

785,890

 

6.0

%

Total

 

4,071,303

 

4,240,401

 

4,392,626

 

3.6

%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(324,755

)

(476,703

)

(609,638

)

27.9

%

Total

 

6,579,945

 

6,472,056

 

6,563,581

 

1.4

%

 


(1) Due to internal reclassifications introduced during 2010, some figures may differ from those presented in our Form 20-F for 2009.  Differences in figures are not significant and do not affect the consolidated net income previously disclosed in our Form 20-F for 2009.

 

For further information related to operating revenues and total income by business segment, see “Item 5. Operating and Financial Review and Prospects — A. Operating Results” and note 33.2 to our Consolidated Financial Statements.

 

Electricity Generation Business Segment

 

As of December 31, 2010, electricity generation represented 39% of our operating revenues and 60% of our operating income, in both cases before consolidation adjustments.

 

Our consolidated physical sales for 2010 were 63,431 GWh and our production was 56,699 GWh, 4.9% and 2.8% lower than in 2009, respectively.  The total installed capacity in 2010 was 14,833 MW as compared to 14,851 MW in 2009.

 

Our electricity generation business is conducted primarily through Endesa Chile, which has operating subsidiaries in Chile, Argentina, Colombia and Peru.  Since October 2005, the generation, transmission and distribution businesses in Brazil have been managed through our subsidiary, Endesa Brasil. Endesa Chile also holds an equity interest in Endesa Brasil.

 

29



Table of Contents

 

The following tables summarize the information relating to Enersis’ electricity generation:

 

PHYSICAL DATA PER COUNTRY

 

 

 

As of December 31, each year

 

 

 

2008

 

2009

 

2010

 

Chile

 

 

 

 

 

 

 

Number of generating facilities (1)(2)

 

27

 

29

 

28

 

Installed capacity (MW) (3) (2)

 

5,283

 

5,650

 

5,611

 

Energy generated (GWh) (4)

 

21,267

 

22,239

 

20,914

 

Energy sales (GWh)

 

21,532

 

22,327

 

21,847

 

Argentina

 

 

 

 

 

 

 

Number of generating facilities (1)

 

5

 

5

 

5

 

Installed capacity (MW) (3)

 

3,652

 

3,652

 

3,652

 

Energy generated (GWh) (4)

 

10,480

 

11,955

 

10,940

 

Energy sales (GWh)

 

11,098

 

12,405

 

11,378

 

Brazil

 

 

 

 

 

 

 

Number of generating facilities (1)

 

2

 

2

 

2

 

Installed capacity (MW) (3)

 

987

 

987

 

987

 

Energy generated (GWh) (4)

 

3,379

 

3,319

 

5,095

 

Energy sales (GWh)

 

7,088

 

6,869

 

6,790

 

Colombia

 

 

 

 

 

 

 

Number of generating facilities (1)

 

11

 

11

 

12

 

Installed capacity (MW) (3)

 

2,895

 

2,895

 

2,914

 

Energy generated (GWh) (4)

 

12,905

 

12,674

 

11,283

 

Energy sales (GWh)

 

16,368

 

16,806

 

14,817

 

Peru

 

 

 

 

 

 

 

Number of generating facilities (1) (2)

 

9

 

9

 

9

 

Installed capacity (MW) (3) (2)

 

1,467

 

1,667

 

1,668

 

Energy generated (GWh) (4)

 

8,102

 

8,163

 

8,466

 

Energy sales (GWh)

 

8,461

 

8,321

 

8,598

 

Total

 

 

 

 

 

 

 

Number of generating facilities (1)

 

54

 

56

 

56

 

Installed capacity (MW) (3)

 

14,284

 

14,851

 

14,833

 

Energy generated (GWh) (4)

 

56,133

 

58,349

 

56,699

 

Energy sales (GWh)

 

64,546

 

66,728

 

63,431

 

 


(1)          For details on generation facilities, see “Item 4D. Property Plants and Equipment.”

(2)          Quintero and Canela II generation in Chile have been consolidated since July and December 2009, respectively; Santa Rosa TG8’s generation in Peru since November 2009; and San Antonio mini hydro plant in Colombia since May 2010.

(3)          Total installed capacity is defined as the maximum MW capacity in generation units, under specific technical conditions and characteristics, in most cases confirmed by satisfaction guarantee tests performed by equipment suppliers.  Figures may differ from installed capacity declared to governmental authorities and customers in each country, according to criteria defined by such authorities and relevant contracts.

(4)          Energy generated defined as total generation minus own power plant consumption and technical energy losses.

 

In the electricity industry, it is common to segment the business into hydroelectric and thermoelectric generation, because each method of generation has significantly variable costs.  Thermoelectric generation requires the purchase of fuel rather than the use of water from reservoirs or rivers, thereby increasing the variable costs of generation.  Of our total consolidated generation in 2010, 59% was from hydroelectric sources, 40% came from thermal sources, and wind energy represented less than 1%.

 

30



Table of Contents

 

The following table summarizes Enersis’ consolidated generation by type of energy:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

GWh

 

%

 

Hydroelectric

 

35,605

 

63.5

 

37,730

 

64.7

 

33,689

 

59.4

 

Thermal

 

20,479

 

36.5

 

20,563

 

35.2

 

22,867

 

40.3

 

Other generation (1)

 

49

 

0.1

 

56

 

0.1

 

143

 

0.3

 

Total generation

 

56,133

 

100.0

 

58,349

 

100.0

 

56,699

 

100.0

 

 


(1)          Other generation refers to the generation from the wind farm Canela and Canela II.

 

In general, in the countries in which we operate, the potential for contracting electricity is related to the volume of electricity demand.  Customers identified as small volume regulated customers, such as residential customers subject to government regulated electricity tariffs, must purchase electricity directly from a distribution company.  These distribution companies, which purchase large amounts of electricity for small volume residential customers, generally enter into contractual agreements with generators at a regulated tariff price.  Those identified as large volume industrial customers also enter into contractual agreements with energy suppliers.  However, such large volume industrial customers are not subject to the regulated tariff price.  Instead, these customers are allowed to negotiate the price of energy with generators based on the characteristics of the service required.  Finally, the pool market, where energy is normally sold at the spot price, is not carried out through contractual agreements but instead complies with pool market operations.

 

The following table contains information regarding Enersis’ consolidated sales of electricity by type of customer for each of the periods indicated:

 

ENERSIS CONSOLIDATED PHYSICAL SALES BY TYPE OF CUSTOMER (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Sales
(GWh)

 

% of Sales
Volume

 

Sales
(GWh)

 

% of Sales
Volume

 

Sales
(GWh)

 

% of Sales
Volume

 

Regulated customers

 

28,532

 

44.3

 

29,600

 

44.4

 

31,530

 

49.7

 

Unregulated customers

 

18,096

 

27.8

 

16,526

 

24.8

 

15,535

 

24.5

 

Electricity pool market sales

 

17,917

 

27.8

 

20,602

 

30.9

 

16,366

 

25.8

 

Total electricity sales

 

64,546

 

100.0

 

66,728

 

100.0

 

63,431

 

100.0

 

 

The specific energy consumption limit (measured in GWh) for regulated and unregulated customers is country specific.  Moreover, regulatory frameworks often require that regulated distribution companies have contracts to support their commitments to small volume customers and also determine which customers can purchase energy in electricity pool markets.

 

The following table contains information regarding Enersis physical sales of electricity per customer segment:

 

ENERSIS CONSOLIDATED PHYSICAL SALES PER CUSTOMER PRICE SEGMENT (GWh) (1)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Contracted sales

 

46,629

 

72.2

 

46,126

 

69.1

 

47,065

 

74.2

 

Non-contracted sales

 

17,917

 

27.8

 

20,602

 

30.9

 

16,366

 

25.8

 

Total electricity sales

 

64, 546

 

100.0

 

66,728

 

100.0

 

63,431

 

100.0

 

 


(1)          Includes sales to distribution companies not backed by contracts in Chile and Peru.

 

31



Table of Contents

 

Operations in Chile

 

We own and operate a total of 28 generation facilities in Chile, directly and through our subsidiaries Pehuenche, Pangue, San Isidro, Celta, Endesa Eco and our jointly controlled company GasAtacama.  Of these generation facilities, 16 are hydroelectric, with a total installed capacity of 3,465 MW.  This represents 61.7% of our total installed capacity in Chile.  There are ten thermal facilities that operate with gas, coal or oil with a total installed capacity of 2,068 MW, representing 36.9% of our total installed capacity in Chile. There are two wind power facilities with 78 MW in the aggregate, representing 1.4% of our total installed capacity in Chile.  All of our generation facilities are connected to the country’s central interconnected electricity systems, Sistema Interconectado Central, or the SIC, except for three power facilities (GasAtacama and two Celta units), which are connected to the northern Sistema Interconectado del Norte Grande, or the SING.

 

The following table sets forth the installed generation capacity for each of the Company’s Chilean subsidiaries:

 

INSTALLED CAPACITY PER SUBSIDIARY IN CHILE (MW)

 

 

 

2008

 

2009

 

2010

 

Endesa

 

3,139

 

3,446

 

3,407

 

Pehuenche

 

699

 

699

 

699

 

Pangue

 

467

 

467

 

467

 

San Isidro

 

379

 

379

 

379

 

Celta

 

182

 

182

 

182

 

GasAtacama (1)

 

390

 

390

 

390

 

Endesa Eco

 

27

 

87

 

87

 

Total

 

5,283

 

5,650

 

5,611

 

 


(1)     Since 2008, we include 50% of GasAtacama’s installed capacity, our jointly-controlled company.

 

Our total electricity generation in Chile (including the SIC and the SING) reached 20,914 GWh in 2010, 6.0% lower than in 2009, and accounted for 35.8% of total electricity production in Chile during 2010.

 

The following table sets forth the electricity generation for each of our Chilean subsidiaries:

 

ELECTRICITY GENERATION IN CHILE (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

Endesa

 

12,204

 

12,265

 

11,539

 

Pehuenche

 

3,589

 

3,613

 

2,970

 

Pangue

 

1,763

 

2,113

 

1,615

 

San Isidro

 

1,289

 

1,616

 

2,157

 

Celta

 

912

 

981

 

995

 

GasAtacama

 

1,460

 

1,558

 

1,445

 

Endesa Eco

 

49

 

94

 

192

 

Total

 

21,267

 

22,239

 

20,914

 

 

Hydroelectric generation in 2010 was 15.1% lower than in 2009, explained by lower hydrology in 2010. At December 31, 2010, Chilean reservoir levels contained 2,198 GWh in lower potential energy than at December 31, 2009, a decrease of 38%.  The main decrease was in the Endeas Chile’s Laja Reservoir where lower reservoir levels resulted in 1,122 GWh of lower potential energy.  The reduced levels of the Laja Reservoir may pose problems for 2011 generation in the event that hydrology does not improve significantly.

 

32



Table of Contents

 

The following table shows the potential energy in Chilean reservoirs:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

% Change

 

 

 

(GWh)

 

(GWh)

 

(GWh)

 

2009 vs. 2010

 

Reservoir (company)

 

 

 

 

 

 

 

 

 

Laja (Endesa Chile)

 

3,107

 

3,045

 

1,923

 

(37

)

Maule (Colbún and Endesa Chile)

 

1,111

 

957

 

789

 

(18

)

Colbún (Colbún)

 

406

 

485

 

471

 

(3

)

Melado (Endesa Chile)

 

9

 

13

 

6

 

(56

)

Chapo (Canutillar)

 

266

 

372

 

93

 

(75

)

Ralco (Endesa Chile)

 

398

 

484

 

207

 

(57

)

Invernada (Endesa Chile)

 

296

 

314

 

33

 

(89

)

Pangue (Endesa Chile)

 

11

 

10

 

10

 

(4

)

Rapel (Endesa Chile)

 

60

 

76

 

28

 

(63

)

Total

 

5,664

 

5,757

 

3,559

 

(38

)

 

Hydroelectric generation in Chile accounted for 60.4% of our total electricity generation in 2010 compared with 66.8% in 2009.  Generation by type in Chile is shown in the following table:

 

HYDRO/THERMAL GENERATION IN CHILE (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Generation
(GWh)

 

%

 

Generation
(GWh)

 

%

 

Generation
(GWh)

 

%

 

Hydroelectric generation

 

13,766

 

64.7

 

14,864

 

66.8

 

12,625

 

60.4

 

Thermal generation

 

7,453

 

35.0

 

7,319

 

32.9

 

8,146

 

38.9

 

Other generation (1)

 

49

 

0.2

 

56

 

0.3

 

143

 

0.7

 

Total generation

 

21,267

 

100.0

 

22,239

 

100.0

 

20,914

 

100.0

 

 


(1)          Other generation refers to the generation of the Canela and Canela II wind farms.

 

Our thermal electric generation facilities are either natural gas, LNG, coal or oil-fired.  In order to satisfy our natural gas and transportation requirements, we enter into long-term gas contracts with suppliers who establish maximum supply amounts and prices and long-term gas transportation agreements with the pipeline companies, which are currently Gas Andes and Electrogas (an Endesa Chile related company).  Since March 2008, all of Endesa Chile’s natural gas units can operate with natural gas or diesel and since December 2009, San Isidro, San Isidro 2 and Quintero can operate with LNG.

 

Because of the lack of Argentine natural gas since 2006, Endesa Chile has been using coal and diesel in an intensive manner, and LNG, more recently, has replaced our dependence on Argentine natural gas.  Diesel consumption in 2008, 2009 and 2010 was 728,000 tons, 430,000 tons and 51,000 tons, respectively.  On the other hand, coal consumption was 774,000 tons, 760,000 tons and 486,000 tons in 2008, 2009, and 2010, respectively.  In 2010, Endesa Chile signed a coal supply contract for 2010 and 2011 with Carboex, a subsidiary of Endesa Spain.  LNG consumption has been 206 million m³ and 1,035 million m³ in 2009 and 2010, respectively.

 

In May 2007, as part of a consortium with ENAP, Metrogas and British Gas, in which Endesa Chile’s participation is 20%, we agreed to the construction of the LNG re-gasification facility in Quintero Bay, in order to deal with the lack of Argentine natural gas. Partial commercial operations began in September 2009. In October 2010, the construction of the facilities was finished, and full commercial operations started on January 1, 2011.

 

Thermal Unit Quintero began partial commercial operations in July 2009 and full commercial operations in September 2009 using diesel fuel.  Partial commercial operations burning LNG began in November 2009 and full commercial operations began in December 2009.

 

33



Table of Contents

 

The main effects in the generation of Endesa Chile due to the incorporation of this terminal are as follows: i) San Isidro 2 increased its installed capacity from 353 MW to 399 MW; ii) San Isidro, San Isidro 2 and Quintero may generate with LNG, reducing the operating costs and the environmental impact due to the replacement of diesel fuel by LNG.

 

The electricity sales per system in Chile had an increase of 3.4% during 2010; sales in the SIC increased 4.2% and sales in the SING increased 1.0%, as is shown in the following table:

 

ELECTRICITY SALES PER SYSTEM IN CHILE (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Sales
(GWh)

 

Sales
(GWh)

 

Sales
(GWh)

 

Electricity sales in the SIC

 

39,594

 

39,401

 

41,061

 

Electricity sales in the SING

 

13,219

 

13,657

 

13,792

 

Total electricity sales

 

52,813

 

53,057

 

54,854

 

 

Our physical energy sales in Chile reached 22,327 GWh in 2009 and 21,847 GWh in 2010, which represent a 42.1% and 39.8% market share, respectively.  The percentage of the energy purchases to satisfy our contractual obligations to third parties has increased from 2.3% in 2009 to 6.0% in 2010 as a result of the decrease in our generation.

 

The following table sets forth our electricity purchases and production in Chile:

 

PHYSICAL GENERATION AND PURCHASES IN CHILE (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%
of Volume

 

(GWh)

 

%
of Volume

 

(GWh)

 

%
of Volume

 

Electricity generation

 

21,267

 

96.8

 

22,239

 

97.7

 

20,914

 

94.0

 

Electricity purchases

 

698

 

3.2

 

532

 

2.3

 

1,344

 

6.0

 

Total (1)

 

21,965

 

100

 

22,772

 

100

 

22,257

 

100

 

 


(1)          Electricity generation plus electricity purchases differ from electricity sales due to transmission losses, as power plant consumption and technical energy losses have already been deducted.

 

We supply electricity to the major regulated electricity distribution companies, large unregulated industrial firms (primarily in the mining, pulp and steel sectors) and the pool market.  Commercial relationships with customers are usually governed by contracts.  Supply contracts with distribution companies must be auctioned, are generally standardized and have an average term of ten years.

 

Supply contracts with unregulated customers (large industrial customers) are specific to the needs of each client and the conditions are agreed between both parties, reflecting competitive market conditions.

 

In 2008, 2009 and 2010, Endesa Chile (including GasAtacama) had 40, 44 and 59 customers respectively.  In 2010, customers included 27 distribution companies in the SIC and in the SING, 29 unregulated industrial customers in the SIC and the SING and three minor commercial customers.  The following table sets forth information regarding our sales of electricity in Chile by type of customer:

 

34



Table of Contents

 

PHYSICAL SALES PER CUSTOMER PRICE SEGMENT
IN CHILE (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Regulated customers

 

12,166

 

56.5

 

11,966

 

53.6

 

13,840

 

63.3

 

Unregulated customers

 

6,034

 

28.0

 

6,177

 

27.7

 

6,456

 

29.6

 

Electricity pool market sales

 

3,331

 

15.5

 

4,183

 

18.7

 

1,551

 

7.1

 

Total electricity sales

 

21,532

 

100.0

 

22,327

 

100.0

 

21,847

 

100.0

 

 

Our most significant supply contracts with regulated customers are with Chilectra S.A. (Chilectra), an Enersis subsidiary, and Compañía General de Electricidad S.A. (CGE), an unrelated company, the two largest distribution companies in Chile in terms of sales.

 

In March 2008, Chilectra and other distributors allocated the third long-term energy bid for 1,800 GWh for the period 2011-2021 and 1,500 GWh for the period 2022-2023, in both cases to Gener.  In January 2009, Chilquinta, Saesa and CGE allocated the bid for 8,010 GWh, divided in four blocks (BB1, BB2, BB3 and BB4) to be delivered starting in January 2010 for 14, 12, 14 and 15 years, respectively.  The energy allocated was 7,110 GWh and represented 88.7% of the bidders’ demand.  The energy allocation per company and per block was as follows:

 

 

 

BB1 -
Chilquinta
(GWh)

 

BB2 -
Saesa
(GWh)

 

BB3 - CGE
(GWh)

 

BB4 -
CGE
(GWh)

 

Total per
company
(GWh)

 

Gener

 

1,100

 

 

 

 

1,100

 

Endesa

 

660

 

 

 

2,000

 

2,660

 

Campanario

 

 

850

 

900

 

 

1,750

 

Monte Redondo

 

 

 

100

 

 

100

 

Colbún

 

 

 

1,500

 

 

1,500

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allocated

 

1,760

 

850

 

2,500

 

2,000

 

7,110

 

Total required

 

1,760

 

850

 

2,700

 

2,700

 

8,010

 

% allocated

 

100.0

%

100.0

%

92.6

%

74.1

%

88.7

%

 

In July 2009, CGE allocated the fourth long-term bid for 850 GWh per year, from 2010 to 2021, as follows:

 

 

 

CGE
(GWh)

 

Endesa

 

400

 

Monte Redondo

 

175

 

Emelda

 

200

 

Eléctrica Puntilla

 

75

 

 

 

 

 

Total allocated

 

850

 

 

At a recent bid, jointly held by Chilectra and Chilquinta, Endesa was awarded with 50 GWh for 2013, 400 GWh for 2014, 1,250 GWh for 2015, and 1,700 GWh per year for the 2016-2026 period.  These contracts end with 1,350 GWh in 2027.  It is important to note that these energy contracts include a 10% variation in energy, so the energy supplied could reach 1,870 GWh per year.  The breakdown by year and energy block is as follows:

 

35



Table of Contents

 

 

 

 

 

Years (amounts in GWh)

 

Company

 

Block

 

2013

 

2014

 

2015

 

2016

 

2017

 

2018

 

2019

 

2020

 

2021

 

2022

 

2023

 

2024

 

2025

 

2026

 

2027

 

Chilectra

 

BB1

 

 

300

 

900

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

1,350

 

Chilquinta

 

BSE4

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

 

Chilquinta

 

BSE5

 

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

50

 

 

Chilquinta

 

BSE6

 

 

 

250

 

250

 

250

 

250

 

250

 

250

 

250

 

250

 

250

 

250

 

250

 

250

 

 

ENDESA

 

TOTAL

 

50

 

400

 

1,250

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,700

 

1,350

 

 

Our contracts with unregulated customers are generally on a long-term basis, and typically range from five to fifteen years.  Such contracts are usually automatically extended at the end of the applicable term, unless terminated by either party upon prior notice.  Some of them include a price adjustment mechanism in the case of high marginal costs, which also reduces the hydrological risk.  Contracts with unregulated customers may also include specifications regarding power sources and equipment, which may be provided at special rates, as well as provisions for technical assistance to the customer.  We have not experienced any supply interruptions under our contracts.  In case of force majeure events, as contractually defined, which affect our unregulated customers, we are allowed to reject purchases and we are not required to supply electricity.  Disputes are typically subject to binding arbitration between the parties, subject to limited exceptions.

 

The following table sets forth our sales by volume to our five largest distribution and unregulated customers in Chile for each of the periods indicated:

 

MAIN CUSTOMERS IN CHILE (GWh)

 

 

 

Year ended December 31,

 

 

 

2008 (5)

 

2009

 

2010

 

 

 

Contracted
Sales
(GWh)

 

% of
Contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
Contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
Contracted
Sales

 

Distribution companies:

 

 

 

 

 

 

 

 

 

 

 

 

 

Chilectra

 

3,727

 

17.3

 

3,731

 

16.7

 

5,929

 

27.1

 

CGE

 

4,800

 

22.3

 

4,727

 

21.2

 

3,541

 

16.2

 

Chilquinta

 

 

 

 

 

895

 

4.1

 

Saesa (1)

 

766

 

3.6

 

669

 

3.0

 

779

 

3.6

 

Empresa Eléctrica de la Frontera S.A. (2)

 

1

 

0.0

 

1

 

0.0

 

282

 

1.3

 

Grupo Emel (3)

 

845

 

3.9

 

868

 

3.9

 

1229

 

5.6

 

Total sales to five largest distribution companies

 

10,139

 

47.1

 

9,997

 

44.8

 

12,655

 

57.9

 

Unregulated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

Codelco

 

482

 

2.2

 

540

 

2.4

 

545

 

2.5

 

CMPC

 

973

 

4.5

 

912

 

4.1

 

773

 

3.5

 

Cía. Minera Los Pelambres

 

874

 

4.1

 

926

 

4.1

 

1,113

 

5.1

 

Cía. Minera Collahuasi (4)

 

1,043

 

4.8

 

1,099

 

4.9

 

1,114

 

5.1

 

Cía. Minera Escondida

 

645

 

3.0

 

692

 

3.1

 

638

 

2.9

 

Cía. Acero del Pacífico — Huachipato

 

568

 

2.6

 

500

 

2.2

 

386

 

1.8

 

Total sales to six largest unregulated customers

 

4,586

 

21.3

 

4,667

 

20.9

 

4,569

 

20.9

 

 

36



Table of Contents

 


(1)          During 2008 and 2009 we did not have a contract with Saesa.  Sales during those years were the result of government resolution 88 that forces generators of the CDEC-SIC system to supply energy to distribution companies without contracts.

(2)          Until December 2007, Empresa Eléctrica de la Frontera S.A. (Frontel) was a party to two contracts; one was with Endesa Chile and one with Pangue.  In 2008, the contract with Endesa Chile terminated.  The consumption by Frontel as the result of resolution 88 is not included in this table.  Frontel is a subsidiary of Saesa.

(3)          The values of the Emel Group for years 2008, 2009 and 2010 includes the 50% of the consumption of the distributors Empresa Eléctrica de Arica, Emelari, Empresa Eléctrica de Iquique S.A., Eliqsa, and Empresa Eléctrica de Antofagasta,  Elecda, clients of GasAtacama, and the consumption of the Empresa Eléctrica de Atacama S.A, Emelat, a client of Celta.  The consumptions as the result of the government resolution mentioned before are not included in this table.  Emel group is a subsidiary of the CGE group.

(4)          Consumptions of Cía Minera Collahuasi include the 50% of the contract of GasAtacama with this client and the contracts with Celta.

(5)          In 2008, we agreed on a reduction of energy consumption with some customers, including CMPC and Codelco — Salvador.

 

We compete in the SIC primarily with two generation companies, Gener and Colbún S.A. (Colbún).  According to the CDEC-SIC in 2010, Gener and its subsidiaries in the SIC had an installed capacity of 2,339 MW, of which 88.2% was thermoelectric, and Colbún with 2,491 MW, of which 51.7% was thermoelectric.  In addition to these two large competitors, there are a number of smaller entities with an aggregate installed capacity of 2,287 MW that generate electricity in the SIC.

 

Our primary competitors in the SING are E-CL (GDF Suez Group) and Gener, which have 1,798 MW and 931 MW of installed capacity, respectively.  Our direct participation in the SING includes our 182 MW Tarapacá thermal plant, owned by our subsidiary Celta, and our participation through our jointly controlled company, GasAtacama, whose power plant has 781 MW of installed capacity.  An installed capacity of 390 MW is included in this report as installed capacity of Endesa Chile, an amount that corresponds to Endesa Chile’ 50% ownership of GasAtacama.  See “— C. Organizational Structure” for details on related companies.

 

Electricity generation companies compete largely on the basis of price, technical experience and reliability.  In addition, because 61.7% of our installed capacity in the SIC derives from hydroelectric power plants, we have lower marginal production costs than companies generating electricity with thermal plants.  During periods of extended droughts, however, we may be forced to buy more expensive electricity from thermoelectric generators at spot prices in order to satisfy our contractual obligations.

 

Through our subsidiary Endesa Chile, we are the principal operators in the SIC, with 41.5% of the total installed capacity and 46.2% of the physical energy sales of this system in 2010.

 

In the SING, our subsidiary Celta, and our jointly controlled company GasAtacama, account for 15.5% of the total installed capacity in 2010.  Celta, our subsidiary, has a two-turbine 182 MW thermal power plant connected to the SING which represents 4.9% of the total capacity of the SING.  For Endesa Chile, GasAtacama represents a total of 390 MW or 10.6% of the total capacity in the SING. For further information regarding to our generation capacity in Chile as of December 31, 2010, please see “— D. Property, Plants and Equipment”.

 

Operations in Argentina

 

We participate in electricity generation in Argentina through our subsidiaries Endesa Costanera and El Chocón, with a total of five power plants.  El Chocón owns two hydroelectric power plants, with a total installed capacity of 1,328 MW, and Endesa Costanera owns three thermal plants, with a total installed capacity of 2,324 MW.  Our hydro and thermal generation plants in Argentina represented 13.0% of the Sistema Interconectado Nacional (the Argentine NIS) installed capacity in 2010.

 

Our Argentine subsidiaries participate in two new companies, Manuel Belgrano and San Martín.  These companies were formed to undertake the construction of two new generation facilities for FONINVEMEM (Fondo Para Inversiones Necesarias que Permitan Incrementar La Oferta de Energía Eléctrica en el Mercado Eléctrico Mayorista).  These power plants started operations using gas turbines in 2008, with 1,125 MW of aggregate capacity, and as combined cycles as of March 2010, with an additional 572 MW.  The total aggregate capacity of these units is 1,697 MW (848 MW for Manuel Belgrano and 849 MW for San Martín).

 

37



Table of Contents

 

Since 2002, government intervention and energy industry authority actions, including limiting the spot price of electricity by considering the variable cost of generating electricity with natural gas and without considering the hydrological conditions of rivers and reservoirs or the use of more expensive fuels, have led to the lack of investment in the electric power sector.  (See “ Item 4—Electricity Industry Regulatory Framework” and “ Item — 4 A. History and Development of the Company” for further detail).

 

As of December 31, 2010, Endesa Costanera’s installed capacity accounted for 8.3% of the total installed capacity in the Argentine NIS.  Endesa Costanera’s second combined-cycle plant can operate with either natural gas or diesel.  Our 1,138 MW steam turbine power plant can operate with either natural gas or fuel oil.

 

El Chocón accounted for 4.7% of the installed capacity in the Argentine NIS as of December 31, 2010.  El Chocón has a 30-year concession, ending in 2023, for two hydroelectric generation facilities with an aggregate of 1,328 MW of installed capacity.  The larger of the two facilities for which El Chocón has a concession of 1,200 MW in installed capacity is the primary flood control installation on the Limay River.  The facility’s large reservoir, Ezequiel Ramos Mejía, enables El Chocón to be one of the Argentine NIS major peak suppliers.  Variations in El Chocón’s water discharge are moderated by El Chocón’s Arroyito facility, a downstream dam with 128 MW of installed capacity.  In November 2008, we finished construction work on the Arroyito dam, and increased the elevation of the reservoir water level, that allows releasing water at an additional 1,150 m³/sec, for a total of 3,750 m³/sec.  The additional energy (69 GWh/year) was sold on the spot market until April 2009 and under “Energy Plus” program thereafter.  Energy Plus program is the offer of new electricity capacity to supply the electricity demand growth, on top of the demand level for electricity in 2005.  (For details on Energy Plus, see “Item 4—Electricity Industry Regulatory Framework”).

 

The following table sets forth the installed capacity of our Argentine subsidiaries:

 

INSTALLED CAPACITY PER SUBSIDIARY IN ARGENTINA (MW)

 

 

 

As of December 31,

 

 

 

2008

 

2009

 

2010

 

Endesa Costanera

 

 

 

 

 

 

 

Endesa Costanera (steam turbines)

 

1,138

 

1,138

 

1,138

 

Endesa Costanera (combined cycle II)

 

859

 

859

 

859

 

Central Termoeléctrica Buenos Aires (combined cycle I)

 

327

 

327

 

327

 

El Chocón

 

 

 

 

 

 

 

El Chócon (reservoir)

 

1,200

 

1,200

 

1,200

 

Arroyito (pass-through)

 

128

 

128

 

128

 

Total

 

3,652

 

3,652

 

3,652

 

 

Our total generation in Argentina reached 10,940 GWh in 2010, 8.5% lower than our 11,955 GWh total electricity generation in 2009.  Our generation market share was approximately 9.5% of total electricity production in Argentina during 2010.

 

The following table sets forth the electricity generation of our Argentine subsidiaries:

 

ELECTRICITY GENERATION PER SUBSIDIARY IN ARGENTINA (GWh)

 

 

 

Year Ended December 31,

 

 

 

2008

 

2009

 

2010

 

Endesa Costanera

 

8,540

 

8,172

 

7,965

 

El Chocón

 

1,940

 

3,783

 

2,975

 

Total

 

10,480

 

11,955

 

10,940

 

 

Hydroelectric generation in Argentina accounted for nearly 27.2% of total generation in 2010, four percentage points lower than in 2009.  This was due to the restrictions of the operation of El Chocón that were imposed by CAMMESA and the low level of the reservoir during 2010 that resulted from the drought conditions during the second half of 2010 in the Limay River and in the Collón Curá River, the main tributaries of El Chocón.  The monthly flow of the rivers during 2010 and the monthly average is shown in the following table:

 

38



Table of Contents

 

 

 

 

 

Jan

 

Feb

 

Mar

 

Apr

 

May

 

Jun

 

Jul

 

Aug

 

Sep

 

Oct

 

Nov

 

Dec

 

 

 

2010

 

307

 

216

 

157

 

119

 

112

 

134

 

251

 

204

 

245

 

246

 

308

 

282

 

Limay m3/s

 

Average

 

250

 

178

 

125

 

113

 

167

 

292

 

357

 

366

 

345

 

342

 

358

 

329

 

 

 

%

 

123

%

121

%

126

%

105

%

67

%

46

%

70

%

56

%

71

%

72

%

86

%

86

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2010

 

246

 

122

 

79

 

72

 

90

 

224

 

427

 

282

 

420

 

549

 

589

 

381

 

Collón Curá m3/s

 

Average

 

218

 

123

 

89

 

105

 

268

 

575

 

645

 

587

 

568

 

633

 

644

 

452

 

 

 

%

 

113

%

99

%

89

%

69

%

34

%

39

%

66

%

48

%

74

%

87

%

91

%

84

%

 

The volumes and percentages of hydroelectric and thermal generation are shown in the following table:

 

HYDRO/THERMAL GENERATION IN ARGENTINA (GWh) (1)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Hydroelectric generation

 

1,940

 

18.5

 

3,783

 

31.6

 

2,975

 

27.2

 

Thermal generation

 

8,540

 

81.5

 

8,172

 

68.4

 

7,965

 

72.8

 

Total generation

 

10,480

 

100.0

 

11,955

 

100.0

 

10,940

 

100.0

 

 


(1)          Generation minus our own power plant consumption and technical losses.

 

The amount of energy generated and purchased in the last three years is shown in the following table:

 

PHYSICAL GENERATION AND PURCHASES IN ARGENTINA (GWh)

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Electricity generation

 

10,480

 

93.8

 

11,955

 

95.8

 

10,940

 

95.5

 

Electricity purchases

 

694

 

6.2

 

528

 

4.2

 

517

 

4.5

 

Total (1)

 

11,174

 

100.0

 

12,483

 

100.0

 

11,457

 

100.0

 

 


(1)          Energy generation plus energy purchases differ from electricity sales due to own power plant consumption of electricity.

 

The distribution of physical sales in Argentina, in terms of customer segment, is shown in the following table:

 

PHYSICAL SALES PER CUSTOMER SEGMENT IN ARGENTINA (GWh)

 

 

 

Year Ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

% of
Sales
Volume

 

(GWh)

 

% of Sales
Volume

 

(GWh)

 

% of Sales
Volume

 

Contracted sales

 

2,397

 

21.6

 

2,128

 

17.2

 

2,142

 

18.8

 

Non-contracted sales

 

8,701

 

78.4

 

10,278

 

82.8

 

9,236

 

81.2

 

Total electricity sales

 

11,098

 

100.0

 

12,405

 

100.0

 

11,378

 

100.0

 

 

PHYSICAL SALES PER SUBSIDIARY IN ARGENTINA (GWh)

 

 

 

Year Ended December 31,

 

 

 

2008

 

2009

 

2010

 

Endesa Costanera

 

8,543

 

8,284

 

8,018

 

El Chocón

 

2,554

 

4,122

 

3,361

 

Total

 

11,098

 

12,405

 

11,378

 

 

39



Table of Contents

 

During 2010, Endesa Costanera served an average of 37 unregulated customers.  Endesa Costanera has no contract with distribution companies.  Given the regulatory measures adopted since 2003, the current Argentine electricity industry price scenario makes sales to distribution companies less attractive than sales to the wholesale market.

 

The following table sets forth Endesa Costanera’s sales to its largest unregulated customers for each of the periods indicated:

 

ENDESA COSTANERA’S MAIN CUSTOMERS (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

YPF

 

233

 

22.5

 

122

 

15.8

 

188

 

25.7

 

Acindar

 

88

 

8.5

 

29

 

3.7

 

 

 

0.0

 

Solvay (1)

 

130

 

12.5

 

96

 

12.4

 

 

 

0.0

 

Transclor

 

63

 

6.1

 

58

 

7.5

 

60

 

8.2

 

Peugeot

 

63

 

6.1

 

48

 

6.2

 

59

 

8.0

 

Cencosud

 

59

 

5.7

 

71

 

9.2

 

70

 

9.6

 

Rasic Hnos.

 

 

 

 

 

40

 

5.5

 

39

 

5.3

 

Total sales to our largest unregulated customers

 

635

 

61.5

 

464

 

60.3

 

416

 

56.9

 

 


(1)          Since September 2009 the contract with Solvay started to decline, because Solvay started to supply themselves with a cogeneration plant.

 

Sales to the pool market decreased from 7,511 GWh in 2009 to 7,286 GWh in 2010; this reduction is mainly explained by the reduction in thermal generation, due to maintenance of the Central Termoeléctrica Buenos Aires unit during the first quarter of 2010.

 

During 2008 and 2009, Endesa Costanera, through its subsidiary Endesa Cemsa S.A. (Cemsa), negotiated with a number of gas producers, which allowed Endesa Costanera to diversify and improve the availability of gas for supply to Endesa Costanera’s units, including the ability to trade gas with other generators.

 

In October 2010, Endesa Costanera started energy exports of power to the company Usinas y Transmisiones Eléctricas (Uruguay) with gas imported from Bolivia.

 

During 2009, El Chocón served an average of 21 unregulated customers.  El Chocón has no contract with distribution companies.

 

The following table sets forth sales by volume to the largest unregulated customers of El Chocón for each of the periods indicated:

 

40



Table of Contents

 

EL CHOCON’S MAIN CUSTOMERS (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sale

 

Minera Alumbrera

 

571

 

41.9

 

542

 

40.0

 

505

 

35.8

 

Profertil (Cemsa) (1)

 

94

 

6.9

 

115

 

8.5

 

112

 

7.9

 

Massuh

 

85

 

6.2

 

 

 

 

 

Chevron

 

136

 

10.0

 

120

 

8.8

 

91

 

6.4

 

Acindar (Cemsa) (1)

 

88

 

6.4

 

75

 

5.5

 

80

 

5.7

 

Praxair

 

89

 

6.5

 

80

 

5.9

 

87

 

6.2

 

Air Liquide

 

30

 

2.2

 

122

 

9.0

 

131

 

9.3

 

Total sales to our largest unregulated customers

 

1,093

 

80.1

 

1,055

 

77.8

 

1,006

 

71.3

 

 


(1)          Profertil and Acindar do not have contracts with El Chocón, but are served through Cemsa, Endesa Chile’s affiliate.

 

El Chocón does not have the right to terminate the operating agreement, unless we fail to perform our obligations under the agreement.  Under the terms of the operating agreement, we are entitled to a fee payable in dollars based on El Chocón’s annual gross revenues, payable in monthly installments. The management fee for 2008, 2009 and 2010 was $ 2.2 million, $ 2.4 million and $ 2.3 million, respectively.

 

Electricity demand in the Argentine NIS increased 5.9% during 2010. Total electricity demand was 105,938 GWh in 2008, 104,592 GWh in 2009 and 110,767 GWh in 2010.  Our Argentine subsidiaries compete with all the major power plants connected to the Argentine NIS.  According to the installed capacity reported by CAMMESA in the monthly report for December 2010, our major competitors in Argentina are the state-controlled company Enarsa (with an installed capacity of 640 MW), nuclear units -NASA- (1,005 MW) and the binational hydroelectric units Yacyreta and Salto Grande (3,225 MW in total).  The main private competitors are: AES Group, Sociedad Argentina de Energía S.A. (Sadesa), and Pampa Energía.  The AES Group has nine power plants connected to the Argentine NIS with a total capacity of 2,810 MW (43% of which is hydro) and one plant that is not connected to the Argentine NIS that delivers energy to the Chilean SING, Termo Andes, with a total capacity of 411 MW.  On the other hand, Sadesa owns a total of approximately 3,860 MW, the most important of which are Piedra del Aguila (hydro, 1,400 MW) and Central Puerto (thermal, 1,777 MW), while Pampa Energía competes with us with five power plants, Diamante and Nihuiles (both hydro, 612 MW in total), and Güemes, Loma de la Lata and Piedra Buena (thermal, 1,356 MW in total).

 

Generation in Brazil

 

Endesa Brasil consolidates operations of generation companies Endesa Fortaleza and Cachoeira Dourada; CIEN, which transmits electricity from two transmission lines between Argentina and Brazil; CTM and TESA, subsidiaries of CIEN, which are owners of the Argentine side of the lines; a distribution company, Ampla, which is the second largest electricity distribution company in the State of Rio de Janeiro; and Coelce, which is the sole electricity distributor in the State of Ceará.

 

As of December 2010, we had a total installed capacity of 987 MW in Brazil.  Of this amount, 665 MW corresponds to Cachoeira Dourada and 322 MW to Endesa Fortaleza.

 

41



Table of Contents

 

The following table sets forth information relating to Enersis’ installed capacity in Brazil:

 

INSTALLED CAPACITY IN BRAZIL (MW) (1)

 

 

 

(MW)

 

 

 

2008

 

2009

 

2010

 

Cachoeira Dourada (hydro)

 

665

 

665

 

665

 

Endesa Fortaleza (thermal)

 

322

 

322

 

322

 

Total

 

987

 

987

 

987

 

 


(1)      Total installed capacity is defined as the maximum MW capacity of generation units under specific technical conditions and characteristics.

 

The following table sets forth the physical energy production of Cachoeira Dourada and Endesa Fortaleza:

 

OUR PHYSICAL PRODUCTION IN BRAZIL (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Cachoeira Dourada

 

3,308

 

97.9

 

2,820

 

85.0

 

3,430

 

67.3

 

Endesa Fortaleza

 

71

 

2.1

 

499

 

15.0

 

1,665

 

32.7

 

Total

 

3,379

 

100.0

 

3,319

 

100.0

 

5,095

 

100.0

 

 

Cachoeira Dourada is a hydroelectric company with an installed capacity of 665 MW located in the south of Brazil.  It has long-term contracts with 34 distribution companies due to the bids realized for regulated consumers by the Contrato de Comercialización de Energía en Ambiente Regulado (CCEAR).  The contract sales with regulated clients were for 1,170 GWh.  Additionally, Cachoeira has medium term contracts with 30 unregulated clients with an average duration of three years and short term contracts that during 2010 varied between 4 and 19 clients.  Cachoeira’s sales to unregulated clients were 2,270 GWh.

 

The following table sets forth the levels of electricity production and purchases for our Brazilian subsidiaries for the past three years:

 

PHYSICAL PRODUCTION AND PURCHASES IN BRAZIL (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Electricity production

 

3,379

 

47.7

 

3,319

 

47.0

 

5,095

 

74.5

 

Electricity purchases

 

3,711

 

52.3

 

3,742

 

53.0

 

1,746

 

25.5

 

Total (1)

 

7,090

 

100.0

 

7,061

 

100.0

 

6,841

 

100.0

 

 


(1)      Electricity generation plus electricity purchases differ from electricity sales due to transmission losses, as power plant consumption and technical losses have already been deducted.

 

The following table sets forth certain statistical information regarding Cachoeira Dourada’s electricity sales:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

% of
Sales
Volume

 

(GWh)

 

% of
Sales
Volume

 

(GWh)

 

% of
Sales
Volume

 

Contracted sales

 

3,947

 

89.8

 

3,411

 

88.3

 

3,440

 

89.8

 

Non-contracted sales

 

450

 

10.2

 

451

 

11.7

 

392

 

10.2

 

Total electricity sales

 

4,397

 

100.0

 

3,862

 

100.0

 

3,833

 

100.0

 

 

42



Table of Contents

 

Endesa Fortaleza is wholly-owned by Endesa Brasil. Enersis holds a 54.4% controlling interest in Endesa Brasil. Endesa Fortaleza owns a combined cycle plant which uses natural gas.  The plant is located 50 kilometers from the capital of the Brazilian state of Ceará, and it began commercial operations in 2003.

 

Since January 2010 Endesa Fortaleza has had availability of natural gas from the Pecem regasification terminal. During the second half of 2010, the power plant consumed an average of 45 million m³/d of natural gas.

 

The following table sets forth certain statistical information regarding Endesa Fortaleza’s electricity sales:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

Electricity sales (GWh)

 

2,690

 

3,007

 

2,957

 

 

Endesa Fortaleza’s market share is 0.3% of the total installed capacity of the Brazilian system and 1.1% of the thermoelectric generators.

 

The following table sets forth certain statistical information regarding Endesa Fortaleza’s electricity sales:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

% of
Sales
Volume

 

(GWh)

 

% of
Sales

Volume

 

(GWh)

 

% of
Sales
Volume

 

Contracted sales

 

2,690

 

100.0

 

2,918

 

97.1

 

2,690

 

91.0

 

Non-contracted sales

 

0

 

0.0

 

88

 

2.9

 

267

 

9.0

 

Total electricity sales

 

2,690

 

100.0

 

3,007

 

100.0

 

2,957

 

100.0

 

 

Operations in Colombia

 

Until August 2007, we controlled two electricity generation companies in Colombia, Betania and Emgesa.  These companies were merged into Betania, which then changed its name to Emgesa S.A. E.S.P., or Emgesa.  We have a 16.1% stake in Emgesa as of December 31, 2010, which we control and consolidate pursuant to a shareholders’ agreement with a subsidiary of Endesa Spain.

 

As of December 31, 2010, our Colombian subsidiary operated 12 generation facilities in Colombia, with a total installed capacity of 2,914 MW.  Emgesa has 2,471 MW in hydroelectric plants and 444 MW in thermoelectric plants.  In May 2010, the 19.5 MW mini hydro unit San Antonio started operations.

 

Our hydroelectric and thermal generation plants in Colombia represent 21.8% of the country’s total electricity generation capacity as of December 2010.

 

The following table sets forth the installed generation capacity of our Colombian subsidiaries for the last three years:

 

43



Table of Contents

 

INSTALLED CAPACITY IN COLOMBIA (MW)(1)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(MW)

 

Emgesa

 

 

 

 

 

 

 

Guavio (reservoir)

 

1,213

 

1,213

 

1,213

 

Cadena Nueva (reservoir/pass-through) (2)

 

601

 

601

 

601

 

Betania (reservoir)

 

541

 

541

 

541

 

Termozipa (steam turbine/coal)

 

236

 

236

 

236

 

Cartagena (steam turbine/natural gas + diesel oil)

 

208

 

208

 

208

 

Minor Plants (pass-through) (3)

 

96

 

96

 

116

 

Total

 

2,895

 

2,895

 

2,914

 

 


(1)          The figure includes the capacity used for power plant consumption.

(2)          Includes two power plants named La Guaca and Paraiso.

(3)          As of December 31, 2010 Emgesa owned and operated six minor plants: Charquito, El Limonar, La Tinta, Tequendama, La Junca and San Antonio, which started operations in May 2010.

 

Approximately 85% of our installed capacity in Colombia is hydroelectric.  As a result, our physical generation depends on the reservoir levels and rainfalls.  Our generation market share in Colombia was 23.7% in 2008, 22.6% in 2009 and 19.8% in 2010.  In addition to hydrological conditions, the amount of generation depends on our commercial strategy.  Companies are free to offer their electricity at prices driven by market conditions and are dispatched by a centralized operating entity to generate according to the prices offered, as opposed to being dispatched according to the operating costs, as in other countries in which we operate.

 

During 2010, thermal generation represented 9.1% of total generation and hydroelectric generation represented the remaining 90.9% of our generation in Colombia.  During the second half of 2009 and the first quarter of 2010, there were very dry hydrological conditions in the Colombian system due to the “El Niño” phenomenon, which caused less hydroelectric generation in the region, contrary to Chilean and Peruvian regions.  For Emgesa’s hydro units in the Guavio River and Magdalena River (Betania unit), the flow remained critically low until October 2010.  The average annual percentage of historical average flow for 2010 was 76% and 82% for the Guavio and Magdalena Rivers, respectively, as shown in the following table:

 

 

 

 

 

Jan

 

Feb

 

Mar

 

Apr

 

May

 

Jun

 

Jul

 

Aug

 

Sep

 

Oct

 

Nov

 

Dec

 

Total

 

 

 

2010

 

62

 

81

 

184

 

429

 

647

 

730

 

793

 

469

 

311

 

288

 

435

 

267

 

4,696

 

Guavio River GWh

 

Average

 

134

 

131

 

219

 

466

 

771

 

979

 

1056

 

799

 

533

 

470

 

372

 

228

 

6,158

 

 

 

%

 

73

%

57

%

44

%

46

%

62

%

84

%

75

%

59

%

58

%

61

%

117

%

117

%

76

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2010

 

57

 

67

 

87

 

208

 

223

 

213

 

249

 

149

 

105

 

119

 

248

 

201

 

1,927

 

Magdalena River GWh

 

Average

 

132

 

125

 

162

 

204

 

235

 

261

 

286

 

221

 

157

 

176

 

198

 

178

 

2,337

 

 

 

%

 

43

%

53

%

54

%

102

%

95

%

82

%

87

%

67

%

67

%

68

%

126

%

113

%

82

%

 

Emgesa reduced its hydro generation by 1,447 GWh as compared with the 2009 generation and by 2,150 GWh when compared to the 2008 figure.  Part of this decrease was replaced by thermal generation (57 GWh more than 2009, and 528 GWh more than 2008), as shown in the following table:

 

44



Table of Contents

 

HYDRO/THERMAL GENERATION IN COLOMBIA (GWh) (1)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Hydroelectric generation

 

12,403

 

96.1

 

11,700

 

92.3

 

10,253

 

90.9

 

Thermal generation

 

503

 

3.9

 

974

 

7.7

 

1,030

 

9.1

 

Total generation

 

12,905

 

100.0

 

12,674

 

100.0

 

11,283

 

100.0

 

 


(1) Generation minus power plant own consumption and technical losses.

 

During 2010, the Cartagena and Termozipa power plants have been operated intensively with natural gas and coal, respectively, as a result of the “El Niño” phenomenon.

 

The following table sets forth the levels of electricity production and purchases for our Colombian subsidiaries for the past three years:

 

PHYSICAL PRODUCTION AND PURCHASES IN COLOMBIA (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Electricity production

 

12,905

 

78.1

 

12,674

 

74.7

 

11,283

 

75.4

 

Electricity purchases

 

3,611

 

21.9

 

4,284

 

25.3

 

3,678

 

24.6

 

Total (1)

 

16,517

 

100.0

 

16,958

 

100.0

 

14,961

 

100.0

 

 


(1)          Electricity generation plus electricity purchases differ from electricity sales due to transmission losses, as power plant consumption and technical losses have already been deducted.

 

The only interconnected electricity system in Colombia is the Sistema Interconectado Nacional the “Colombian NIS.”  Electricity demand in the Colombian NIS increased 2.6% during 2010.  Total electricity consumption was: 53,870 GWh in 2008, 54,679 GWh in 2009 and 56,099 GWh in 2010.

 

The demand in Colombia’s electricity market has been affected by the agreement on International Transactions of Energy governing the interconnection with Ecuador’s electricity system, which began operations in 2003.  During 2010, physical sales to Ecuador were 798 GWh, 279 GWh lower than the 1,077 GWh sold in 2009, due to the drought conditions in Colombia that forced the authorities to limit exports temporarily.  Energy imports from Ecuador to Colombia were 10 GWh in 2010 and 16 GWh in 2009.

 

The distribution of our physical sales in Colombia, in terms of customer segment, is shown in the following table:

 

PHYSICAL SALES PER CUSTOMER SEGMENT IN COLOMBIA (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of Sales
Volume

 

Contracted sales

 

11,169

 

68.2

 

11,960

 

71.2

 

10,946

 

73.9

 

Non-contracted sales

 

5,199

 

31.8

 

4,847

 

28.8

 

3,871

 

26.1

 

Total electricity sales

 

16,368

 

100.0

 

16,806

 

100.0

 

14,817

 

100.0

 

 

During 2010, Emgesa served an average of 739 contracts with unregulated customers and 11 distribution and trading companies.  Our sales to the distribution company Codensa, an affiliated company because of control at the Enersis level, accounted for 39.2% of our total contracted sales in 2010.  Physical sales to the five largest unregulated customers altogether reached 5.6% of total contracted sales.

 

45



Table of Contents

 

The following table sets forth our sales by volume to our six largest distribution customers in Colombia for the last three years:

 

MAIN DISTRIBUTION AND TRADING CUSTOMERS IN COLOMBIA (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Codensa (1)

 

3,784

 

33.9

 

4,697

 

39.3

 

4,296

 

39.2

 

Enertolima

 

150

 

1.3

 

471

 

3.9

 

501

 

4.6

 

Electrocosta

 

79

 

0.7

 

517

 

4.3

 

555

 

5.1

 

Electricaribe

 

1,194

 

10.7

 

954

 

8.0

 

352

 

3.2

 

EPM

 

1,455

 

13.0

 

720

 

6.0

 

1,716

 

15.7

 

Meta

 

624

 

5.6

 

163

 

1.4

 

175

 

1.6

 

Total sales to our largest distribution customers

 

7,286

 

65.2

 

7,523

 

62.9

 

7,595

 

69.4

 

 


(1)  A subsidiary of Enersis.

 

Our most important competitors in Colombia include the following state-owned companies: Empresas Públicas de Medellín (with an installed capacity of 2,600 MW), Isagen (with an installed capacity of 2,106 MW), and Gecelca (with an installed capacity of 1,201 MW).  We also compete with the following private sector companies in Colombia: Chivor (1,000 MW), which is owned by Gener (100% owned as of December 2010); Colinversiones, with an installed capacity of 1,459 MW, which includes Termoflores with an installed capacity of 160 MW (281 MW less than the installed capacity registered in 2009, due to temporary retirement of the Flores 2 and 3 units for the conversion to combined cycle; the incorporation of the new Flores IV unit is expected during the first quarter of 2011); Merieléctrica, with an installed capacity of 169 MW; and Epsa, with an installed capacity of 1,111 MW.

 

Operations in Peru

 

Through our subsidiary Edegel, we operate a total of nine generation facilities in Peru, with a total installed capacity of 1,668 MW, as of December 2010.  Edegel owns seven hydroelectric power plants, with a total installed capacity of 746 MW, two of which are located 280 kilometers from Lima and five of which are located approximately 50 kilometers from Lima.  The company has two thermal plants, which represent the remaining 922 MW of total installed capacity.  Our hydroelectric and thermal generation plants in Peru represent 25.8% of the country’s total electricity generation capacity according to the information reported in December 2010 by the Organismo Supervisor de la Inversión en Energía y Minería, Supervisory Entity of the Investment on Energy and Mining (Osinergmin).

 

46



Table of Contents

 

The following chart sets forth the installed capacity of Edegel:

 

INSTALLED CAPACITY IN PERU (MW)

 

 

 

Year Ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

 

 

 

 

 

 

Edegel S.A.

 

 

 

 

 

 

 

Huinco (hydroelectric)

 

247

 

247

 

247

 

Matucana (hydroelectric)

 

129

 

129

 

129

 

Callahuanca (hydroelectric)

 

80

 

80

 

80

 

Moyopampa (hydroelectric) (1)

 

65

 

65

 

66

 

Huampani (hydroelectric)

 

30

 

30

 

30

 

Yanango (hydroelectric)

 

43

 

43

 

43

 

Chimay (hydroelectric)

 

151

 

151

 

151

 

Santa Rosa (thermal) (2) (3)

 

229

 

430

 

429

 

Ventanilla (thermal)

 

493

 

493

 

493

 

Total

 

1,467

 

1,667

 

1,668

 

 


(1)      During 2010, Moyopampa’s installed capacity increased by 1 MW, due to the result of a capacity test held during this period.

(2)      During 2009, Santa Rosa increased its installed capacity due to the incorporation of Unit TG8, which started operations in September 2009 with 193 MW and with an additional 7 MW since November 2009 (200 MW in total).

(3)          During 2010, Santa Rosa’s installed capacity decreased by 1 MW, due to the result of a capacity test held during this period.

 

Our generation market share was 26.1% of total electricity production in Peru in 2010.

 

HYDRO/THERMAL GENERATION IN PERU (GWh)(1)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Hydroelectric generation

 

4,189

 

51.7

 

4,564

 

55.9

 

4,405

 

52.0

 

Thermal generation

 

3,913

 

48.3

 

3,599

 

44.1

 

4,061

 

48.0

 

Total generation

 

8,102

 

100.0

 

8,163

 

100.0

 

8,466

 

100.0

 

 


(1)            Generation minus power plant own consumption and technical losses.

 

Hydrological generation represented 52.0% of Edegel’s total production in 2010.  Hydro generation decreased by 159 GWh, or 3.5%, compared with 2009 generation, due to the rainy conditions prevailing during 2009.  For Edegel, the flow of the rivers during 2009 in the Rimac basin was one of the highest since 1965.  This 2010 reduction was offset by an increase of 463 GWh of thermal generation in 2010, explained by the incorporation of Santa Rosa’s Unit TG8.

 

The flow of the Rimac River for the years 2009 and 2010, compared with the historical average, is shown in the following table:

 

 

 

 

 

Jan

 

Feb

 

Mar

 

Apr

 

May

 

Jun

 

Jul

 

Aug

 

Sep

 

Oct

 

Nov

 

Dec

 

Average

 

 

 

2009

 

42

 

78

 

70

 

52

 

26

 

17

 

14

 

12

 

12

 

17

 

37

 

55

 

36

 

Rimac River m³/s

 

Average

 

42

 

57

 

60

 

40

 

21

 

15

 

12

 

10

 

11

 

13

 

17

 

27

 

27

 

 

 

%

 

102

%

136

%

117

%

129

%

121

%

114

%

118

%

111

%

106

%

128

%

220

%

208

%

133

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2010

 

65

 

55

 

62

 

43

 

23

 

17

 

14

 

13

 

11

 

12

 

13

 

44

 

31

 

Rimac River m³/s

 

Average

 

42

 

57

 

60

 

40

 

21

 

15

 

12

 

10

 

11

 

13

 

17

 

27

 

27

 

 

 

%

 

157

%

95

%

104

%

107

%

107

%

114

%

120

%

126

%

105

%

93

%

78

%

165

%

115

%

 

47



Table of Contents

 

The portion of electricity supplied by Edegel’s own generation was 96.5% of total physical sales, requiring only a small amount of purchases to satisfy contractual obligations to customers.

 

Edegel has gas supply, transportation and distribution contracts for its Ventanilla and Santa Rosa facilities.  During 2007, the gas pipeline Camisea-Lima, owned by TGP, reached its full capacity.  However, in May 2008, TGP started implementing restrictions on the gas transfer through the pipeline.  In order to guarantee the transportation capacity for its natural gas demand, Edegel modified its agreements during 2007 and 2008, shifting from interruptible to firm mode, with a capacity of 1.5 million m³/d (from August 2008 to July 2009) and 2.7 million m³/d (from August 2009 to July 2019).  Thus, Edegel expects it will have enough capacity for the combined cycle Ventanilla plant and part of Santa Rosa.  In addition, in 2009 Edegel extended the contract for transportation and distribution from August 2019 to 2025 at a level of 2.1 million m³/d.

 

In August 2010, TGP awarded 0.5 million m³/d in firm transport capacity to Edegel from August 2010 until the end of 2019, in the TGP 14th open season.

 

In August 2010, the authority published a regulation that enables the secondary market for transport and supply of natural gas.

 

PHYSICAL GENERATION AND PURCHASES IN PERU (GWh) (1)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

(GWh)

 

%

 

(GWh)

 

%

 

(GWh)

 

%

 

Electricity generation

 

8,102

 

93.9

 

8,163

 

96.0

 

8,466

 

96.5

 

Electricity purchases

 

525

 

6.1

 

337

 

4.0

 

305

 

3.5

 

Total(1)

 

8,627

 

100.0

 

8,499

 

100.0

 

8,771

 

100.0

 

 


(1)          Electricity generation plus electricity purchases differ from electricity sales due to transmission losses, as power plant consumption and technical losses have already been deducted.

 

Sistema Eléctrico Interconectado Nacional, or the SINAC, is the only interconnected system in Peru.  Electricity sales in the SINAC increased 8.5% during 2010 compared to 2009, reaching total annual sales of 29,553 GWh.

 

The distribution of Edegel’s physical sales, in terms of customer segment, is shown in the following table:

 

PHYSICAL SALES PER CUSTOMER SEGMENT IN PERU (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Sales
(GWh)

 

% of
Sales
Volume

 

Contracted sales (1)

 

8,225

 

97.2

 

7,565

 

90.9

 

7,550

 

87.8

 

Non-contracted sales

 

235

 

2.8

 

755

 

9.1

 

1,049

 

12.2

 

Total electricity sales

 

8,461

 

100.0

 

8,321

 

100.0

 

8,598

 

100.0

 

 


(1) Includes sales to distributors without contracts.

 

Edegel’s physical sales in 2010 increased 3.3% compared with 2009.  Sales in the spot market increased 38.8% due to the increase in generation and contracted sales remained similar to the values evidenced for 2009.  During 2010, Edegel had nine regulated customers.  Edegel has had contracts since 1997 with Luz del Sur and Edelnor, an affiliated company because of control at the Enersis level.  Edegel also won the bids launched by other distributors during 2006 and 2007.  The company has ten unregulated customers.  Sales to unregulated customers represented 27.3% of Edegel’s total contracted sales in 2010, compared to 46.3% in 2009, due to the expiration of the contract with Electroperú in September 2009.

 

During 2010, there were six long-term bids for the supply of various distributors in Peru. Those contracts will be dispatched as of 2013 and 2014 with a duration between 8 and12 years. The energy required varies by year: 36 TWh for 2013, 194 TWh between 2014 and 2021, 120 TWh for 2022 and 2023 and 4 TWh for 2024 and 2025.  Edegel allocated 4.9

 

48



Table of Contents

 

TWh between 2014 and 2021, 4.4 TWh for 2022 and 2023, and 3.4 TWh for 2024 and 2025 in the Edelnor process.  Additionally in that bid, Edegel allocated between 250 and 892 GWh between 2011 and 2013 in medium term bids with Luz del Sur, Seal and Edelnor.

 

The following table sets forth our sales by volume to our largest customers in Peru for each of the periods indicated:

 

MAIN CUSTOMERS IN PERU (GWh)

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

2010

 

 

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Contracted
Sales
(GWh)

 

% of
contracted
Sales

 

Distribution companies:

 

 

 

 

 

 

 

 

 

 

 

 

 

Edelnor (Regulated) (1)

 

1,693

 

20.6

 

2,663

 

35.2

 

4,072

 

53.9

 

Luz del Sur (Regulated) (1)

 

1,346

 

16.4

 

949

 

12.5

 

917

 

12.1

 

Hidrandina

 

58

 

0.7

 

60

 

0.8

 

59

 

0.8

 

Electronoroeste

 

49

 

0.6

 

50

 

0.7

 

55

 

0.7

 

Electronorte

 

50

 

0.6

 

54

 

0.7

 

57

 

0.8

 

Electrosur

 

30

 

0.4

 

32

 

0.4

 

33

 

0.4

 

Total sales to our largest distribution companies

 

3,226

 

39.2

 

3,808

 

50.3

 

5,194

 

68.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unregulated customers:

 

 

 

 

 

 

 

 

 

 

 

 

 

ElectroPerú (2)

 

2,775

 

33.7

 

1,821

 

24.1

 

0

 

0.0

 

Antamina

 

644

 

7.8

 

652

 

8.6

 

668

 

8.9

 

Refinería

 

635

 

7.7

 

614

 

8.1

 

974

 

12.9

 

Siderperú

 

334

 

4.1

 

253

 

3.3

 

263

 

3.5

 

Total sales to our largest unregulated companies

 

4,387

 

53.3

 

3,339

 

44.1

 

1,905

 

25.2

 

Total sales to our largest customers

 

7,613

 

92.6

 

7,147

 

94.5

 

7,099

 

94.0

 

 


(1)          The figures for Edelnor and Luz del Sur represent sales under bilateral contracts with Edegel only, and not withdrawals of these companies assigned to Edegel for non contract-related consumption.  For 2008, 2009 and 2010, the energy sold to these distributors includes the amount won by Edegel in the bids realized since 2006. Edelnor is controlled by Enersis.

(2)          Since 2006, ElectroPerú has been a customer of Edegel due to a merger with Etevensa.  The contract with ElectroPerú expired in September 2009.

 

Our most important competitors in Peru are Enersur (GDF-Suez group, with an installed capacity of 1,038 MW); ElectroPerú (state-owned competitor, with an installed capacity of 989 MW); Egenor (Duke Energy Group, with an installed capacity of 650 MW); and Kallpa (Inkia Energy group, with an installed capacity of 566 MW).

 

Electricity Transmission Business Segment

 

CIEN

 

CIEN is wholly-owned by Endesa Brasil, and we hold a 54.3% economic interest in CIEN.  CIEN consolidates CTM and TESA, which operate the Argentine side of the interconnection line with Brazil.  CIEN represented 1.5% of our 2010 operating revenues and 1.6% of our operating income, both before consolidation adjustments.  During 2010, CIEN received toll payments for using transmission lines from Argentina.

 

CIEN allows for the energy integration of Mercosur and the import and export of electricity between Argentina, Uruguay and Brazil.  It has two transmission lines covering a distance of 500 kilometers between Rincón in Argentina and the Santa Catarina substation in Brazil, and a total installed capacity of 2,100 MW.

 

49



Table of Contents

 

Electricity Distribution Business Segment

 

Our electricity distribution business is conducted in Chile through Chilectra, in Argentina through Edesur, in Brazil through Ampla and Coelce, in Colombia through Codensa and EEC, and in Peru through Edelnor.  For the year ended December 31, 2010, our principal distribution subsidiaries and affiliates sold 67,274 GWh of electricity.  For more information on energy sales by our distribution subsidiaries for the past five fiscal years, see “Item 3. Key Information — A. Selected Financial Data.”  Currently, Chilectra is the technical operator of Edesur, Edelnor, Ampla and Coelce.

 

Chilectra

 

Chilectra is one of the largest electricity distribution companies in Chile in terms of number of the regulated clients, distribution assets and energy sales.  Chilectra had consolidated operating income of Ch$ 112 billion for the year ended December 31, 2010. Our interest in Chilectra is 99.1%. Chilectra operates in a concession area of 2,118 square kilometers.

 

Chilectra transmits and distributes electricity in 33 municipalities of the Metropolitan Region.  Its service area is defined primarily as a high density area under the Chilean tariff regulations governing electricity distribution companies and includes all residential, commercial, industrial, governmental and toll customers.  The Metropolitan Region, where the capital city of Santiago is located, is Chile’s most densely populated area and has the highest concentration of industries, industrial parks and office facilities in the country.  As of December 31, 2010, Chilectra served approximately 1.6 million customers.

 

As of December 31, 2010, Chilectra had an economic interest of 9.0% in Endesa Brasil.  Chilectra holds a 35.6% economic interest in Ampla and a 10.8% interest in Coelce through Investluz and Endesa Brasil.  Chilectra also owns a 9.4% interest in Codensa in Colombia, a 15.6% interest in Edelnor in Peru, and 34.0% interest in Edesur.  There are no operator fees associated with Chilectra’s involvement in these companies.

 

Chilectra’s energy losses were 5.8% in 2010, compared to 6.1% in 2009.  Chilectra has implemented proprietary billing and accounts receivable management systems, increased labor productivity and improved information systems.

 

For the fiscal year ended December 31, 2010, residential, commercial, industrial and other customers, who are primarily public and municipal, represented 27%, 27%, 23% and 23%, respectively, of Chilectra’s total energy sales of 13,098 GWh.  For the five-year period ended December 31, 2010, physical energy sales increased at a compounded annual rate of 1.4%. For the year ended December 31, 2010, revenues from electricity sales were Ch$ 901 billion.

 

Total energy purchases reached Ch$ 719 billion, of which Ch$ 306 billion were from Endesa Chile, a related party.

 

Edesur

 

Edesur is the second largest electricity distribution company in Argentina in terms of energy purchases after Edenor, an unrelated company.  Our economic interest in Edesur is 65.4%.  Edesur operates in a concession area of 3,309 square kilometers.  Edesur distributes electricity in the south-central part of the greater Buenos Aires metropolitan area.  Its service area comprises the major business district of Buenos Aires and several residential areas of the southern part of Buenos Aires.  As of December 31, 2010, Edesur distributed electricity to 2.4 million customers.  Residential, commercial, industrial and other customers, primarily public and municipal, represented 41%, 26%, 8% and 25%, respectively, of Edesur’s total energy sales.  It had energy losses of 10.5% in 2010, the same as in 2009.  For the year ended December 31, 2010, revenues from electricity sales amounted to Ch$ 269 billion.  In 2010, Edesur’s physical energy sales amounted to 16,759 GWh, increasing at a compounded annual rate of 3.1% during the 2006-2010 period.

 

Ampla

 

Ampla is the second largest electricity distribution company in the State of Rio de Janeiro, Brazil in terms of the number of clients and annual energy sales.  As of December 31, 2010, we owned a 70.2% economic interest in Ampla.  Ampla is engaged mainly in the distribution of electricity to 66 municipalities of the State of Rio de Janeiro and serves 2.6 million customers in a concession area of 32,615 square kilometers, with an estimated population of 8.0 million.  As of December 31, 2010, residential, commercial, industrial and other customers represented 38%, 19%, 12% and 32%, respectively, of Ampla’s total sales of 9,927 GWh, increasing at a compounded annual rate of 3.4% during the 2006-2010 period.  For the year ended December 31, 2010, revenues from electricity sales amounted to Ch$ 859 billion.  As of December 31, 2010, Ampla’s energy losses were 20.5%, compared to 21.2% in 2009.

 

50



Table of Contents

 

Coelce

 

We hold a 35.3% economic interest in Coelce, the sole electricity distributor in the State of Ceará, in northeastern Brazil, through a 60.1% interest in Investluz, which owns 56.6% of the capital stock of Coelce.  As of December 31, 2010, Coelce served over 3.1 million customers within a concession area of 148,825 square kilometers.  During 2010, Coelce had annual sales of 8,850 GWh, increasing at a compounded annual rate of 6.9% during the 2006-2010 period. Revenues from electricity sales represented Ch$ 789 billion.

 

Coelce has a relatively stable customer base, with residential customers representing 34% of energy sold.  In 2010, Coelce bought 51% of its energy from Endesa Fortaleza and the other 49% from CCEARs.  As of December 31, 2010, residential, commercial, industrial and other customers represented 34%, 19%, 17% and 31%, respectively, of Coelce’s total energy sales.  As of such date, Coelce’s energy losses were 12.1%, compared to 11.6% in 2009.

 

Codensa

 

In 2009, during the privatization of state owned distribution companies, EEB and Codensa, formed a public vehicle called DECA, with EEB holding 51% of the capital and Codensa the remaining 49%.

 

We hold a 21.7% economic interest in Codensa, and due to a transfer of rights from another Endesa Spain subsidiary, we appoint the majority of the Board members and, therefore, control this company.  Codensa is an electricity distribution company that serves a concession area of 18,217 square kilometers in Bogotá and 96 other municipalities in the Department of Cundinamarca, Tolima and Boyacá.  More than 9.6 million people, or 23% of the Colombian population, live in Codensa’s service area, where it serves approximately 2.6 million customers.  For the year ended December 31, 2010, revenues from electricity sales amounted to Ch$ 623 billion.

 

During 2010, Codensa’s annual sales reached 12,141 GWh, increasing at a compounded annual rate of 3.1% during the 2006-2010 period.  Of these sales, residential, commercial, industrial and other customers represented 36%, 16%, 7% and 41%, respectively.

 

In 2010, Codensa purchased 47% of its energy from Emgesa, a generating company controlled by Endesa Chile, and 53% from other suppliers.  Since 2001, Codensa only services regulated clients.  The unregulated market is serviced directly by our generation company, Emgesa, with the exception of the public lighting in Bogotá.

 

In 2010, Codensa had energy losses of 8.2%, the same as 2009.

 

EEC

 

In 2009, the Colombian government awarded DECA an 82% shareholding in EEC. Codensa owns 49% of DECA.  EEC is an electricity distribution company that serves a concession area of 5,186 square kilometers in the Department of Cundinamarca.  It serves approximately 117,000 customers.  For the year ended December 31, 2010, revenues from electricity sales amounted to Ch$ 35 billion.  EEC’s annual sales reached 373 GWh, a 34.7% increase compared to 2009, and energy losses reached 17.7%, compared to 15.2% in 2009.

 

Edelnor

 

Edelnor is a Peruvian electricity distribution company of which 51.7% is owned by Distrilima.  As of December 31, 2010, we owned an equity interest of 64.9% in Distrilima, which represents a 57.5% interest in Edelnor.

 

Edelnor operates in a concession area of 2,440 square kilometers.  For the year ended December 31, 2010, the company had revenues from electricity sales of Ch$ 279 billion.  Edelnor has an exclusive concession to distribute electricity in the northern part of the Lima metropolitan area, some provinces of the Lima department, such as Huaral, Huaura, Barranca and Oyón, and in the adjacent province of Callao.  As of December 31, 2010, Edelnor distributed electricity to approximately 1.1 million customers, an increase of 3.5% from December 31, 2009.

 

For the year ended December 31, 2010, Edelnor had total energy sales of 6,126 GWh.  The compounded annual growth rate in energy sales for period from 2006 to 2010 was 5.9%. Edelnor had energy losses of 8.3% in 2010, compared to 8.1% in 2009.

 

51



Table of Contents

 

Total energy purchases reached Ch$ 168 billion, of which Ch$ 118 billion was from the related parties Edegel and EEPSA.

 

Non-Electricity Businesses

 

Non-electricity business represented less than 3.7% of our 2010 operating revenues and less than 0.5% of our 2010 operating income, both before consolidation adjustments.

 

CAM

 

CAM is a wholly-owned subsidiary that represented approximately 2.0% of our 2010 operating revenues before consolidation adjustments.  CAM is engaged in the electrical parts procurement business and is the entity in charge of providing continuity to our engineering and electrical service activities, both in Chile and abroad.  It also concentrates on managing large-scale services for public utility companies, especially in the electricity, telecommunications, gas and water distribution sectors.

 

During the last quarter of 2009, the Board of Directors of Enersis authorized the sale of CAM’s because it was considered “non core” business.  On December 20, 2010, the Board of Directors of Enersis accepted the offer received for its total equity interest in CAM presented by Graña y Montero S.A.A., a Peruvian company, which offered $ 20 million in cash, subject to price adjustments to be made at the closing of the sale operation, which occurred on February 24, 2011.

 

Synapsis

 

Synapsis is a wholly owned subsidiary that represented 1.0% of our 2010 operating revenues before consolidation adjustments.  It is engaged in the information system business.  Synapsis provides IT solutions (outsourcing, hardware, data center, consulting) to the services, energy, telecommunications and public administration markets.

 

During the last quarter of 2009, the Board of Directors of Enersis authorized the sale of Synapsis’ because it was considered “non core” business, though the potential sale was not considered as highly probable until September 2010.  On December 20, 2010, the Board of Directors of Enersis accepted the offer received for its total equity stake in Synapsis presented by Riverwood Capital L.P., a private equity fund located in the United States, which offered $ 52 million in cash, subject to price adjustments to be made at the closing of the sale operation, which occurred on March 1, 2011.

 

Inmobiliaria Manso de Velasco (IMV)

 

IMV, a wholly owned subsidiary, develops real estate projects in Chile and represented less than 0.2% of our 2010 operating revenues before consolidation adjustments.

 

ELECTRICITY INDUSTRY REGULATORY FRAMEWORK

 

Chile

 

Industry Structure

 

The electricity industry in Chile is divided into three business segments: generation, transmission and distribution.  The generation segment consists of companies that produce electricity.  They sell their production to distribution companies, unregulated customers, or to other generation companies.  The transmission segment consists of companies that transmit the electricity produced by generation companies through high voltage lines over 23kV.  Finally, the distribution segment is defined for regulatory purposes to include all electricity supply to end users at a voltage no higher than 23 kV.

 

The electricity sector in Chile is regulated pursuant to Decree with force of Law No. 4 of 2006, as amended, known as the Chilean Electricity Law.

 

In Chile there are four separate interconnected electricity systems.  The main systems that cover the most populated areas of Chile are the SIC, which services the central and south central part of the territory, where 93% of the Chilean population lives, and the SING, which operates in the northern part of the country, where most of the mining industry is located.  According to the 2002 census, 6% of the Chilean population lived in the territory serviced by the SING.  In addition to the SIC and the SING, there are two isolated systems in southern Chile that provide electricity in remote areas, where no more than 1% of the population lives.  The operation of electricity generation companies in each of the two major interconnected

 

52



Table of Contents

 

electricity systems is coordinated by their respective dispatch center, or CDEC, an autonomous entity that involves industry groups, transmission companies and large customers.  CDEC coordinate the operation of their system as efficient markets for the sale of electricity, in which the lowest marginal cost producer is usually used to satisfy demand at any moment in time.  As a result, at any specific level of demand, the appropriate supply will be provided at the lowest possible cost of production available in the system.

 

Chilean Electricity Law

 

General

 

The goal of the Chilean Electricity Law is to provide incentives to maximize efficiency and to provide a simplified regulatory scheme and tariff-setting process which limits the discretionary role of the government by establishing objective criteria for setting prices.  The expected result is an economically efficient allocation of resources.  The regulatory system is designed to provide a competitive rate of return on investment to stimulate private investment, while ensuring the availability of electricity service to all who request it.

 

Three governmental entities have primary responsibility for the implementation and enforcement of the Chilean Electricity Law: the Ministry of Energy, the Chilean National Energy Commission (CNE) and Superintendency of Electricity and Fuels (SEF).  The Ministry of Energy, created in 2009, develops and coordinates plans, policies and standards for the proper operation of the sector, approves tariffs and node prices set by the CNE, and regulates the granting of concessions to electricity generation, transmission and distribution companies.  CNE is the technical entity in charge of defining prices, technical standards and regulatory requirements.  SEF monitors the proper operation of electricity, gas and fuel sectors in compliance with the law in terms of safety, quality, and technical standards.  There are also other entities related to the energy sector: the Chilean Nuclear Energy Committee in charge of research, development, use and control of nuclear energy, and the Chilean Energy Efficiency Agency, in charge of promoting energy efficiency.

 

In each transmission system, the pertinent CDEC coordinates the operations of generation companies, in order to minimize the operating costs in the electricity system and monitor the quality of service provided by the generation and transmission companies.  Generation companies satisfy their contractual sales requirements with dispatched electricity, whether produced by them or purchased from other generation companies in the spot market.

 

Sales by Generation Companies to Unregulated Customers

 

Sales by generation companies may be made to final unregulated customers or to other generation companies under freely negotiated contracts.  To balance their contractual obligations with their dispatch, generators have to trade deficit and surplus electricity at the spot market price, which is set hourly by each CDEC, based on the marginal cost of production of the next kWh to be dispatched.

 

Sales to Distribution Companies and Certain Regulated Customers

 

Regulated customers are those with a maximum consumption capacity not exceeding 0.5 MW. Customers between 0.5 and 2 MW may choose their status as regulated or unregulated.  Customers with capacity needs over 2 MW are unregulated. Historically, sales to distribution companies for resale to regulated customers were made through contracts at regulated prices set by CNE (node prices) in effect at the relevant locations (or nodes) on the interconnected system through which such electricity was supplied.  Nevertheless, since 2005 all new contracts between generation and distribution companies for the supply to regulated customers must arise from international bids which have a maximum offer energy price based on the average price paid by the unregulated customers at the time that the bid takes place, which is calculated twice a year by the CNE.  If a first bid is unsuccessful, authorities may increase this maximum price by an additional 15%.  The bids are awarded on a minimum price basis.  The average prices associated with these bids are transferred directly to end users, replacing the regulated node price regime.  During the life of the contracts, the energy and capacity prices are indexed according to formulas set forth in the bid documentation and linked to fuel, investment and other costs of energy generation.  Under the bid system, all distribution companies have separate electricity contracts for their regulated and unregulated customers from 2010 onwards.

 

International Bids for Supplying Regulated Customers

 

The first international auction for the supply to distribution companies’ regulated customers took place in 2006.  Chilectra submitted bids in November 2006, July 2007 and March 2008, allocating 100% of the power requirements tendered for the 2010-2025 period.  Prices obtained by Chilectra as part of these tenders are consistent with the system’s long-term expansion technology and prices are indexed to the CPI, the price of coal and LNG.

 

53



Table of Contents

 

During 2009, Chilectra did not launch any bidding process.  A fourth bidding process during 2010 is under assessment for power requirements starting in 2014; this bidding process should be awarded during the first half of 2011. With its existing contracts, Chilectra is expected to meet the demand of its regulated customers until 2013.

 

Sales of Capacity to Other Generation Companies

 

Each CDEC determines a firm capacity for each power plant on an annual basis.  Firm capacity is the highest capacity which a generator may supply to the system at certain peak hours, taking into consideration statistical information regarding the time it is out of service for maintenance and extremely dry conditions for the operation of hydroelectric plants.

 

A generation company may be required to purchase or sell capacity in the spot market, depending upon its contractual requirements in relation to the amount of electricity to be dispatched from such company and to its firm capacity.

 

Transmission

 

Since transmission assets are built pursuant to concessions granted by the government, the law requires a company to operate on an “open access” basis, in which users may obtain access to the system by contributing towards the costs of operating, maintaining and, if necessary, expanding the system.

 

The main transmission system consists of 220 kV or higher voltage lines that are used by generators and consumers.  Every 4 years a study is done to value the existing system and to define the expansion plan.  On December 31, 2010 the study was delivered to the CNE and is currently under review.  The main transmission system is paid mainly by generators and less by customers.  The annual value of transmission is fixed by a Decree of the Ministry of Energy.

 

Subtransmission

 

Subtransmission systems are high voltage lines over 23 kV used mainly by customers.  There are seven subtransmission systems defined by decree.  Chilectra owns most of the system SIC 3.  Every four years a study is done to value the optimal system adapted to demand.  On September 21, 2010 the study was delivered to the CNE and is currently under review. The subtransmission systems are paid mainly by customers according to the values fixed by decree of the Ministry of Energy.  Generators and unregulated customers pay only for the lines they use in each system.

 

Distribution Tariffs to Final Customers

 

The tariffs charged by distribution companies to final customers are determined by the sum of the cost of electricity purchased by the distribution company, a transmission charge and the “value added from distribution of electricity,” or VAD, which allows distribution companies to recover their operating costs.  The price for both generation and distribution capacity sold to customers includes a factor which reflects the simultaneous contribution of each customer to peak capacity demand of the system as a whole.  The transmission charge reflects the cost paid for electricity transmission and transformation.  The VAD includes an allowed return on investment.

 

VAD Rates

 

The VAD is based on a “model company” and includes: selling, general and administrative distribution costs; maintenance and operating costs of distribution assets; cost of efficient energy losses; and an expected return on investment, before taxes, of 10% per year in real terms based on the replacement cost of assets used for distribution.

 

To this end, the CNE selects a company, to which it applies efficiency guidelines which results in a cost structure for the “model company” for each Typical Distribution Area, as described below.  The rate is not based on actual costs incurred by any given distribution company, but on investment, operating, maintenance and general administrative standards and overall efficiency of operations for the model company, which is used as a benchmark.

 

Distribution Tariff-Setting Process

 

The VAD is set every four years.  The CNE classifies companies into groups, according to Typical Distribution Areas, based on economic factors that group companies with similar distribution costs due to population density, which determines equipment requirements in the network.

 

54



Table of Contents

 

Actual return on investment for a distribution company depends on its performance relative to the standards chosen by the CNE for the model company.  The tariff system allows for a greater return to distribution companies that are more efficient than the model company.  Tariff studies are performed by the CNE and distribution companies.  Tariffs are estimated as a weighted average of the results of the CNE-commissioned study and the companies’ study, with the results of the CNE’s study bearing twice the weight of the companies’ results.  Preliminary tariffs are tested to ensure that they provide an average actual annual internal rate of return between 6% and 14% on the replacement cost of electricity-related assets for the entire distribution segment.

 

The last process for setting distribution tariffs for Chilectra and the other distribution companies was held in 2008 and will be in effect until November 3, 2012.

 

Associated electrical services

 

Along with the VAD rate process for 2008, the CNE published a report on associated electrical services.  Agents, generation, transmission and distribution companies submitted their comments.  Final rates were published on December 4, 2009.  These associated electrical services regulate the rates that can be charged for items such as meter rental and disconnection and reconnection of electricity supply.

 

Concessions

 

The law permits generation activity without a concession.  However, companies may apply for a concession to facilitate access to third-party properties.  Third-party property owners are entitled to compensation, which may be agreed to by the parties or, if there is no agreement, it may be determined by an administrative proceeding that may be appealed in the Chilean courts.

 

Fines and Compensations

 

If a rationing decree is enacted in response to prolonged periods of electricity shortages, severe penalties may be imposed on generation companies that contravene the decree.  A severe drought is not considered a force majeure event.

 

Generation companies may also be required to pay fines to the regulatory authorities, related to system blackouts due to any generator’s operational mistake, including failures related to the coordination duties of all system agents as well as to make compensatory payments to electricity consumers affected by shortages of electricity.  If generation companies cannot satisfy their contractual commitments to deliver electricity during periods when a rationing decree is in effect and there is no energy available to purchase in the system, the generation company must compensate the customers at the failure cost determined by the authority in each tariff setting.

 

Distribution companies may be required to compensate final customers if there are shortages of electricity that exceed the authorized standards.  These compensatory payments shall be at an amount equal to double the non-supplied energy at failure cost.

 

Environmental Regulation

 

The Chilean Constitution grants all citizens the right to live in a pollution-free environment.  It further provides that other constitutional rights may be limited in order to protect the environment.  Chile has numerous laws, regulations, decrees and municipal ordinances that address environmental considerations.  Among them are regulations relating to waste disposal (including the discharge of liquid industrial wastes), the establishment of industries in areas in which they may affect public health, and the protection of water for human consumption.

 

Environmental Law No. 19,300 was enacted in 1994 and implemented by several rules, such as the Environmental Impact Assessment System Rule issued in 1997 and modified in 2001.  This law requires companies to conduct environmental impact study or declaration of any future generation or transmission projects.

 

In January, 2010, Law No. 19,300 was modified by Law No. 20,417, which introduced changes in the environmental assessment process and in the public institutions involved in it.  Consequently, the environmental assessment process is coordinated by the Environmental Assessment Service, and not by the Chilean Environmental Commission, or Conama, which was repealed, as of October 1, 2010.  Enersis’ subsidiaries apply the guidelines of the new law when analyzing the development of future projects.

 

55



Table of Contents

 

On April 1, 2008, Law No. 20,257 was enacted, and amended the General Services Law.  The purpose of the amendment is to promote the use of Non-Connventional Renewable Energy (“NCRE”).  This law defines the different types of technologies considered as NCRE, and establishes the obligation of generators between 2010 and 2014, to supply at least 5% of the total energy contracted as of August 31, 2007, to be of such type, and to progressively increase this percentage 0.5 percentage points annually up to 10% as of 2024.  Currently, our power plants recognized as NCRE generators are Palmucho, Canela wind farms and Ojos de Agua.  Additionally, the law sets forth fines for the generators that do not comply with this obligation.  Endesa Chile fully complied with this obligation during 2010 and generated excess energy with NCRE, with the capacity to sell the surplus to other generators.  The additional cost of generating with NCRE is being charged as a pass-through in the new contracts, thus eliminating an impact to our revenues.

 

During 2010, the government has been working on a new regulation for thermal plants emissions, which is expected to take effect during 2011.  This rule will regulate emissions of particulate matter (PM 10), sulfur dioxide (SO2), nitrogen oxides (NOx) and mercury, both for existing and new power plants. This rule provides a transition period for existing plants, in order to have time to make the required investments in order to comply with such regulations. Also, a quality standard is being developed that regulates fine particulate matter (PM 2.5).

 

Water rights

 

Endesa Chile owns unconditional, absolute and perpetual property water rights granted by the Chilean Water Authority.  Chilean generation companies must pay an annual fee for unused water rights.  License fees already paid may be recovered through monthly tax credits commencing on the start-up date of the project associated with the water right considered.  The maximum license fees to be recovered are those paid during the 8 years before the start-up date. As of the date of this report, Enersis’ subsidiaries have not recovered any license fees already paid.  During 2010, we paid Ch$ 2,700 million for 2009 water rights located in the SIC area.  This amount may vary in the future according to the actual water rights we may hold each year.  Enersis’ subsidiaries continuously analyze which water rights it will maintain, disregard or acquire.  We estimate that in 2011 we will pay fees for an aggregate of Ch$ 2,886 million.  Thereafter, the water rights law requires an annual fee that will be doubled and will thereafter remain flat for five years, at which point the license fee will be doubled once again.  In the case of water rights located in the extreme south of Chile, outside the area comprised by the SIC, the license fees will be paid starting as of January 1, 2012, even though, Enersis’ subsidiaries do not and will not have any water rights in that area.

 

Argentina

 

Introduction

 

Law No. 15,336 of 1960 and Law No. 24,065 of 1992 (together, the Argentine Electricity Act) set the regulatory framework for the electricity sector.

 

Under the Argentine Electricity Act, the Federal Government:

 

·                  Divided the electricity industry into three business segments: generation, transmission and distribution, enabling the electricity market development under conditions of free competition for generation with reduced tariffs, establishing requirements regarding quality standards, and restricting ownership concentration;

 

·                  Created the Mercado Eléctrico Mayorista (Wholesale Electricity Market) or “MEM” where four categories of agents (generators, transmitters, distributors and large customers) are allowed to buy and sell electricity as well as related products;

 

·                  Imposed the Compañía Administradora del Mercado Mayorista Eléctrico (Administrative Company for the Wholesale Electricity Market) or “CAMMESA,” responsible for the dispatch coordination, the administration of the agent’s transactions in the MEM and the calculation of spot prices; and

 

·                  Created the Ente Nacional Regulador de la Electricidad (Electricity National Regulatory Agency) or “ENRE,” in charge of regulating public service activities in the electricity sector and imposing jurisdictional decisions.

 

The Ministry of Federal Planning, Public Investment and Services, through the Secretariat of Energy, is primarily responsible for the implementation of the Argentine Electricity Act. Among the main tasks, the Secretariat regulates the system dispatch and the activities in the MEM, and grants the concessions or authorization for each activity in the electricity

 

56



Table of Contents

 

sector. The Secretariat of Energy is also responsible for policy setting in the oil and natural gas sector, with its direct impact on thermal generators and the electricity sector.

 

Industry structure

 

The generation sector is organized on a competitive basis, with independent generators selling their output on the MEM’s spot market or through private contracts to purchasers on the MEM’s contract market or to CAMMESA through special transactions like contracts under Resolutions SE No. 220/2007 and No. 724/2008.

 

Transmission works under monopoly conditions and is comprised of several companies to whom the Federal Government grants concessions.  One concessionaire operates and maintains the highest voltage facilities and eight concessionaires operate and maintain high and medium voltage facilities, to which generation plants, distribution systems and large customers are connected.  The international interconnected transmission systems also require concessions granted by the Secretariat of Energy.  Transmission companies are authorized to charge different tolls for their services.

 

Distribution is a public service that works under monopoly conditions and is provided by companies who have also been granted concessions.  Distribution companies have the obligation to make electricity available to end users within a specific concession area, regardless of whether the customer has a contract with the distributor or directly with a generator.  Accordingly, these companies have regulated tariffs and are subject to quality service specifications.  Distribution companies may obtain electricity either in the MEM’s spot market, at a price called “seasonal price,” or in the MEM’s term market through private contracts with generators.  The seasonal price, defined by the Secretariat of Energy, is the cap for the costs of electricity bought by distributors and passed through to regulated customers.

 

There are three electricity distribution areas subject to federal concessions.  The concessionaires are Edelap, Edesur and Edenor which are located in the cities of La Plata (Edelap) and Buenos Aires and Greater Buenos Aires area (Edesur, which is controlled by us, and Edenor).  Edelap and Edenor are unrelated distribution companies.  The local distribution areas are subject to concessions granted by the provincial or municipal authorities.  However, all distribution companies acting in the MEM must operate under its rules.

 

Regulated customers are supplied by distributors at regulated tariffs, unless they have a minimum capacity demand of 30 kW, in which case they can choose to contract their supply directly from generators in the MEM´s spot market, becoming “large customers” who may freely negotiate their prices with generating companies.

 

Traders are also authorized to act as participants in the MEM.  They buy and sell energy and related products from and for agents of the MEM, including electricity royalty payments received by the provinces.

 

No generator, distributor, large user, nor any company controlled by any of these or controlling the same, may be either owner or a major shareholder of a transmission company or of its controlling companies.  At the same time, transmission companies are prohibited from generating, distributing, purchasing and/or selling electricity. Distribution companies are prohibited from owning generation units.

 

Dispatch and Pricing

 

CAMMESA controls the coordination of dispatch operations, the spot prices calculation and the administration of the MEM’s economic transactions. CAMMESA is also obliged to comply with special instructions given by the Secretariat of Energy in order to enter into transactions with certain generators in order to buy electricity.  All generators that are MEM agents have to be connected to the Sistema Argentino de Interconexión (Argentine Interconnected System) or “Argentine NIS” and are obliged to comply with the dispatch order to generate and deliver energy to the Argentine NIS, in order to be sold in the spot market or in the term market.  Distribution companies, traders and large users that have entered into private supply contracts with generation companies, pay the contractual price directly to the generator and also pay a toll to the transmission and/or distribution company for the use of their systems.

 

The spot price is calculated on an hourly basis by CAMMESA and must reflect the cost of the marginal kW to be dispatched in the Argentine NIS and is paid to generators and sellers of energy at the spot market.  The Argentine Electricity Act sets that electricity prices in the spot market are determined on a marginal cost basis.  Since 2002, the Secretariat of Energy started to modify several criteria regarding the spot prices and imposed, among other restrictions, caps for the spot prices to be paid to generators and only recognized for calculation purposes the natural gas costs established by the Federal Government, even though additional costs are collected by the market and paid to the generator.

 

57



Table of Contents

 

In order to stabilize the prices for distribution tariffs, the market has a seasonal price as the energy price to be paid by distributors for their purchases of electricity traded in the spot market.  It is a fixed price determined every six months by the Secretariat of Energy after CAMMESA recommends the seasonal price level for the next period according to its estimated spot price, which is based on its evaluation of the expected supply, demand and available capacity, as well as other factors.  The seasonal price is maintained for at least 90 days. Since 2002, the Secretariat of Energy has been approving seasonal prices lower than those recommended by CAMMESA.

 

Regulatory Developments: the industry after the Public Emergency Law

 

General

 

Law No. 25,561, the Public Emergency Law, was enacted in 2002 to manage the public crisis which began that year.  It forced the renegotiation of public service contracts (such as electricity transmission and distribution concession contracts) and imposed the conversion of dollar denominated obligations into Argentine pesos at a pegged rate of Ar$ 1 per $ 1.  It also empowered the Federal Government to implement additional monetary, financial and exchange measures to overcome the economic crisis in the medium term.  These measures have been periodically extended.  In fact, Law No. 26,563, enacted in December 2009, extended the measures until December 31, 2011.

 

The Secretariat of Energy introduced several regulatory measures aimed to correct the effects of the devaluation into the MEM’s costs and prices and to reduce the price to be paid by the end users.

 

Generation

 

The mandatory conversion of transmission and distribution tariffs from dollars to Argentine pesos at the pegged rate of Ar$ 1 per $ 1 as of 2002, when the market exchange rate was approximately Ar$ 3 per $ 1, and the regulatory measures to cap and reduce the spot and seasonal prices hindered the pass through of generation variable costs into the tariffs to end users.

 

Resolution SE No. 240/2003 changed the way to fix spot prices, decoupling the spot price calculation from the marginal costs of operation. Until this resolution, spot prices on the MEM were typically fixed by units operating with natural gas during the warm season (from September through April) and units operating with fuel/diesel in the winter (May-August).  Then, due to restrictions on natural gas supply, winter prices were higher, and related to imported fuels priced in dollars. Resolution SE No. 240/2003 seeks to avoid the pegged price indexation to the dollar and, although generation dispatch is still based on actual fuels used, the calculation of the spot price under the Resolution is defined as if all dispatched generation units did not have the existing restrictions on natural gas supply.  Water value is not considered if its opportunity cost is higher than the cost of generating with natural gas.  The resolution also set a cap on the spot price at 120 Ar$/MWh, which was still valid during 2010.  The real variable costs of thermal units burning liquid fuels were paid by CAMMESA through the Transitory Additional Dispatch Cost (Sobrecosto transitorio de despacho, STD) plus a margin of 2.5 Ar$/MWh, according to the Notes SE 6,866 of 2009 and 6,169 of 2010, valid from May 2010 until December 2011.

 

The government avoided the increase in electricity tariffs to end users and seasonal prices were maintained substantially fixed in Argentine pesos, although gas producers received price revisions by the authority, recovering part of the value that they lost with the devaluation.  In this scenario, CAMMESA sells energy to distributors who pay seasonal prices, and buys energy from generators at spot prices that recognize rising gas prices and at a contractual prices defined by the instructions of the Secretariat of Energy. To overcome this in balance, the authority — through Resolution SE N° 406/2003 — only allows payments to generators for amounts collected from the purchasers in the spot market. This Resolution set a priority of payment for different services: capacity payment, fuel cost and energy sales margin, among others.  CAMMESA accumulates debt with generators, and the system gives an incorrect price signal to the agents by not encouraging savings in electricity consumption or investments to satisfy the growth in electricity demand, including investments in transmission capacity.

 

Additionally, generators suffer a reduction of estimated income from contract prices because they are reduced as a consequence of the spot price level.

 

In order to enhance the energy supply, the Secretariat of Energy created different schemes to sell “more reliable energy.” Resolution 1,281/2006 created the Energy Plus Service, which is the offer of new electricity capacity to supply the growth in electricity demand, over the “Base Demand,” which was the demand for electricity in 2005.  The Energy Plus Service is supplied by generators that install new capacity or that offer existing generation capacity not connected to the NIS before.  All “large customers” that, as of November 1, 2006, had a higher demand than their Base Demand, had to contract excess demand with the Energy Plus Service.  The consumption that exceeded the Base Demand without a supply contract should pay additional amounts for the surplus energy.  The price of the contracts for Energy Plus Service have to be approved by the

 

58



Table of Contents

 

relevant authorities.  Consumption of unregulated customers that could not be secured by an Energy Plus Service contract could request CAMMESA to conduct an auction to satisfy their demand.

 

Resolutions SE No. 220/2007 and No. 724/2008 give thermal generators the opportunity to reduce some of the adverse effects of Resolution SE No. 406/2003 by entering into MEM Supply Commitment Contract or “CCAM.”  Generators can perform maintenance or repowering investments to improve their unit’s availability and add additional capacity to the system. After authorization, the generator can sign a CCAM at prices that permit the recovery of capital expenditures.  Additionally, energy sales through a CCAM receive payment priority compared with spot energy sales (Res. No. 406/2003).  Generators with a CCAM can supply energy to CAMMESA for up to 36 months, renewable only for an additional period of six months.

 

During 2009, Resolution SE No. 762 created the Hydroelectric National Program to promote the construction of new hydro plants. The program enables authorized generators to subscribe energy supply contracts with CAMMESA for up to fifteen years at prices that allow for an investment payback.

 

The Federal Government has adopted several other measures to promote new investments, including: auctions to expand the capacity of natural gas transportation and of electricity transmission; the implementation of certain projects for the construction of power plants; the creation of fiduciary funds to finance these expansions; and the awarding of contracts with renewable energy, called “GENREN program”.  For more details, refer to “Environmental regulation” below.  Law No. 26,095 of 2006 created specific charges that must be paid by end users to finance new electricity and gas infrastructure projects.  The Federal Government has also enacted some regulations to promote the rational and efficient use of electricity.

 

On November 25, 2010, the Secretariat of Energy signed an agreement with some generation companies, including Enersis’ subsidiaries, in order to: i) increase thermoelectric unit availability, increase energy and capacity prices and ii) develop new generation units through the contribution of outstanding debts of CAMMESA owed to the generation companies.

 

FONINVEMEM

 

Resolution SE No. 712/2004 created FONINVEMEM, a fund whose purpose is to increase electricity capacity/generation within the MEM.  Pursuant to Resolution SE No. 406/2003, the Secretariat of Energy decided to pay the generators the spot prices up to the amount available at a stabilization fund, after collecting the funds from the purchasers in the spot market at seasonal prices, lower than spot prices for the same period.  FONINVEMEM would receive the differences between spot prices and payments to sellers, according to Resolution SE No. 406/2003, from January 1, 2004 to December 31, 2006.  CAMMESA was appointed to manage the FONINVEMEM.

 

Pursuant to Resolution SE No. 1,193/2005 all private generators in the MEM were called to participate in the construction, operation and maintenance of the electric energy generation plants to be built with the FONINVEMEM, consisting of two combined cycle generation plants of approximately 850 MW each, which were finished during 2010 as combined cycle plants.  These power plants are powered by natural gas or alternative fuels.

 

Because of the insufficient resources to conclude the plants, Resolution SE No. 564/2007 gathered all of the MEM’s private sector generators to commit to FONINVEMEM by including the differences between spot prices and payments made pursuant to Resolution SE No. 406/2003 for an extra period ending December 31, 2007.

 

Transmission and distribution

 

Transmission and distribution companies have been renegotiating contracts since 2005 and although tariffs were partially and temporarily established, definitive tariffs are still pending.

 

As a result, although the terms to define energy prices pursuant to the Argentine Electricity Act are still in force, their implementation reflects the measures taken by the authorities that reduce compensation for all electricity companies.

 

During 2006, our subsidiary Edesur entered into an “Agreement for Renegotiation of Concession Contract.”  This Agreement established among several conditions, a transitional tariff regime, a regime for the quality of service, and an Integral Rate Revision Process (RTI) to be implemented by ENRE according to Law No. 25,561.  This would set conditions for a new tariff regime for a five year period.  Under the framework of the RTI process, Edesur presented to ENRE in December 2009 its Tariff Proposal, as well as the support studies, according to requirements established by the regulator in Res. ENRE 467/08. The aforementioned presentation only included the income requirements without the rate proposals,

 

59



Table of Contents

 

which were later presented to ENRE in May of 2010.  As of the date of this report, ENRE has not defined new tariffs and maintains in force the transitional tariff regime.

 

Resolution No. 45/2010 of the Secretary of Energy

 

Resolution No. 45/2010 determined bonus payments to residential customers under the Energy Efficiency Program (Puree), particulary those whose demand is less than 1,000 kWh every two months.  Puree was created in 2004 and established bonuses and penalties to customers depending on the level of energy savings; the net difference between the bonuses and penalties was originally deposited in the Stabilization Fund, but this was subsequently modified at the request of Edesur and Edenor, which were authorized by the Secretary of Energy to use 100% of these resources to compensate for its cost variations that were not transferred to the tariffs paid by regulated customers.  ENRE monitors these distribution costs with a mechanism called MCC (monitoring cost mechanism).

 

Resolutions ENRE No. 525/2010 and 551/2010

 

Resolution ENRE N° 525/2010 of September 22 and Resolution ENRE No. 551/2010 of October 6, 2010, published on January 4, 2011, suspended the dividend distribution procedure of clause 7.4 of the Agreement Act (concession agreement).  Resolution No. 525/2010 postponed dividend distribution initially for 180 days and Resolution No.525/2010 postponed it indefinitely.  ENRE based this determination on alleged non-compliance of required information of the investment plan and deterioration of the conditions of service provision.   ENRE determined that the Investment Plan 2010 should amount to at least Ar$ 414 million, in order to improve quality of service, especially in the municipalities of the greater Buenos Aires area.  Additionally, Edesur was required to present a detailed Program of Operational Regularization (POR) which would be monitored by a committee composed of the municipalities of the concession area.

 

Natural gas market

 

End customers’ demand for natural gas peaks during winters. In this season, there have been natural gas shortages to supply power plants for several years.  In order to assure internal supply, thermal generators consume alternative fuels, such as diesel and fuel oil.  Since 2002, the lack of investment in natural gas production forced the system to burn increasing amounts of liquid fuels.  In 2004, the Argentine government entered into an agreement with Venezuela to guarantee fuel oil supplies until 2010.

 

To improve the natural gas supply, the government has adopted different actions. Since 2004, local gas producers and the government have entered into various agreements to guarantee gas supply at rising prices. In July 2009, the last agreement was signed, establishing a 30% increase in the natural gas tariff to power producers until December 2009. Additionally in 2006, Argentina and Bolivia entered into a 20-year agreement under which Argentina has the right to receive up to 28 million cubic meters daily of natural gas. During the winters of 2008, 2009 and 2010, various ships arrived at Bahía Blanca with LNG for the system.

 

An additional measure related to natural gas in recent years was the creation of the Electronic Gas Market (MEG).  Through the MEG, the regulatory authorities increased the transparency of physical and commercial operations in the spot market.

 

Export and Import of Energy

 

In order to give priority to the internal market supply, the Secretariat of Energy adopted additional measures that restricted electricity and gas exports.  Resolution SE No. 949/2004 established measures that allowed agents to export and import electricity under very restricted conditions.  These measures prevented generators from satisfying their export commitments.

 

The Secretariat of Energy published Disposition No. 27/2004, together with related resolutions and decrees, which created a plan to ration natural gas exports and the use of transport capacity.  These norms implied the beginning of restrictions for gas delivery to Chile and Brazil.  These restrictions are expected to continue, especially considering that during 2010, Resolution Enargas No. 1410 was published, which modified the procedures for gas dispatch starting in October 2010. According to that resolution, the priority of gas dispatch is as follows:  i) residential and commercial users; ii) the Compressed Natural Gas market;  iii) large customers; iv) thermal units; and v) exports.

 

60



Table of Contents

 

Environmental Regulation

 

Electricity facilities are subject to federal and local environmental laws and regulations, including Law No. 24,051, or the Hazardous Waste Law, and its ancillary regulations.

 

Certain reporting and monitoring obligations and emission standards are imposed on the electricity sector.  Failure to satisfy these requirements entitles the government to impose penalties, such as suspension of operations, which, in case of public services, could result in the cancellation of concessions.

 

Law No. 26,190, enacted in 2007, defined the use of renewable resources for electricity production as a national interest and set as a target 8% market share for generation from renewable energies within a term of 10 years.  During 2009, the government took actions to reach this objective, launching an international auction to promote the installation of up to 1,000 MW of renewable capacity, publishing Resolution No. 712/2009.  This resolution created a mechanism to sell renewable energy through fifteen-year contracts under special price conditions.   In June 2010, the “GENREN program” awarded a total of 895 MW, distributed in 754 MW of wind power; 110 MW of bio-fuels; 11 MW of mini-hydro; and 20 MW of solar units.  The prices awarded vary from $ 150/MWh (for mini-hydro units) to $ 598/MWh (for solar units).

 

Brazil

 

Industry Structure

 

Brazil’s electricity industry is organized into one large interconnected electricity system, which is known as the Sistema Interligado Nacional (the Brazilian NIS), which comprises most of the regions of Brazil, and several other small, isolated systems.

 

Generation, transmission and distribution are legally separated activities in Brazil.  According to the specifications set forth in Law No. 9,427/96, unregulated consumers in Brazil are currently those customers who: (i) demand at least 3,000 kW and choose to contract the energy supply directly with generators or retailers; or (ii) demand capacity in the range of 500-3,000 kW and choose to contract the energy supply directly with alternative generators or traders.

 

The electricity industry in Brazil is regulated by the Federal Government, acting through the Ministry of Mines and Energy, or MME, which has exclusive authority over the electricity sector, and whose primary role is to establish the policies, guidelines and regulations for the sector.  Regulatory policies are implemented by the Brazilian governmental agency for electric energy or ANEEL, whose main responsibilities include, among others: (1) supervision of the concessions for electricity sale, generation, transmission and distribution ; (2) enactment of regulations for the electricity sector; (3) implementation and regulation of the exploitation of electricity resources, including the use of hydroelectricity; (4) promotion of a bidding process for new concessions; (5) resolution of administrative disputes between electricity sector agents; and (6) setting the criteria and methodology for determining distribution and transmission tariffs, as well as the approval of all the electricity tariffs.

 

Other regulatory authorities include: (i) the Brazilian Electricity System Operator (ONS), comprised of generation, transmission and distribution companies, and independent consumers, responsible for the coordination and control of the generation and transmission operations of the Brazilian NIS, subject to the ANEEL’s regulation and supervision; (ii) the Electricity Trading Board (CCEE), a non-profit company subject to authorization, inspection and regulation by ANEEL whose main purpose is to carry out the wholesale transactions and trading of electric power within the Brazilian NIS by registering the agreements resulting from market adjustments and whose agents are gathered into four categories: Generation, Distribution, Trading and Consumers and; and (iii) the National Energy Policy Council (CNPE), which is in charge of developing the national electricity policy.

 

Deregulation and Privatization

 

The Concessions Law (No. 8,987) and the Power Sector Law (No. 9,074), both enacted in 1995, intend to promote competition and attract private capital into the electricity sector.  Since then, several assets owned by the Federal Government of Brazil and/or state governments have been privatized.

 

61



Table of Contents

 

Independent Power Producers and Self-Producers

 

The Power Sector Law also introduced the concept of independent power producers, or IPPs, in order to open the electricity sector to private sector investment.  IPPs are single agents, or agents acting in a consortium, who receive a concession, permit or authorization from the Brazilian government to produce electricity for sale on their own account.

 

The Concessions Law also provides that, upon receiving a concession, IPPs, self-producers, suppliers and consumers will have access to the distribution and transmission systems owned by other concessionaires, provided that they are reimbursed for their costs as determined by ANEEL.

 

Law No. 9,648/98 created the wholesale energy market, composed by the generation and distribution companies.  According to this market regulation, the purchase and sale of electricity are freely negotiated.

 

Pursuant to Law No. 10,433/02, the wholesale energy market structure came to be closely regulated and monitored by ANEEL, which is also responsible for setting wholesale energy market governance rules including measures to stimulate permanent external investment.

 

Law No. 10,848/04 seeks to maintain public service for the production and distribution of electricity to consumers within each concession area, restructures the planning system, guarantees transparency in the auction and bidding process for public projects to mitigate the systemic risks, maintains centralized and coordinated operations of the energy system, grants universal use and access to electricity throughout Brazil, and modifies the bidding process of public service concessions.

 

Structure of the Electricity Sector

 

The market regulation established pursuant to Laws No. 10,847 and 10,848 seeks to provide cheaper tariffs for consumers and guarantees the expansion of the system, with the Power Research Company, (EPE), a governmental body, responsible for the planning of generation and transmission activities.  This market regulation has defined an unregulated contracting environment and a regulated environment.

 

In the unregulated contracting environment, the conditions for purchasing energy are negotiable between suppliers and their customers.  Regarding the regulated environment, where distribution companies operate, the purchase of energy must be conducted pursuant to a bidding process coordinated by ANEEL.

 

Pursuant to the market regulations, 100% of the energy demand from distributors must be satisfied through long-term contracts in advance of the expiration of current contracts in the regulated environment.

 

Another change imposed on the electricity sector is the separation of the bidding process for “existing power” and “new power project.”  The government believes that a “new power project” needs more favorable contractual conditions such as long term power purchase agreements (15 years for thermal and 30 years for hydro) and certain price levels for each technology.  These agreements promote investment for the required expansion.  On the other hand, “existing power”, which includes depreciated power plants, can sell their energy at lower prices in shorter term contracts.

 

Distribution

 

The Concessions Law establishes three kinds of revisions to final consumer tariffs: annual tariff resetting, and both ordinary and extraordinary tariff reviews.

 

Distribution companies’ pricing aims to maintain constant concessionaire operating margins by allowing for tariff gains due to costs beyond management’s control and by permitting the concessionaire to retain any efficiency gains achieved for defined periods of time.  Tariffs to end users are also adjusted according to the variation of costs incurred in purchasing electricity.

 

Ordinary tariff reviews take into account the entire tariff-setting structure for the company, including the costs of providing services, the costs of purchasing energy and the return for the investor.  Under their concessions, Coelce and Ampla are subject to tariff reviews every four and five years, respectively.  The asset base consists of the market replacement value depreciated during their useful life from an accounting point of view, and the rate of return for the assets is based on the Weighted Average Cost of Capital, or WACC, for a model company.  The operating and maintenance costs reflected in the tariff are calculated based on the model company which considers the singular characteristics of the distribution concession area.

 

62



Table of Contents

 

The law guarantees an economic and financial equilibrium for a company in the event that there is a substantial change in its operating cost.  In the event that the cost components over which management does not exert influence, such as energy purchases and taxes, increases significantly within the period between two annual tariff adjustments, the concessionaire may make a request to ANEEL to charge those costs to the final customers.

 

2010 Tariff Review

 

A tariff review applicable to Ampla was introduced on March 15, 2010, with an average 1.4% price reduction for all consumers and a 5.1% decrease for customers supplied in low voltage (households, commerce and rural customers). The tariffs were affected by a 24% decrease in the 2009 currency rate, which reduced the costs of purchasing power from Itaipú. The index was also affected by the negative effect of the Compensation for the Variation of Parcela A (CVA).  CVA refers to the costs over which management does not have an influence.

 

The tariff revision applicable to Coelce was introduced on April 22, 2010, with an average 4.0% price increase for all consumers and a 4.2% increase for customers supplied in low voltage. The tariffs were affected principally by the variation of fossil fuels costs (CCC), which are a resource used by the Government to subsidize isolated systems in Northern Regions in Brazil; this represented half of the total rate adjustment.

 

Social Tariff for Electricity — New Regulation

 

ANEEL’s Resolution No. 407/2010 modified the Social Tariff regime for low income customers, which actually represent 60% and 30% of the base of customers for Ampla and Coelce, respectively.  The new regulation could have a potential economic effect related to the 60% reduction in the subsidy for Coelce and 80% for Ampla until November 2011, as well as an effect on customer satisfaction and possible increases in energy theft and delays in payments of electricity bills.  The modifications of the Social Tariff scheme include the requirement that low income beneficiaries of the social tariff must be registered in the federal social database programs and must have a family income lower than the minimum legal wage equivalent.

 

Concessions

 

Companies or consortia that intend to build or operate hydroelectric generation facilities with a capacity exceeding 30 MW or transmission networks in Brazil have to resort to a public tender process.  Concessions granted to the holder give the right to generate, transmit or distribute electricity, as the case may be, in a given concession area for a certain period of time.

 

Concessions are limited to 35 years for new generation concessions and to 30 years for new transmission or distribution concessions.  Existing concessions may be renewed at the Brazilian government’s discretion for a period equal to their initial term.

 

Electricity Sales

 

In the regulated market, electricity distribution companies buy the electricity through bids that are regulated by ANEEL and organized by CCEE.  Distributors must buy electricity at public bids.

 

There are three types of regulated bids: new energy bids, existing energy bids and adjustment bids.  The government also has the right to call special bids for renewable electricity (biomass, mini-hydro, solar and wind power).  ANEEL and CCEE hold the bids annually.  The contracting system is multilateral, with generating companies entering into contracts with all distributors who call for bids.

 

The unregulated market includes the sale of electricity between generation concessionaires, independent producers, self-producers, sellers of electricity, importers of electricity, unregulated and special consumers.  It also includes contracts in place between generators and distributors until their expiration, at which point new contracts may be entered into under the terms of the new regulatory framework.

 

63



Table of Contents

 

Hydroelectrical Energy Reassignment

 

Brazil created a special mechanism to share hydrological risk between all hydro generators, called Reallocating Energy Mechanism.  Each hydro power plant has an assigned energy certificate which defines both the proportion of the total generated hydro energy owned by a plant and the maximum energy amount that the plant can sell through contracts.  Differences between actual production and the assigned energy must be traded at a regulated fixed tariff (currently approximately $ 4/MWh).

 

Settlement Spot Price

 

The spot price is used to value the purchase and sale of electric power in the short term market.  According to the law, CCEE is responsible for the setting of the electricity price in the spot market. This price is calculated on a marginal costs basis, modeling future operation conditions and setting a merit order curve with variable costs for thermal units and opportunity cost for hydroelectric plants, resulting in one price for each subsystem set for the week subsequent to the determination.

 

Fines applicable to agents in the electricity industry

 

Selling agents are responsible to the buying agent for payments if they are unable to satisfy their delivery obligations.  ANEEL regulations set forth the fines applicable to electricity agents based on the nature and the materiality of the violation (including warnings, fines, temporary suspension of the right to participate in bids for new concessions, licenses or authorizations and forfeiture).  For each violation, fines may be imposed for up to 2.0% of the concessionaire’s revenues arising from the sale of electricity and services provided (net of taxes) in the 12-month period immediately preceding any assessment notice.

 

ANEEL may also impose restrictions on the terms and conditions of agreements between related parties and, in extreme circumstances, terminate such agreements.

 

A party defaulting on payment of contributions to subsidy funds for the promotion and development of the electricity sector or any other payments due by virtue of the purchase of electricity in the ACR (regulated contract environment) or from Itaipú cannot use tariff adjustments (except for the extraordinary revision).

 

Incentives for the Development of Alternative Sources of Energy

 

Law No. 10,438/02 created certain incentive programs for the use of alternative sources in the generation of electricity (Proinfa).  It assures the purchase of the electricity generated by Eletrobrás for a period of 20 years and financial support from the Banco Nacional do Desenvolvimento, or BNDES.  Other programs include a discount of up to 50% on the distribution or transmission tariffs and a special exception for the consumers with electricity demand in the range of 500-3,000 kW (special consumers) who decide to migrate to ACL (unregulated environment), provided that such consumers purchase electricity from generating companies using alternative sources of electricity.

 

Additionally, the government developed bidding processes for alternative energies (for example, the bidding process for wind projects that was held in December 2009, for 753 MW).

 

Public Bids

 

During 2010, there were four bidding processes for new generation projects, awarding 99 plants for a total of 17,054 MW: 89 plants of NCRE for a total of 2,892 MW, three major hydroelectric plants for a total of 13,353 MW, and seven mid-size hydroelectric plants for a total of 809 MW.

 

Environmental Regulation

 

The Brazilian Constitution gives both the federal and state governments power to enact laws designed to protect the environment and to issue regulations under such laws.  While the federal government has power to enact environmental regulations, state governments have the power to enact more stringent environmental regulations.  Most of the environmental regulations in Brazil are at the state and local level rather than at the federal level.

 

64



Table of Contents

 

Hydroelectric facilities are required to obtain concessions for water rights and environmental approvals.  Thermal electricity generation, transmission and distribution companies are required to obtain environmental approvals from environmental regulatory authorities.

 

Colombia

 

In 1994, the Colombian Congress passed significant reforms to the public utilities industry. These reforms, contained in Law 142 of 1994 (“LSPD”), known as the Public Utility Services Law, and Law 143 of 1994, were the result of constitutional amendments made in 1991, and created the basic legal framework that currently governs the electricity sector in Colombia. The most significant reforms included the opening of the electricity industry to private sector participation, the functional segregation of the electricity sector into four distinct activities (namely generation, transmission, distribution and trading), the creation of an open and competitive wholesale electricity market, the regulation of transmission and distribution activities as regulated monopolies, and the adoption of universal access principles applicable to transmission and distribution networks.

 

Utility companies are required to ensure continuous and efficient service, facilitate the access of low-income users to subsidies granted by the government, inform users regarding efficient and safe use of the services, protect the environment, allow access and interconnection to other public service companies and large customers, cooperate with the authorities in the event of an emergency to prevent damage to users, and report to the authority any commercial start-up of operations.

 

The Colombian Electricity Act sets out the principles for the electricity industry, which are implemented through the resolutions enacted by the Energy and Gas Regulatory Commission, or “CREG.”  Such principles are: efficiency (the correct allocation and use of resources and the supply of electricity at minimum cost);  quality (compliance with technical requirements); continuity (continuous electricity supply without unjustified interruptions);  adaptability (the incorporation of modern technology and administrative systems to promote quality and efficiency); neutrality (impartial treatment to all electricity consumers); solidarity (the provision of funds by high-income consumers to subsidize the subsistence consumption of low-income consumers); and fairness (an adequate and nondiscriminatory supply of electricity to all regions and sectors of the country).

 

The Colombian Electricity Act regulates the generation, trading, transmission, and distribution (the Activities) of electricity.  Under the law, any company, domestic or foreign, may undertake any of the Activities.  New companies, however, must engage exclusively in one of the Activities.  Trading can be combined with either generation or distribution.

 

The market share for generators and traders is limited.  The limit for generators is 25% of the Colombian system Firm Energy. Firm Energy refers to the maximum electric energy that a generation plant is able to deliver on a continuous basis during a year, in extremely dry conditions; for instance, in the case of the El Niño phenomenon.

 

Similarly, a trader may not account for more than 25% of the trading activity in the Colombian NIS. Limitations for traders take into account international energy sales. Market share is calculated on a monthly basis and traders have up to six months to reduce their share when the limit is exceeded.

 

Such limits are applied to economic groups, including companies that are controlled by, or under common control with, other companies. In addition, generators may not own more than a 25% interest in a distributor, and vice versa. However, this limitation only applies to individual companies and does not preclude cross-ownership by companies of the same corporate group.

 

A generator, distributor, trader or an integrated company (i.e., a firm combining generation, transmission and distribution activities), cannot own more than 15% of the equity in a transmission company if the latter represents more than 2% of the national transmission business in terms of revenues. A distribution company can have more than 25% of an integrated company’s equity if the market share of the latter company is less than 2% of the national generation business. A company created before the enactment of Law No.143 is banned from merging with another company created after Law No.143 came into effect.

 

The Ministry of Mines and Energy defines the government’s policy for the energy sector.  Other government entities which play an important role in the electricity industry are: Public Utility Superintendency of Colombia, which is in charge of overseeing and auditing utilities; CREG, which is in charge of regulating the energy and gas sectors; and the Mining and Energy Planning Agency, which is in charge of planning the expansion of the generation and transmission network.

 

65



Table of Contents

 

CREG is empowered to issue regulations that govern technical and commercial operations and to set charges for regulated activities. CREG’s main functions are to establish conditions for gradual deregulation of the electricity sector toward an open and competitive market, approve charges for transmission and distribution networks and charges for retailing to regulated customers, establish the methodology for calculating and establishing maximum tariffs for supplying the regulated market, establish regulations for planning and coordination of operations of the Colombian NIS, establish technical requirements for quality, reliability and security of supply, and protect  customers’ rights.

 

Generation

 

The generation sector is organized on a competitive basis with companies selling their production on the electricity pool market, the wholesale market, at the spot price or by long-term private contracts with other participants and unregulated customers at freely negotiated prices.  The Colombian NIS is the system formed by generation plants, the interconnection grid, regional transmission lines, distribution lines and consumer loads.  The spot price is the price paid by the participant in the wholesale market for energy dispatched under the direction of the Dispatch National Center (CND).  The hourly spot price paid for energy reflects prices offered by generators in the wholesale market and the respective supply and demand conditions.

 

Generators connected to the Colombian NIS can also receive “reliability payments” which are a result of the Firm Energy Obligation that they provide to the system. The Firm Energy Obligation (OEF) is a commitment on the part of generation companies backed by its physical resource capable of producing firm energy during scarcity periods. The generator that acquires an OEF will receive a fixed compensation during the commitment period, whether or not the fulfillment of its obligation is required. To receive reliability payments, generators have to participate in firm energy bids by declaring and certifying their firm energy. Until November 2012, the transition period, the firm energy supply for reliability purposes will be assigned proportionally to the declared firm energy of each generator. Beyond the transition period, the additional firm energy required by the system will be allocated by bids. The only auction held for this period took place in May 6, 2008, when existing generators participated with new generation projects while meeting the established market share limits.

 

Dispatch and Pricing

 

The purchase and sale of electricity can take place between generators, distributors acting in their capacity as traders, traders (who do not generate or distribute electricity) and unregulated customers.  There are no restrictions for new entrants into the market as long as the participants comply with the applicable laws and regulations.

 

The wholesale market facilitates the sale of excess energy that has not been committed under contracts. In the wholesale market, an hourly spot price for all dispatched units is established based on the offer price of the highest priced generating dispatched unit for that period. The CND receives price bids each day from all the generators participating in the wholesale market. These bids indicate prices and the hourly available capacity for the following day. Based on this information, the CND guided by “optimal dispatch” principle (which assumes an infinite transmission capacity through the network), ranks the generators according to their offer price, starting with the lowest bid, and establishing the merit order, on an hourly basis, determining which generators will be dispatched the following day to satisfy expected demand. The price for all generators is set as the most expensive generator dispatched in each hourly period under the optimal dispatch. This price-ranking system is intended to ensure that national demand, increased by the total amount of energy exported to other countries, will be satisfied by the lowest cost combination of available generating units in the country.

 

Additionally, the CND performs the “planned dispatch,” which takes into account the limitations of the network, as well as every other condition necessary to satisfy the energy demands expected for the following day in a safe, reliable and cost-efficient manner. The cost differences between the “planned dispatch” and the “optimal dispatch” are called restrictions costs. The net value of these restrictions is assigned proportionally to all the traders within the Colombian NIS, according to their demands of energy, who pass these costs to the end users. Some generators have initiated legal proceedings arguing that recognized prices do not cover the costs associated with these restrictions.

 

From the second half of 2009 until June 2010, there was a critical hydrological condition in Colombia, due to the presence of the El Niño phenomenon. In order to handle this situation, the Ministry of Mines and Energy and CREG enacted various temporary resolutions to modify the dispatch and pricing rules, in order to ensure system reliability and prevent a possible deficit. Since June 2010, climate conditions have returned to normal and no power outages have occurred.

 

66



Table of Contents

 

Export and Import Electricity

 

Decision CAN 536 of 2002, signed by the countries that participate in the Andean Nations Community (CAN) — Colombia, Ecuador, Bolivia and Peru-, established the general framework for the Subregional interconnection of electrical systems that created a coordinated economic dispatch of the countries involved in the interconnections.  In this context, in March 2003 the interconnection system between Colombia and Ecuador was inaugurated.

 

In November 2009, Decision CAN 720 of 2009 was enacted; it replaced transitorily Decision CAN 536 for a maximum period of two years. Resolutions CREG 160-2009 and 189-2009 adapted the regulatory framework in Colombia according to the new Decision.

 

Transmission

 

Transmission companies which operate at least at 220 kV compose the National Transmission System, or NTS.  They are required to provide access to third parties on equal conditions and are authorized to collect a tariff for their services.  The transmission tariff includes a connection charge that underwrites the cost of operating the facilities, and a usage charge, which applies only to traders.

 

CREG guarantees an annual fixed income to transmission companies.  Income is determined by the new replacement value of the networks and equipment and by the resulting value of bidding processes awarding new projects for the expansion of the NTS.  This value is allocated among the traders of the NTS in proportion to their energy demand.

 

The expansion of the NTS is conducted according to model expansion plans designed by the Mining and Energy Planning Agency and pursuant to bidding processes opened to existing and new transmission companies, which are handled by the Ministry of Mines and Energy in accordance with the guidelines set by CREG.  Accordingly, the construction, operation and maintenance of new projects is awarded to the company that offers the lowest present value of cash flows needed for carrying out the project.  During 2009, CREG defined a transmission charge methodology.

 

Distribution

 

Distribution is defined as the operation of local networks below 220 kV.  Any user may have access to a distribution network for which it pays a connection charge.  CREG regulates distribution prices that should permit distribution companies to recover costs, including operating, maintenance and capital costs operating efficiently.  Distribution charges are set by CREG for each company based on the replacement cost of the existing distribution assets, cost of capital, as well as operational and maintenance costs that vary depending on the voltage level.

 

A new compensation methodology for the distribution was defined by CREG in 2008 that set the WACC at 13.9% before taxes for assets operating at 34.5 kV or less and 13% before taxes for assets operating above 34.5 kV.  CREG also defined a new methodology for the calculation of distribution charges by defining an incentive scheme for administrative, operational and maintenance costs, service quality and energy losses.  During 2009, after auditing the information reported by the companies, CREG defined the new distribution charges applicable from 2009 until 2013.

 

Trading

 

The retail market is divided into regulated and unregulated customers. Customers in the unregulated market may freely contract for electricity supply directly from a generator or a distributor, acting as traders, or from a pure trader.  The unregulated customer market, which for 2010 represented about 32.2% of the market, consists of customers with a peak demand of more than 0.1 MW or a minimum monthly consumption of 55 MWh.

 

Trading is the resale to end users of electricity purchased in the wholesale market.  It may be conducted by generators, distributors or independent agents, which comply with certain requirements.  Parties freely agree upon trading prices for unregulated customers.

 

Trading to regulated customers is subject to the “regulated freedom regime” under which tariffs are set by each trader using a combination of general cost formulas given by CREG and individual trading costs approved by CREG for each trader.  Since CREG approves limits on costs, traders in the regulated market may set lower tariffs for economic reasons.  Tariffs include, among other things, energy procurement costs, transmission charges, distribution charges and a trading margin.

 

67



Table of Contents

 

The tariff formula became effective on February 1, 2008.  The main changes in the new formula are the establishment of a fixed monthly charge and the introduction of reduction costs of non-technical energy losses in the trading charges.  In addition, CREG allows the traders in the regulated market to choose tariff options to manage tariff increments.

 

In order to improve wholesale price formation, CREG is designing a new energy procurement scheme based on long term energy bids, known as Organized Market. The final rules for this new system are still not available, but CREG has this issue on its 2011 agenda.

 

Another trading change is the incorporation of an energy derivatives market. In May 2009, the company Derivex was created by the Bolsa de Valores de Colombia S.A. and XM Compañía de Expertos en Mercados S.A. E.S.P. In October 2010, the company began its operation with the first electricity forward contract, and it also plans to manage in the future derivative contracts related with natural gas and coal.

 

During 2010, CREG strengthened regulatory measures aiming to control default risk by forcing independent traders to leave the market after defaulting.

 

Environmental Regulation

 

The environmental framework in Colombia was established in Law No. 99 of 1993, which also established the Ministry of the Environment as the authority for determining environmental policies.  The Ministry defines issues and executes policies and regulations that focus on the recovery, conservation, protection, organization, administration and use of renewable resources.  Therefore, the use of natural resources or any impact to them as a result of any activity or project will require the issuance of permits and environmental licenses and the establishment of environmental management plans.

 

Any entity planning to develop projects or activities relating to generation, interconnection, transmission or distribution of electricity that may result in environmental deterioration must first obtain an environmental license.

 

According to Law No. 99, generation plants that have a total installed nominal capacity above 10 MW are required to contribute to the conservation of the environment through a payment for their activities at a regulated tariff.  Hydroelectric power plants must pay 6% of their generation and thermoelectric plants must pay 4% of their generation.  This payment is made monthly to the municipalities and environmental corporations where these facilities are located.

 

Peru

 

Industry Structure

 

The general legal framework applicable to the Peruvian electricity industry are: the Law of Electric Concessions (Decree Law No. 25,844) and its ancillary regulations, the Law to Secure the Efficient Development of Electric Generation (Law No. 28,832), the Technical Regulation on the Quality of the Electric Supply (Supreme Decree 020-97), the Electricity Import and Export Regulation (Supreme Decree 049-2005), the Antitrust Law on the Electricity Sector (Law No. 26,876), and the Law that regulates the activity of the Supervisor Organization of Investments in Energy and Mining (Law No. 26,734, together with Law No. 27,699).

 

Some of the characteristics of the regulatory framework are (i) the separation of the three main activities: generation, transmission and distribution; (ii) freedom of prices for the supply of energy in competitive market conditions; (iii) a system of regulated prices based on the principle of efficiency together with a bidding regime; and (iv) private operation of the interconnected electricity systems subject to the principles of efficiency and quality of service.

 

There is one interconnected system, the SEIN, and several isolated regional and smaller systems that provide electricity to specific areas.

 

The Ministry of Energy and Mining, or the MINEM, defines energy policies applicable nationwide, regulates environmental matters applicable to the energy sector and oversees the granting, supervision, maturity and termination of licenses, authorizations and concessions for generation, transmission, and distribution activities.

 

Osinergmin is an autonomous public regulatory entity that controls and enforces compliance with legal and technical regulations related to electrical and hydrocarbon activities, controls and enforces compliance with the obligations stated in the concession contracts, and is responsible for the preservation of the environment in connection with the development of these activities.  Osinergmin’s Tariff Regulatory Bureau has the authority to publish the regulated tariffs.  Osinergmin also controls

 

68



Table of Contents

 

and supervises the bidding processes required by distribution companies to purchase energy from generators.  The Committee of Economic Operation of the System, or COES, coordinates the operation and dispatch of electricity of the SEIN and prepares the technical and financial study that serves as a basis for the annual bus bar price calculations, as defined below.  The COES includes as members the generation, transmission and distribution companies, as well as unregulated customers.

 

Services provided by generation, transmission and distribution companies have to comply with technical standards stated in the Technical Regulations on the Quality of the Electric Supply. Failure to do so might result in the imposition of fines by Osinergmin.

 

Dispatch and Pricing

 

The coordination of electricity dispatch operations, the setting of spot prices and the control and administration of economic transactions that take place in the SEIN are controlled by COES.  Generators can sell energy directly to large customers and buy the deficit or transfer the surplus between contracted energy and actual production in the pool at spot price.  Distribution companies and large customers that have entered into private supply contracts with generation companies pay the contractual price directly to the generator (which includes tolls and compensations for the use of transmission systems) and also pay a toll to distribution companies for the use of their networks.

 

Customers with a demand of less than 200 kW are considered regulated customers, and the supply of their energy is considered as a public service.  Customers whose annual demand is within the range of 200-2,500 kW are free to choose to be considered as regulated or unregulated customers.

 

In 2008, due to gas transport and electricity transmission problems, Osinergmin defined a new rule to calculate spot prices until December 2013.  Decree 049-2008 established two models, one which represented a theoretical dispatch without considering any restrictions and, the other one, considering real dispatch with restrictions.  The spot price is obtained from the theoretical dispatch, and the additional cost of operation resulting from system restrictions are paid to the affected generators through a mechanism established by the authority.

 

Generators receive a capacity payment whose main component is the product of an annual calculation that considers firm power of every power plant connected to the system.  Every year, Osinergmin sets the power price that shall be assigned and paid to each generator pursuant to this concept.

 

Transmission

 

Transmission activities are divided in two categories:  principal, which are for common use and allow the flow of energy through the national grid; and secondary, which are those lines that connect a power plant with the national grid, that connect principal transmission with the network of distribution companies or that connect directly to certain final consumers.  Law No. 28,832, enacted in 2006, also defined “guaranteed transmission systems” and “complementary transmission systems”, applicable to projects commissioned after the enactment of that law.  Guaranteed system lines are the result of a public bid and complementary system lines are freely constructed and exploited as private projects.  Principal and guaranteed system lines are accessible to all generators and allow electricity to be delivered to all customers.  Transmission concessionaires receive an annual fixed income, as well as variable tariff revenues and connection tolls per kW.  The secondary and complementary system lines are accessible to all generators but are used to serve only certain customers who are responsible for making payments related to their use of the system.

 

Distribution

 

The Efficient Development Law (Law No. 28,832), dated July 2006, established a bidding regime for the acquisition of energy and capacity by distributors through a mechanism to determine prices during the life of a contract.  The approval of this mechanism is important to generators, because it sets a mechanism for determining a price for the duration of a contract that is not fixed by the regulator.

 

The new contracts to sell energy to distribution companies for resale to regulated customers must be made at fixed prices determined by public bids.  Only a small part of the electricity purchased by distribution companies (included in old contracts) is still maintained at bus bar prices.  Bus bar prices are set annually by Osinergmin and are the maximum prices for electricity purchased by distribution companies that can be transferred to regulated customers in those contracts.

 

69



Table of Contents

 

The electricity tariff for regulated customers includes charges for capacity and energy for generation and transmission (bus bar prices) and for the VAD which considers a regulated return over capital investments, operating and maintenance fixed charges and a standard percentage for energy distribution losses.

 

During 2010, Edelnor successfully conducted three long term bids, for coverage of the regulated and unregulated market for the 2014-2025 period; the company successfully awarded 100% of the required demand in each bidding process.

 

Concessions and authorizations

 

Generation companies that have a power plant with an installed capacity greater than 500 kW require a concession granted by the MINEM. Similarly, generation companies operating thermal power plants with an installed capacity greater than 500 kW require an authorization granted by the MINEM.

 

A concession for electricity generation activity is an agreement between the generator and MINEM, while an authorization is merely a unilateral permit granted by said public entity.  Authorizations are granted by the MINEM for an unlimited period of time, although their termination is subject to the same considerations and requirements as the termination of concessions under the procedures set forth in the Law of Electrical Concessions (Law No. 25,844), November 19, 1992,  and related regulations.

 

Cold Reserve

 

During 2009, MEM carried out several studies which concluded that, in the near future, SEIN would not tolerate any unavailability of large power plants due to the lack of power generation capacity in the system.  As a result, MEM recommended the construction of new power plants that would serve as backup (“Cold Reserve”) in order to guarantee the flow of electricity to the system and avoid blackouts.  As a result, the government agency in charge of promoting private investments (“Proinversión”) carried out a public bid in August 2010, seeking to secure investments for the addition of an extra 800 MW to the system, divided in three projects located in Talara, Trujillo and Ilo.  Nevertheless, the bid resulted with only two of the projects being awarded: Talara (200 MW, for EEPSA, an affiliate of Endesa Latinoamérica) and Ilo (400 MW, for Enersur, an unrelated company).  These plants will receive regular payments for being permanently available to operate and provide energy to the SEIN whenever the COES calls on them and will also be reimbursed for the fuel costs incurred in generating electricity.

 

Environmental Regulation

 

The environmental legal framework applicable to energy related activities in Peru is set forth in the Environmental Law (Law No. 28,611), dated October 15, 2005, and in the Regulation for Environmental Protection regarding Electricity Activities (Supreme Decree 029-94-EM).  The MINEM dictates the specific environmental legal dispositions applicable to electric activities, and Osinergmin is in charge of supervising certain aspects of their application and implementation. According to the Environmental Law, the Ministry of Environment (created in May 2008) is in charge, as principal duties, of (i) designing the general environmental policies to every productive activity; and (ii) establishing the main guidelines of the different government authorities on their specific environmental sector regulations.  During 2010, most supervision functions regarding the application and implementation of the Environmental Law’s dispositions were transferred from Osinergmin to the Ministry of Environment.

 

In 2008, the MINEM enacted Supreme Decree 050-2008 to promote electricity generation using non conventional renewable energy (NCRE).  Said legal disposition states as a goal that at least 5% of the SEIN’s demand must be supplied using NCRE.  This 5% goal should be increased every five years. Technologies considered as NCRE include biomass, wind, tidal, geothermal, solar and mini-hydro (less than 20 MW) power.

 

Raw Materials

 

For information regarding Enersis’ raw materials, please see “Item 11(a) and 11(b). Quantitative and Qualitative Disclosures About Market Risk — Commodity Price Risk.”

 

70



Table of Contents

 

C.    Organizational Structure.

 

Principal Subsidiaries and Affiliates

 

We are part of a group led by the Italian company, Enel.  Enel owns 92.1% of Endesa Spain, and the latter owns 60.6% of the share capital of Enersis through its Spanish subsidiary Endesa Latinoamérica.

 

Enel is a publicly-traded company headquartered in Italy, primarily engaged in the energy sector, with presence in 23 countries and more than 95,000 MW of installed capacity.  It provides service to 60.9 million clients through its electricity and gas businesses.

 

The following chart shows the relative position of Enersis in the Enel Group, as well as our most important operating subsidiaries and jointly-controlled companies:

 

71



Table of Contents

 

“Enersis’ Simplified Organizational Structure” (*)

 

 

The companies listed in the following table were consolidated by us as of December 31, 2010.  In the case of subsidiaries, our economic interest is calculated by multiplying our percentage economic interest in a directly held subsidiary by the percentage economic interest of any entity in the chain of ownership of such ultimate subsidiary.

 

72



Table of Contents

 

Principal Subsidiaries and Country of Operations

 

% Economic
Ownership of
Main Subsidiary
by Enersis

 

Consolidated
Assets of Each

Main Subsidiary

 

Operating Income
of Each Main
Subsidiary

 

 

 

(in billions of Ch$ except percentages)

 

Electricity Generation

 

 

 

 

 

 

 

Endesa Chile (Chile) (1) 

 

60.0

%

6,034.9

 

890.7

 

Endesa Fortaleza (Brazil)

 

54.3

%

230.3

 

59.1

 

Cachoeira Dourada (Brazil)

 

54.1

%

228.9

 

75.9

 

Electricity Transmission

 

 

 

 

 

 

 

CIEN (Brazil)

 

54.3

%

398.4

 

28.1

 

Electricity Distribution

 

 

 

 

 

 

 

Chilectra (Chile)

 

99.1

%

1,462.0

 

111.8

 

Ampla (Brazil)

 

70.2

%

1,250.0

 

120.7

 

Edesur (Argentina)

 

65.4

%

431.0

 

3.9

 

Edelnor (Peru)

 

57.5

%

433.5

 

64.9

 

Coelce (Brazil)

 

35.3

%

1,043.9

 

181.3

 

Codensa (Colombia)

 

21.7

%

1,141.9

 

207.2

 

Other non-electricity businesses

 

 

 

 

 

 

 

CAM (Chile)

 

100.0

%

97.7

 

-0.7

 

IMV (Chile)

 

100.0

%

68.1

 

7.9

 

Synapsis (Chile)

 

100.0

%

37.9

 

-3.1

 

 


(1)          Endesa Chile consolidated all generation facilities in Chile, Argentina, Colombia and Peru.

 

Endesa Chile (Chile)

 

Endesa Chile is a publicly traded electricity generation company in Chile.  On a stand-alone basis, excluding direct subsidiaries in Chile (described below), Endesa Chile has a total installed capacity of 3,407 MW as of December 2010, with 45 generation units operating in the SIC.  Of the total capacity, nearly 66% comes from hydroelectric power plants, including Ralco with 690 MW, El Toro with 450 MW, Rapel with 377 MW, and Antuco with 320 MW, among others.  Regarding our thermoelectric facilities, nearly 88% are gas/fuel oil power plants, and the rest are coal-steam power plants.  Our economic interest in Endesa Chile is 60.0%.

 

Celta (Chile)

 

Celta was formed in 1995 to build and operate two thermoelectric plants in the SING: a coal-fired plant with an installed capacity of 158 MW and a gas/fuel oil power plant with 24 MW of installed capacity.  Celta is wholly-owned by Endesa Chile. Our economic interest in Celta is 60.0%.

 

Endesa Eco (Chile)

 

On April 18, 2005, Endesa Chile created Endesa Eco S.A., whose objectives are the promotion and development of renewable energy projects such as mini-hydro, wind, geo-thermal, solar and biomass power plants and to act as the depositary and trader of emission reduction certificates obtained by these projects.  As of December 2010, Endesa Eco’s installed capacity was 87 MW.  Endesa Eco is a wholly-owned subsidiary of Endesa Chile.  Our economic interest in Endesa Eco is 60.0%.

 

73



Table of Contents

 

San Isidro (Chile)

 

San Isidro, a company wholly-owned by Endesa Chile, was incorporated in Chile in 1996 to build and operate a 379 MW combined-cycle thermal plant in Quillota, in the Valparaíso Region.  The plant began commercial operations in 1998.  A 220 kV transmission line of 9 kilometers was built to connect this thermal plant to the SIC.  This transmission system is owned by Transquillota Ltda., in which San Isidro has a 50% interest.  Our economic interest in San Isidro is 60.0%.

 

Pangue (Chile)

 

Pangue was incorporated to build and operate a 467 MW installed capacity hydroelectric power station in the Bío-Bío River.  The first unit started operations in 1996, and the second unit started operations in 1997.  Endesa Chile holds 95% of Pangue’s share capital.  Our economic interest in Pangue is 57.0%.

 

Pehuenche (Chile)

 

Pehuenche, a generation company connected to the SIC, owns three hydroelectric facilities south of Santiago in the high rainfall hydrological basin of the Maule River, with a total installed capacity of 699 MW.  The 570 MW Pehuenche plant started operations in 1991, the 89 MW Curillinque plant started operations in 1993, and the 40 MW Loma Alta plant started operating in 1997.  Endesa Chile holds 92.7% of Pehuenche.  Our economic interest in Pehuenche is 55.6%.

 

Endesa Costanera (Argentina)

 

Endesa Costanera is a publicly traded electricity generation company in Argentina, with 2,324 MW of total installed capacity in Buenos Aires, including six steam turbines with an aggregate capacity of 1,138 MW which burn oil and gas, and two natural gas combined cycle facilities with a total installed capacity of 1,186 MW.  The company was acquired from the Argentine government after the privatization of Servicios Eléctricos del Gran Buenos Aires S.A. in 1992, when Endesa Chile acquired a 24% interest.  In February 2007, Endesa Chile increased its total ownership to the current level of 69.8%.  Our current economic interest in Endesa Costanera is 41.9%.

 

El Chocón (Argentina)

 

El Chocón is an electricity generation company, incorporated in Argentina, located between the Neuquén and Río Negro provinces, in the Comahue Basin in southern Argentina.  It has two hydroelectric power stations with an aggregate installed capacity of 1,328 MW.  A 30-year concession, which expires in 2023, was granted by the Argentine government to our subsidiary, Hidroinvest S.A., which bought 59.0% of the shares in July 1993 during the privatization process.  Endesa Chile operates El Chocón for a fee pursuant to an operating agreement with a term equal to the duration of the concession.  In March 2007, Endesa Chile increased its beneficial interest in El Chocón from 44.8% to 65.4%.  Our economic interest in El Chocón is 39.2%.

 

Edegel (Peru)

 

Edegel is an electricity generation company, acquired by Endesa Chile in 1995.  It currently owns seven hydroelectric plants and two thermal plants, with a combined installed capacity of 1,668 MW.  In October 2009, Endesa Chile purchased an additional 29.4% share in Edegel from Generalima, a subsidiary of Endesa Latinoamérica.  Thus, Endesa Chile increased its beneficial ownership in Edegel from 33.1% to 62.5%.  Our economic interest in Edegel is 37.5%.

 

In May 2009, as contemplated in the contract signed by Edegel in 2000 for the financing of the Yanango and Chimay projects, the equity contribution for the subsidiary Chinango S.A.C., constituted in March 2008, took place.  Edegel holds an 80% share of Chinango, and Peruana de Energía S.A.A. owns the remaining 20% share.

 

Emgesa (Colombia)

 

Emgesa has a total installed generating capacity of 2,914 MW, of which 85% corresponds to hydroelectric power plants and the remaining to thermoelectric power plants.  On September 1, 2007 Central Hidroeléctrica Betania S.A. E.S.P. and Emgesa S.A. E.S.P. were merged into Betania, which then adopted the name of “Emgesa S.A. E.S.P.”

 

On September 15, 1997, Central Hidroeléctrica Betania, through its former subsidiary Inversiones Betania S.A. and in association with Endesa Desarrollo S.A. of Spain, was awarded control of Emgesa through Capital de Energía S.A. (CESA), with 48.5% of the shares.  On January 30, 2006, due to a company restructuring, CESA ceased to exist.  On March 2, 2006,

 

74



Table of Contents

 

Emgesa purchased the assets of Termocartagena (208 MW) through a public tender process.  Empresa de Energía de Bogotá S.A. has a direct participation in Emgesa of 51.5%.  Endesa Chile’s beneficial ownership in Emgesa is 26.9%, even though it has 31.3% of the voting rights, and due to a transfer of rights from another subsidiary of Endesa Spain, has the right to appoint the majority of the Board members and, therefore, controls Emgesa.  Our economic interest in Emgesa is 16.1%.

 

Endesa Brasil (Brazil)

 

In 2005, Endesa Brasil was formed as a company to manage all generation, transmission and distribution assets that Endesa Latinoamérica, Enersis, Endesa Chile and Chilectra held in Brazil; namely, through Ampla, Endesa Fortaleza, Investluz, CIEN, Cachoeira Dourada and Coelce.  Enersis has a beneficial interest of 54.3% in Endesa Brasil.

 

CIEN (Brazil)

 

CIEN is a Brazilian transmission company, wholly-owned by Endesa Brasil.  Cien transmits electricity from two transmission lines between Argentina and Brazil covering a distance of 500 kilometers.  CIEN consolidates CTM and TESA, which operate the Argentine side of the interconnection line with Brazil.  Our economic interest in CIEN is 54.3%.

 

Ampla (Brazil)

 

Ampla is the second largest electricity distribution company in the State of Rio de Janeiro, Brazil.  Ampla is engaged mainly in the distribution of electricity to 66 municipalities of the State of Rio de Janeiro and serves 2.6 million customers in a concession area of 32,615 square kilometers.  As of December 31, 2010, we had a 70.2% economic interest in Ampla.

 

Coelce (Brazil)

 

Coelce is the sole electricity distributor in the State of Ceará, in northeastern Brazil.  As of December 31, 2010, Coelce served over 3.1 million customers within a concession area of 148,825 square kilometers.  We hold a 35.3% economic interest in Coelce.

 

Chilectra (Chile)

 

Chilectra is one of the largest electricity distribution companies in Chile as measured by the number of regulated clients, distribution assets and energy sales.  Chilectra operates in a concession area of 2,118 square kilometers in the Santiago metropolitan area serving approximately 1.6 million customers.  Our economic interest in Chilectra is 99.1%.

 

Edesur (Argentina)

 

Edesur is the second largest electricity distribution company in Argentina measured by energy purchases.  Edesur operates in a concession area of 3,309 square kilometers.  Edesur distributes electricity in the south-central part of the greater Buenos Aires metropolitan area serving approximately 2.4 million customers.  Our economic interest in Edesur is 65.4%

 

Codensa (Colombia)

 

Codensa is an electricity distribution company that serves a concession area of 18,217 square kilometers in Bogotá and 96 other municipalities in the Department of Cundinamarca, Tolima and Boyacá where it serves approximately 2.6 million customers.

 

We hold a 21.7% economic interest in Codensa, and due to a transfer of rights from another Endesa Spain subsidiary, we appoint the majority of the Board members and, therefore, control this company.

 

Edelnor (Peru)

 

Edelnor is a Peruvian electricity distribution company.  Edelnor operates in a concession area of 2,440 square kilometers.  Ite has an exclusive concession to distribute electricity in the northern part of the Lima metropolitan area, some provinces of the Lima department such as Huaral, Huaura, Barranca and Oyón, and in the adjacent province of Callao.  It As of December 31, 2010, Edelnor distributed electricity to approximately 1.1 million customers.  We hold 57.5% of the economic interest in Edelnor.

 

75



Table of Contents

 

IMV (Chile)

 

IMV, a wholly owned subsidiary, develops real estate projects in Chile and represented less than 0.2% of our 2010 operating revenues before consolidation adjustments.

 

Selected Related and Jointly-Controlled Companies

 

Cemsa (Argentina)

 

Cemsa is responsible for trading electricity.  As of the date of this report, Endesa Chile has an indirect ownership holding in Cemsa of 45%.  Cemsa’s other shareholder is Endesa Spain through Endesa Latinoamérica. Our economic interest is 27.0%.

 

Electrogas (Chile)

 

Electrogas was constituted in 1996.  This company offers natural gas transportation services to the Valparaíso Region in Chile, especially to the San Isidro and Nehuenco combined-cycle plants at Quillota.  Endesa Chile has a beneficial interest of 42.5% share in this company.  The other shareholders are Colbún S.A. and ENAP.  Our economic interest is 25.5%.

 

GasAtacama (Chile)

 

Endesa Chile has a 50% beneficial interest in GasAtacama, located in the northern region of Chile.  Since 2007, Southern Cross Latin America Private Equity Fund III, L.P. owns the remaining 50% beneficial interest.  Subsidiaries of this holding company were Gasoducto Atacama Chile S.A., Gasoducto Atacama Argentina S.A. and GasAtacama Generación S.A., which are involved in electricity generation and natural gas transportation.  On November 28, 2008, GasAtacama Generación S.A. and Gasoducto Atacama Chile S.A. merged into GasAtacama Generación S.A., which changed its name to GasAtacama Chile S.A.  Our economic interest is 30.0%.

 

HidroAysén (Chile)

 

HidroAysén was incorporated in March 2007.  Endesa Chile has a 51% ownership interest and Colbún S.A. the remaining 49%.  The company was created to develop and exploit the Aysén project, a hydroelectrical project located in the Aysén Region, in the southern region of Chile.  Our economic interest is 30.6%.

 

GNL Quintero

 

GNL Quintero was incorporated on March 9, 2007.  Endesa Chile has a 20% ownership interest and the remaining interest is owned by British Gas (40%), ENAP (20%) and Metrogas (20%).  This company operates a LNG regasification facility located in Quintero Bay whereby LNG is unloaded, stored and regasified.

 

This project was built by Chicago Bridge & Iron and currently has a regasification capacity of 9.6 million m3 per day and two 160,000 m3 LNG containment tanks.  Our economic interest is 12.0%.

 

D.            Property, Plants and Equipment.

 

Property, Plants and Equipment of Generating Companies

 

We conduct our generation business through our subsidiaries, Endesa Chile and Endesa Brasil.  Endesa Chile consolidates revenues from generating companies in Argentina, Colombia and Peru, which involve a total of 26 generation power plants detailed below, which together with the plants in Chile, total 54 power plants.  Endesa Brasil has operations only in Brazil, with two generation power plants and a transmission system consisting of two 2,100 MW transmission lines 500 kilometers long, linking Rincón de Santa María en Argentina with Itá in Santa Catarina state in Brazil.

 

A substantial portion of our generating subsidiaries’ cash flow and net income is derived from the sale of electricity produced by its electricity generation facilities.  Significant damage to one or more of their main electricity generation facilities or interruption in the production of electricity, whether as a result of an earthquake, flood, volcanic activity or any

 

76



Table of Contents

 

other such cause, could have a material adverse effect on their operations.  Our generating subsidiaries insure all electricity generation facilities against damage due to earthquakes, fires, floods, other Acts of God (but not for prolonged droughts, which is a risk not covered by insurance companies) and from damage due to third-party actions, based on the appraised value of the facilities as determined from time to time by an independent appraiser.  Based on geological, hydrological and engineering studies, management believes that the risk of an event with a material adverse effect is remote.  Claims under our generating subsidiaries’ insurance policies are subject to customary deductibles and other conditions.  We also maintain business interruption insurance providing for coverage for failure of any of our facilities for a period of up to 24 months, including the deductible period.

 

The insurance coverage taken for non-Chilean property is approved by each company’s management, taking into account the quality of the insurance companies and the needs, conditions and risk evaluations of each generating facility, and is based on general corporate guidelines.

 

All insurance policies are purchased from reputable international insurers.  We continuously monitor and meet with the insurance companies in order to obtain what we believe is the most commercially reasonable insurance coverage.

 

The following table identifies the power plants that we own, at the end of each year, and their basic characteristics:

 

 

 

 

 

 

 

Installed Capacity

Country/Company

 

Power Plant Name

 

Power Plant Type (1)

 

2008

 

2009

 

2010

 

 

 

 

 

 

 

 

MW

 

 

Argentina

 

 

 

 

 

 

 

 

 

 

Endesa Costanera

 

Total

 

 

 

2,324

 

2,324

 

2,324

 

 

Endesa Costanera Steam Turbine

 

Steam Turbine/Natural Gas+ Fuel Oil

 

1,138

 

1,138

 

1,138

 

 

Endesa Costanera Combined Cycle II

 

Combined Cycle/Natural Gas+Diesel Oil

 

859

 

859

 

859

 

 

Central Buenos Aires Combined Cycle I

 

Combined Cycle/Natural Gas

 

327

 

327

 

327

 

 

 

 

 

 

 

 

 

 

 

El Chocón

 

Total

 

 

 

1,328

 

1,328

 

1,328

 

 

Chocón

 

Reservoir

 

1,200

 

1,200

 

1,200

 

 

Arroyito

 

Pass-through

 

128

 

128

 

128

Total Capacity in Argentina

 

 

 

 

 

3,652

 

3,652

 

3,652

 

 

 

 

 

 

 

 

 

 

 

Brazil

 

 

 

 

 

 

 

 

 

 

Cachoeira Dourada

 

Cachoeira Dourada

 

Pass Through

 

665

 

665

 

665

Endesa Fortaleza

 

Endesa Fortaleza

 

Combined Cycle/ Gas

 

322

 

322

 

322

Total Capacity in Brazil

 

 

 

 

 

987

 

987

 

987

 

 

 

 

 

 

 

 

 

 

 

Chile

 

 

 

 

 

 

 

 

 

 

Endesa Chile

 

Total

 

 

 

3,139

 

3,446

 

3,407

 

 

Total Hydroelectric

 

 

 

2,286

 

2,290

 

2,290

 

 

Rapel

 

Reservoir

 

377

 

377

 

377

 

 

Cipreses

 

Reservoir

 

106

 

106

 

106

 

 

El Toro

 

Reservoir

 

450

 

450

 

450

 

 

Los Molles

 

Pass-through

 

18

 

18

 

18

 

 

Sauzal

 

Pass-through

 

77

 

77

 

77

 

 

Sauzalito

 

Pass-through

 

12

 

12

 

12

 

 

Isla (2)

 

Pass-through

 

68

 

70

 

70

 

 

Antuco

 

Pass-through

 

320

 

320

 

320

 

 

Abanico

 

Pass-through

 

136

 

136

 

136

 

 

Ralco

 

Reservoir

 

690

 

690

 

690

 

 

Palmucho (3)

 

Pass-through

 

32

 

34

 

34

 

 

Total Thermal

 

 

 

853

 

1,156

 

1,117

 

 

Huasco (4)

 

Steam Turbine/Coal

 

16

 

16

 

0

 

 

Bocamina

 

Steam Turbine/Coal

 

128

 

128

 

128

 

 

Diego de Almagro (5)

 

Gas Turbine/ Diesel Oil

 

47

 

47

 

24

 

 

Huasco

 

Gas Turbine/IFO 180 Oil

 

64

 

64

 

64

 

 

Taltal

 

Gas Turbine/Natural Gas+Diesel Oil

 

245

 

245

 

245

 

 

San Isidro 2 (6)

 

Combined Cycle /Natural Gas+Diesel Oil

 

353

 

399

 

399

 

 

Quintero (7)

 

Gas Turbine/Natural Gas+Diesel Oil

 

 

257

 

257

Pehuenche

 

Total

 

 

 

699

 

699

 

699

 

 

Pehuenche

 

Reservoir

 

570

 

570

 

570

 

77



Table of Contents

 

 

 

Curillinque

 

Pass-through

 

89

 

89

 

89

 

 

Loma Alta

 

Pass-through

 

40

 

40

 

40

Pangue

 

Pangue

 

Reservoir

 

467

 

467

 

467

San Isidro

 

San Isidro

 

Combined Cycle /Natural Gas+Diesel Oil

 

379

 

379

 

379

Celta

 

Total

 

 

 

182

 

182

 

182

 

 

Tarapacá

 

Steam Turbine/Coal

 

158

 

158

 

158

 

 

Tarapacá

 

Gas Turbine/Diesel Oil

 

24

 

24

 

24

Endesa Eco

 

Total

 

 

 

27

 

87

 

87

 

 

Canela

 

Wind Farm

 

18

 

18

 

18

 

 

Canela II (8)

 

Wind Farm

 

 

60

 

60

 

 

Ojos de Agua

 

Pass-through

 

9

 

9

 

9

Gasatacama

 

Atacama

 

Combined Cycle /Natural Gas+Diesel Oil

 

390

 

390

 

390

Total Capacity in Chile

 

 

 

 

 

5,283

 

5,650

 

5,611

 

 

 

 

 

 

 

 

 

 

 

Colombia

 

 

 

 

 

 

 

 

 

 

Emgesa

 

Total

 

 

 

2,895

 

2,895

 

2,914

 

 

Guavio

 

Reservoir

 

1,213

 

1,213

 

1,213

 

 

Paraíso

 

Reservoir

 

276

 

276

 

276

 

 

La Guaca

 

Pass-through

 

325

 

325

 

325

 

 

Termozipa

 

Steam Turbine/Coal

 

236

 

236

 

236

 

 

Cartagena

 

Steam Turbine/ Natural Gas + Diesel Oil

 

208

 

208

 

208

 

 

Minor plants (9)

 

Pass-through

 

96

 

96

 

116

 

 

Betania

 

Reservoir

 

541

 

541

 

541

Total Capacity in Colombia

 

 

 

 

 

2,895

 

2,895

 

2,914

Peru

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Edegel

 

Total

 

 

 

1,467

 

1,473

 

1,474

 

 

Huinco

 

Pass-through

 

247

 

247

 

247

 

 

Matucana

 

Pass-through

 

129

 

129

 

129

 

 

Callahuanca

 

Pass-through

 

80

 

80

 

80

 

 

Moyopampa

 

Pass-through

 

65

 

65

 

66

 

 

Huampani

 

Pass-through

 

30

 

30

 

30

 

 

Yanango (10)

 

Pass-through

 

43

 

 

 

 

Chimay (10)

 

Pass-through

 

151

 

 

 

 

Santa Rosa (11) (12)

 

Gas Turbine/Diesel Oil

 

229

 

430

 

429

 

 

Ventanilla

 

Combined Cycle/Natural Gas

 

493

 

493

 

493

Chinango

 

Total

 

 

 

0

 

194

 

194

 

 

Yanango

 

Pass-through

 

 

43

 

43

 

 

Chimay

 

Pass-through

 

 

151

 

151

Total Capacity in Peru

 

 

 

 

 

1,467

 

1,667

 

1,668

Consolidated Capacity

 

 

 

 

 

14,284

 

14,851

 

14,833

 


(1)

Reservoir and pass-through refer to a hydroelectric plant that uses a dam or a river, respectively, to move the turbines which generate electricity.

 

“Steam” refers to the technology of a thermal power plant that uses natural gas, coal, diesel or fuel oil, to produce steam that moves the turbines to generate the electricity.

 

“Gas Turbine” (GT) or “Open Cycle” refers to the technology of a thermal power plant that uses either diesel or natural gas to produce gas that moves the turbines to generate the electricity.

 

“Combined Cycle” refers to the technology of a thermal power plant that uses natural gas, diesel oil or fuel oil to generate gas that first moves the turbines to generate electricity and then recovers the gas that escapes from that process to generate steam to move another turbine.

 

“Wind Farm” refers to the technology that transforms the kinetic energy of wind into electricity.

(2)

In December 2009, the CDEC-SIC recognized an increase in the installed capacity of the Isla power plant, from 68 MW to 70 MW.

(3)

In December 2009, the CDEC-SIC recognized an increase in the installed capacity of the Palmucho power plant, from 32 MW to 34 MW.

(4)

The commercial operation of Huasco’s steam/coal turbine ended on July 31, 2010.

(5)

Until March 2010, it included one additional unit of Diego de Almagro (23 MW), which Endesa Chile had rented from Codelco since 2001.

(6)

In December 2009, the CDEC-SIC recognized an increase in the installed capacity of the San Isidro 2 power plant, from 353 MW to 399 MW, due to the use of GNL as a replacement for diesel.

 

78



Table of Contents

 

(7)

In July and September 2009, the first and second unit started their commercial operations with a gross output of 129 MW and 128 MW, respectively.  The Quintero power plant was finally declared as having a gross capacity of 257 MW, in open cycle operating with diesel, and from December 2009, it is also able to operate with natural gas from the LNG re-gasification plant.

(8)

In December 2009, the Canela II wind farm started its commercial operations with a total declared capacity of 60 MW.

(9)

Minor plants are registered with a total capacity of 116 MW.  As of December 31, 2010 Emgesa owned and operated six minor plants: Charquito, El Limonar, La Tinta, Tequendama, La Junca and San Antonio.

(10)

In May 2009, Yanango and Chimay power plants were transferred to Chinango, Edegel’s subsidiary.

(11)

During 2008, the installed capacity of Santa Rosa was redefined as required by the relevant authority.

(12)

In September 2009, the gas turbine, corresponding to the expansion of Santa Rosa thermal plant started its commercial operations with a gross capacity of 193 MW.  In November 2009, a capacity increase of 7 MW was recognized, reaching 200 MW.  Additionally, in April 2009, a capacity increase of 0.61 MW in the TG7 turbine of the Santa Rosa plant was also recognized.

 

As of December 31, 2010, the Company has certified under the ISO 14,001 Standard the Environmental Management System of its 56 generation facilities in South America.  In turn, the electricity generation certified under this standard was equivalent to 99.6% of the total production, equivalent to 57,546 GWh.

 

Investment Projects Completed during 2010

 

Argentina. Manuel Belgrano and San Martín Power Plant Projects

 

Two power plant projects, Manuel Belgrano and San Martín, both related to Endesa Chile through its subsidiaries, Endesa Costanera and El Chocón, were completed during 2010.  Each project consisted of the installation of a combined cycle gas turbine, the first located next to Campana (80 kilometers north of Buenos Aires), and the second, in Timbúes (35 kilometers north of Rosario).

 

The Manuel Belgrano power plant was declared in commercial operations as a combined cycle plant on January 7, 2010 with an installed capacity of 848 MW. The annual generation during 2010 was 4,018 GWh. The San Martín power plant started its commercial operations as a combined cycle on February 2, 2010 with an installed capacity of 849 MW.  The annual generation during 2010 was 3,139 GWh.

 

Chile. LNG Receiving Terminal at Quintero, Valparaíso Region

 

In May 2007, as part of a consortium with ENAP, Metrogas and British Gas, in which Endesa Chile participates with a 20% stake, we agreed to construct the LNG regasification facility in Quintero Bay.  Partial commercial operations began in September 2009 and full commercial operations began on January 1, 2011. During 2010, 26 commercial ships unloaded LNG in this facility, and Endesa Chile consumed 978 million m3 of LNG during that period.

 

Projects under Construction

 

Chile. Bocamina Power Plant Expansion, Second Unit

 

Located in the district of Coronel, Bío-Bío Region, the project benefits from the existing harbor services, as well as some ancillary facilities of the first unit, built for coal storing and ashes disposal.  This second unit will use pulverized coal and technology for emissions reduction.  Its installed capacity is estimated at 370 MW.  As a result of the February 27, 2010 earthquake, which severely affected the Bío-Bío Region, the start-up date, originally expected for December 2010, has been postponed until the second half of 2011. This project is being financed with internally generated funds.

 

Colombia. El Quimbo Hydroelectric Project

 

El Quimbo hydroelectric project is located in the department of Huila, on the Magdalena River, upstream of the Betania power plant.  Its installed capacity will be 400 MW through two generation units.  We expect that the project will start operations by December 2014.  This project will be financed mainly with resources to be provided by external financing and to a lesser extent by internally generated funds of Emgesa.

 

In 2009, the Ministry of the Environment approved the environmental license and building permission.  As a result of the awarding process, Emgesa assumed a Firm Energy Obligation for El Quimbo starting in December 2014.

 

79



Table of Contents

 

The principal contracts, corresponding to the civil works and the manufacture, supply and assembly of the equipment, were awarded to the Impregilo — OHL consortium and the Alstom — Schrader Camargo consortium.

 

Projects under Development

 

The estimated investments disclosed in this section aggregate the funds that the Company expects to spend in nominal dollars in each year.  Budgeted amounts include connecting lines that could eventually be owned by third parties and paid as tolls.  In general terms, projects are expected to be financed with resources to be provided by external financing as well as internally generated funds for each of the companies described.

 

We continuously analyze different growth opportunities in the countries in which we participate.  Thus, the expected start-up for each project is continuously assessed and will be defined based on the commercial opportunities and the financing capacity of the Company to fund these projects.  The most relevant projects in the pipeline are as follows:

 

Chile. Los Cóndores Project

 

The Los Cóndores project will be located in the Maule Region.  It consists of the construction of a pass-through hydroelectric plant of 150 MW installed capacity, which will use the waters from the Maule lake reservoir through an adduction system 12 kilometers long.  The plant will be connected to the SIC at the Ancoa substation.

 

The project is completing its feasibility study for a revised version that implies the construction of a tunnel with TBM technology (tunnel machinery) which involves higher efficiencies, safety standards and a lower environmental impact.

 

The environmental approval procedures for the line connecting with the SIC began in October 2010.  Total estimated investment is in the range of $ 450-$ 500 million, of which $ 21 million have been paid.  Start-up is expected no earlier than the second half of 2016.  Until now, this project has been financed with resources provided by Endesa Chile.  During 2011, we expect to present a modification to the environmental impact study, conclude the basic engineering studies and start the bidding process for construction.

 

Chile. Neltume and Choshuenco Hydroelectric Projects

 

The Neltume and Choshuenco projects are located in Los Ríos Region, on the upper part of the Valdivia River basin.  The Neltume project consists of a 490 MW installed capacity pass through hydro plant.  The Choshuenco project uses the flows of the Llanquihue River at its source, at the junction with the Fuy and Neltume Rivers, with the possibility of building a pass through hydroplant of approximately 130 MW.  Total estimated investment for the Neltume project is in the range of $ 850-$ 900 million, of which $ 28 million have been paid.  For Choshuenco, total estimated investment is in the range of $ 400-$ 450 million, of which $ 5 million have been paid.  Start-up is expected no earlier than the second half of 2017 for the Neltume project and first half of 2018 for the Choshuenco project. Until now, both projects have been financed with resources provided by Endesa Chile.

 

The Neltume project is at its basic engineering stage and some design improvements continue to be analyzed. On December 2, 2010, the project’s environmental impact assessment was re-submitted and was accepted for process on December 10, 2010 by the environmental authority. The project for the Neltume-Pullinque transmission line was submitted to the environmental evaluation system on December 9, 2010, and was accepted for process on December 16, 2010.  The Choshuenco project is in a stage of analyzing alternatives.

 

Chile. HidroAysén Project

 

The HidroAysén hydroelectric project consists of five hydroelectric power stations, with an aggregate installed capacity of 2,750 MW, two of which are in the Baker River (660 MW and 360 MW) and the other three are in the Pascua River (770 MW, 500 MW, and 460 MW).  Connection to the SIC consists of a 500 kV high-voltage direct current (HVDC) transmission line with an extension of approximately 2,000 kilometers.  Estimated investment for Endesa Chile’s 51% participation is in the range of $ 2,700-$ 3,200 million, of which $ 92 million have been paid.  Start-up of the first unit is expected no earlier than the second half of 2019.  Until now, our stake in this project has been financed with resources provided by Endesa Chile.  On May 9, 2011 the environmental authorities approved the Environmental Impact Assessment presented for the HidroAysén project.

 

80



Table of Contents

 

On December 31, 2009, the contract with Transelec for the provision of services for the development of the pro-forma project and environmental assessments for the HVDC line for transporting electricity to the SIC expired. Effective January 1, 2010 HidroAysén assumed the management of all the contracts that were in effect at that date, including those associated with the preparation of the environmental impact study.  In February 2010, the evaluation of requests from third parties interested in using transmission line the capacity was completed, thus complying with the open-season process established in Condition No.1 of resolution No.022/2007 of the Antitrust Tribunal, without any of the interested companies presenting the payment of the amount corresponding to the line’s preliminary costs and evaluation.

 

Different communications’ initiatives were continued with the region’s inhabitants, with the communities and local authorities, and at a nationwide level, showing the principal advantages of hydroelectricity to the different stakeholders of the project. Additionally, HidroAysén has assumed a voluntary commitment to provide cheaper energy to the Aysén Region, which currently pays one of the highest electricity costs in the country.  This project consists of increasing the energy availability in the region by 26.6 MW, mainly through mini-hydroelectric plants.

 

The construction of the HidroAysén project is expected to improve road infrastructure, telecommunications coverage, and the development of new services associated with the construction, especially housing, meals, transport and commerce.  In addition, it will create new jobs, which would rise to a monthly average of 2,260, with a peak of 5,000 at the stage of highest demand.

 

Chile. Punta Alcalde Power Plant

 

The project consists of the construction of a thermoelectric plant with two steam-coal units, with a total installed capacity of 740 MW, located in the Atacama Region.  The plant will be connected to the SIC at the Maitencillo substation through a 220 kV transmission system.

 

Total estimated investment for the first unit of this plant is in the range of $ 1,050-$ 1,100 million, of which $ 14 million have been paid.  Start-up is expected no earlier than first half of 2016.  Until now, this project has been financed with resources provided by Endesa Chile.

 

The project is in its feasibility stage and on-site studies are being made.  The project’s environmental impact study process, which was submitted on February 27, 2009, is continuing.  As of December 2010, progress was being made in preparing responses to the ICSARA No.3.

 

Chile.  Piruquina Mini Hydro Project

 

The project is developed by Endesa Eco and is located in the Chiloé Island, 17 km from Castro.  It consists of a pass-through hydroelectric power plant which will use water flow from the Carihueico River.  According to the feasibility study, the installed capacity will be 7.6 MW. The plant will be connected to the SIC at the Pid-Pid substation, located about 10 kilometers from the plant.

 

Total estimated investment is in the range of $ 25-$ 30 million, of which $ 3 million have been paid.  Start-up is expected no earlier than the first half of 2013.  Until now, this project has been financed with resources provided by Endesa Chile.

 

In November 2009, the Los Lagos Region Corema approved the environmental impact study.  On December 10, 2010, the notice to proceed was given to the company CON-PAX for stage No.1 of the EPC contract, which includes the preparation of the basic engineering and obtaining of the environmental and other permits.  Once stage No.1 is completed, Endesa Eco can give notice to proceed for stage No.2, corresponding to the construction of the plant.

 

Peru. Curibamba Hydroelectric Project

 

This corresponds to a 188 MW plant located in the department of Junín and which uses waters from the rivers Comas and Uchubamba, in the upper part of the river where the Chimay power plant is located.

 

81



Table of Contents

 

Total estimated investment for this plant is in the range of $ 300-$ 350 million, of which $ 3 million have been paid.  Start-up is expected no earlier than the second half of 2016.  Until now, this project has been financed with resources provided by Edegel.

 

On September 16, 2010 the environmental impact study of the generating plant was submitted to the Energy Environmental Affairs Authority (DGAAE).  The preparation of the environmental impact study for the transmission line has begun in October 2010.  Progress was also made during 2010 in carrying out the topographical and bathymetric studies, the study of the property deed and diagnosis of the social-economic situation of the inhabitants of the project’s area of influence.

 

Property, Plants and Equipment of Distribution Companies

 

We also have significant interests or investments in electricity distribution.  The description of each distribution company is included in this “Item 4.  Information on the Company.”  The table set forth below describes our main equipment used for our distribution business, such as transmission lines, substations, distribution networks and transformers.

 

We are insured against damage to substations, transformers that are within the substations, the distribution network that is not farther than 1 kilometer from the substations and administrative buildings.  Risks covered include losses caused by fires, explosions, earthquakes, floods, lightning, damage to machinery and other such events.  Insurance policies include liability clauses, which protect our companies from complaints made by third parties.  Transmission lines and the equipment attached to them do not qualify as insurable assets for property damage, although they have insurance policies including civil liability clauses for damages against third parties caused by these transmission installations.

 

TABLE OF DISTRIBUTION FACILITIES

 

General Characteristics

 

 

 

 

 

Concession Area

 

Transmission
Lines (km) (1)

 

 

 

Location

 

(km2)

 

2008

 

2009

 

2010

 

Chilectra

 

Chile

 

2,118

 

355

 

355

 

355

 

Edesur

 

Argentina

 

3,309

 

1,160

 

1,162

 

1,162

 

Edelnor

 

Peru

 

2,440

 

425

 

436

 

449

 

Ampla

 

Brazil

 

32,615

 

2,333

 

2,333

 

2,339

 

Coelce

 

Brazil

 

148,825

 

4,244

 

4,312

 

4,351

 

Codensa

 

Colombia

 

14,087

 

1,227

 

1,240

 

1,240

 

EEC

 

Colombia

 

4,130

 

 

34

 

35

 

Total

 

 

 

207,524

 

9,744

 

9,872

 

9,932

 

 


(1)   The transmission lines consist of circuits with voltages in the 27-220 kV range.

 

Power and Interconnection Substations and Transformers (1)

 

 

 

2008

 

2009

 

2010

 

 

 

Number of
Substations

 

Number of
Transformers

 

Capacity
(MVA)

 

Number of
Substations

 

Number of
Transformers

 

Capacity
(MVA)

 

Number of
Substations

 

Number of
Transformers

 

Capacity
(MVA)

 

Chilectra

 

53

 

148

 

6,652

 

53

 

149

 

6,729

 

53

 

152

 

6,904

 

Edesur

 

66

 

171

 

11,406

 

67

 

173

 

11,481

 

67

 

173

 

11,481

 

Edelnor

 

29

 

64

 

2,452

 

29

 

64

 

2,572

 

29

 

67

 

2,757

 

Ampla

 

116

 

226

 

4,376

 

117

 

226

 

4,434

 

116

 

222

 

4,386

 

Coelce

 

95

 

151

 

2,145

 

97

 

154

 

2,211

 

98

 

156

 

2,273

 

Codensa

 

61

 

206

 

7,460

 

62

 

208

 

7,524

 

62

 

211

 

7,665

 

EEC

 

 

 

 

23

 

32

 

161

 

23

 

31

 

170

 

Total

 

420

 

966

 

34,491

 

448

 

1,006

 

35,112

 

448

 

1,012

 

35,636

 

 


(1)   Voltage of these transformers is in the range of 500 kV (high voltage) and 7 kV (medium voltage).

 

82



Table of Contents

 

Distribution Network - Medium and Low Voltage Lines (1)

 

 

 

2008

 

2009

 

2010

 

 

 

Medium Voltage
(km)

 

Low Voltage
(km)

 

Medium Voltage
(km)

 

Low Voltage
(km)

 

Medium Voltage
(km)

 

Low Voltage
(km)

 

Chilectra

 

4,745

 

9,817

 

4,822

 

9,964

 

4,945

 

10,285

 

Edesur

 

7,118

 

15,760

 

7,223

 

15,870

 

7,318

 

15,937

 

Edelnor

 

3,480

 

18,053

 

3,597

 

18,708

 

3,694

 

19,234

 

Ampla

 

31,238

 

16,901

 

32,052

 

17,146

 

32,562

 

17,278

 

Coelce

 

68,435

 

42,281

 

74,829

 

44,297

 

78,578

 

45,684

 

Codensa

 

18,417

 

22,096

 

18,881

 

22,202

 

19,104

 

22,579

 

EEC

 

 

 

3,606

 

5,430

 

3,624

 

5,608

 

Total

 

133,433

 

124,908

 

145,011

 

133,618

 

149,824

 

136,605

 

 


(1) Medium voltage lines: 7 kV—34.5 kV; low voltage lines: 380-110 V.

 

Transformers for Distribution (1)

 

 

 

2008

 

2009

 

2010

 

 

 

Number of
Transformers

 

Capacity
(MVA)

 

Number of
Transformers

 

Capacity
(MVA)

 

Number of
Transformers

 

Capacity
(MVA)

 

Chilectra

 

27,768

 

6,062

 

28,057

 

6,256

 

28,362

 

6,500

 

Edesur

 

23,834

 

5,110

 

23,474

 

5,339

 

23,583

 

5,508

 

Edelnor

 

9,481

 

1,252

 

9,540

 

1,304

 

9,665

 

1,347

 

Ampla

 

102,878

 

3,561

 

105,308

 

3,701

 

107,663

 

3,882

 

Coelce

 

115,086

 

3,825

 

124,800

 

3,944

 

128,836

 

4,411

 

Codensa

 

62,952

 

7,559

 

64,792

 

7,821

 

65,836

 

8,055

 

EEC

 

 

 

6,628

 

321

 

6,687

 

304

 

Total

 

341,999

 

27,369

 

362,599

 

28,686

 

370,632

 

30,007

 

 


(1) Voltage of these transformers is in the range of 34.5 kV (medium voltage) and 110 V (low voltage).

 

Major Encumbrances

 

Endesa Costanera’s supplier debt with Mitsubishi Corporation corresponds to the remaining payments in the purchase of equipment.  As of December 31, 2010, the value of the assets pledged as liens on this debt was Ch$ 41 billion.  Additionally, Endesa Costanera has executed liens for Ch$ 12 billion as of December 31, 2010 in favor of Credit Suisse First Boston in order to guarantee a loan.

 

Edegel has a debt arising from the financing of the Ventanilla power plant.  As of December 31, 2010, the value of the assets pledged as liens for this debt was Ch$ 96 billion.  For further information, see Note 34 of our audited Consolidated Financial Statements.

 

Climate Change

 

In recent years, the country and the region have seen a growing development related to non conventional renewable energy and strategies to face climate change. This has led both the public and private sectors to conduct suitable strategies for adapting themselves to the new requirements, evidenced by legal obligations at the local level, commitments assumed by countries at the international level and the demanding requirements of the international markets in these matters.

 

Non-conventional renewable energies (NCRE) provide energy with minimal or no adverse environmental impact. They are therefore considered as technological options that strengthen sustainable energy development as they supplement the production of traditional generators.

 

During 2010, Enersis and its subsidiaries, in particular Endesa Chile’s subsidiary Endesa Eco, carried out several activities and held working meetings with different public, academic and private entities, in order to learn and share experiences about the technical and regulatory developments in connection with NCRE and climate change at both the local

 

83



Table of Contents

 

and international levels, analyze and establish strategic alliances, develop social and private projects and strengthen the leadership position achieved by the company in Chile.

 

In addition to the Canela wind farm (18 MW, in operation since late 2007) and the Ojos de Agua mini-hydroelectric plant (9 MW) in operation since 2008, the Canela II wind farm (60 MW), located in the Coquimbo Region, started operations in 2009.

 

Regarding the development of emission reduction mechanisms, during 2010, the projects in the Clean Development Mechanism (CDM) circuit were:

 

Ojos de Agua Mini-Hydroelectric Plant: Procedures began during 2009 for the verification of the greenhouse gas emissions (CO2) avoided by the Ojos de Agua mini-hydroelectric plant the year before, in order to certify and trade these emission reductions under the CDM. In 2010, we also requested the verification of the greenhouse  gas emissions avoided during 2009.  Since its start-up in 2008, the installation has avoided the emission of some 42,000 tons of CO2, which can be traded once they are verified.

 

Canela Wind Farm: On April 3, 2009, the United Nations Climate Change Office approved the registration of the Canela project in the CDM circuit as a CDM project, which recognizes that this wind farm may verify and trade the greenhouse  gas emissions it will avoid during its useful life.  During 2010, the Designated Operational Entity was contracted for verifying the first period of carbon credits.  Since its start-up in 2009, the installation has avoided the emission of some 47,000 tons of CO2, which can be traded on the CDM circuit as soon as they are verified.

 

Canela II Wind Farm: A large part of the procedures for validating the Canela 60 MW wind farm (Canela II) were carried out during 2010, a requirement prior to obtaining registration of the reduction with the UNFCCC.  On October 18, 2010 the Ministry of the Environment, as the Designated National Authority, signed the letter accrediting that the project contributes to the country’s sustainable development and therefore meets the requirements for being registered as a CDM project.  According to the base-line analysis presented in the Project Design Document (PDD), we estimate that the facility will avoid the emission of 89,608 tons of CO2 annually.

 

Detail of CDM projects processed in 2010 by Endesa Eco

 

CDM project

 

Company/country

 

Position as of December 31, 2010

 

Emission factor
(tons CO2e/MWh)

 

Approximate
emissions avoided

(tons CO2e/year)

Ojos de Agua mini-hydroelectric plant

 

Endesa Eco (Chile)

 

Registered with the Executive Authority of the UNFCCC since April 2007 and currently in verification the reduction in emissions of 2008 and 2009 period.

 

0.4348

 

42,000
(CER of 2008 and
2009 being verified)
(1)

Canela wind farm

 

Central Eólica
Canela S.A. (Chile)

 

Registered with the Executive Authority of the UNFCCC since April 2009

 

0.5713

 

47,000
(still not verified)

Canela II wind farm

 

Central Eólica
Canela S.A. (Chile)

 

PDD prepared, public enquiry held and validation in progress.

 

0.6541

 

89,608
(PDD being
verified)

 


(1) CER: Certified Emission Reductions.

 

The greenhouse gas emissions of the Company for the last three years, including our 50% stake in GasAtacama, were 12.4 million tons in 2008, 12.2 million tons in 2009 and 11.8 million tons in 2010.

 

Item 4A.  Unresolved Staff Comments

 

None

 

84



Table of Contents

 

Item 5.    Operating and Financial Review and Prospects

 

A.            Operating Results.

 

The following discussion should be read in conjunction with our Consolidated Financial Statements and the notes thereto, included in Item 18 in this annual report, and “Selected Financial Data,” included in Item 3 herein.  Our Consolidated Financial Statements as of December 31, 2008, 2009 and 2010 have been prepared in accordance with IFRS.  Effective January 1, 2009, we adopted IFRS as issued by the IASB, in replacement of the previous accounting principles, which were under Chilean GAAP.

 

1.             Discussion of Main Factors Affecting Operating Results and Financial Condition of the Company

 

We are an investment company that owns and operates electric power generation, transmission, and distribution companies in Chile, Argentina, Brazil, Colombia and Peru.  Most of our revenues, income and cash flows come from the operations of our subsidiaries, jointly-controlled companies and associates in these five countries.

 

Factors such as hydrologic conditions, regulatory developments, extraordinary actions adopted by government authorities and economic conditions in each country in which we operate are important in determining our financial results.   In addition, the results from operations and financial condition are affected by variations in growth rate and exchange rates between the peso and the currencies of the other four countries in which we operate.  These exchange variations may have an important impact in the consolidation of the results of our companies outside Chile.  Lastly, we have certain critical accounting policies that affect our consolidated operating results.

 

Our portfolio strategy allows the impact of significant changes in one country to be sometimes offset by opposing changes in other countries, or within our two segments, leading to no significant impacts on consolidated figures.  The impact of these factors on us, for the years covered by this report, is discussed below.

 

a.             Hydrological Conditions: Generation Business

 

A substantial part of our generation business depends on hydrological conditions prevailing in the countries where we operate, although only extreme hydrological conditions materially affect the Company’s operating results and financial condition.  In terms of installed capacity, in 2008, 2009 and 2010, 60%, 58% and 58% of Enersis’ consolidated installed capacity, respectively, has been hydroelectric.  Consolidated hydroelectric capacity was 8,641 MW as of December 31, 2008, 8,654 MW as of December 31, 2009 and 8,675 MW as of December 31, 2010.

 

Hydrological conditions in 2008, 2009 and 2010 have not led to significant changes in our financial condition and results from operations.  Hydroelectric generation was 35,605 GWh in 2008, 37,730 GWh in 2009 and 33,689 GWh in 2010.  The lower hydroelectric generation in 2010 was associated with lower hydrological conditions in Chile, Argentina and Colombia as compared to the previous year.  Consolidated operating income was Ch$ 1,864 billion in 2008, Ch$ 1,927 billion in 2009 and Ch$ 1,704 billion in 2010.

 

Our thermal generators burn natural gas, LNG, coal or diesel.  We can offset the effect of low hydrology (reservoir levels, rain and snow), in the geographical areas where we operate our plants by thermal generation and purchases.  The company’s thermal installed capacity and the ability to purchase electricity from other generators allow us to increase thermal generation and/or purchase electricity from competitors to meet our commitments.  In addition, given industry structure and the percentage of hydroelectric generation capacity in the countries where we operate, when hydrology is low, electricity prices generally increase.  Under certain circumstances, low hydrology could potentially lead to higher revenues and sometimes, higher operating income.

 

Operating costs of thermal generation and energy purchases are higher than the variable cost of hydroelectric generation, in normal hydrological conditions.  The cost of thermal generation does not directly depend on hydrology but instead on global commodity prices.  However, the cost of electricity purchases in the spot market does depend on hydrology and commodity prices.  For further information on the effects of hydrological conditions on our operating results, please see “Item 3. Key Information — D. Risk Factors — “Since our generation business depends heavily on hydrological conditions, drought conditions may hurt our profitability.”

 

85



Table of Contents

 

b.             Regulatory Developments

 

The regulatory frameworks governing our business in the five countries where we operate have a material effect on our results from operations.  In particular, regulators set (i) generation tariffs taking into consideration factors such as fuel costs, reservoir levels, exchange rates, future investments in installed capacity and demand growth, and (ii) distribution tariffs taking into account the costs of energy purchases paid by distribution companies (which distribution companies pass on to their customers) and the “Value Added from Distribution,” or VAD; all of which are intended to reflect investment and operating costs incurred by distribution and generation companies and is meant to allow such companies to obtain a return on their investments.  The earnings of our electricity subsidiaries are determined to a large degree by government regulators, mainly through the tariff setting process.  For additional information relating to the regulatory frameworks in the countries where we operate, see “Item 4. Information on the Company — B. Business Overview — Electricity Industry Regulatory Framework.”

 

c.             Economic Conditions

 

Macroeconomic conditions in the countries in which we operate may have a significant effect on our operating results.  For example, when a country experiences sustained economic growth, consumption of electricity by industrial and individual consumers increases.  Other macroeconomic factors such as the variation of the local currency in the countries where we operate may impact our results from operations, as well as assets and liabilities, depending on the percentage denominated in dollars.  For example, a devaluation of local currencies against the dollar increases in the cost of capital expenditure plans.  For additional information, see “Item 3.  Key Information—D. Risk factors—Foreign exchange risks may adversely affect  our results and the dollar value of dividends payable to ADS holders “and”—South American economic fluctuations are likely to affect our results from operations and financial condition, as well as the value of our securities.

 

Economic Growth and Electricity Demand

 

Economic growth in 2010 was strong in all of the countries in which we operate, largely based on domestic private consumptions and investment.  The worldwide financial and economic crisis adversely impacted developed economies, but Latin America showed resilience to global threats and the outlook remains better than for the developed world.  According to the IMF’s October 2010 Regional Economic Outlook: Western Hemisphere, the estimated 2011 GDP growth for Latin America and the Caribbean (simple average) is 4.0%.  Brazil, Chile, Peru and Colombia are expected to lead the way.  Nonetheless, there are several risks to the outlook.  The main risk is inflation pressure in these economies.  Most commodity-exporting countries in Latin America are facing highly favorable conditions, and particularly those with stronger fundamentals, who have easiest access to external financing and stand to benefit the most from low global interest rates.  Capital inflows to the region are accelerating and should stay strong throughout 2011.  The political outlook in Argentina is highly uncertain, but the near term risk for that economy remains overheated growth.

 

Demand for electricity in 2010 was also higher compared to 2009 due to the economic recovery in most of those countries.  The GDP and electricity growth rate for the years covered by this report are included in the following table:

 

 

 

2008

 

2009

 

2010

 

 

 

GDP
Growth
(%)

 

Electricity
Demand
Growth (%)

 

GDP
Growth
(%)

 

Electricity
Demand
Growth (%)

 

GDP
Growth 
(%)

 

Electricity
Demand
Growth (%)

 

Chile (1)

 

3.7

 

0.3

 

(1.7

)

0.5

 

5.2

 

3.4

 

Argentina

 

6.8

 

2.9

 

0.9

 

(1.3

)

7.5

 

5.9

 

Colombia

 

2.7

 

1.9

 

0.8

 

1.5

 

4.7

 

2.6

 

Brazil

 

5.1

 

2.8

 

(0.2

)

(1.0

)

7.5

 

7.1

 

Peru

 

9.8

 

9.5

 

0.9

 

0.9

 

8.3

 

8.5

 

 


Source: GDP growth data for all countries except Chile was obtained from the Regional Economic Outlook: Western Hemisphere (October 2010) of the International Monetary Fund (IMF).  GDP growth data for Chile was obtained from the Chilean Central Bank.  Electricity demand growth data was obtained from internal Company physical energy data.

(1)          Electricity demand growth in the SIC and the SING.

 

Local Currency Exchange Rate

 

Variations in the parity of the dollar and the local currency in each of the countries in which we have operations may have an impact on our operating results and overall financial position.  The impact will depend on the level at which tariffs

 

86



Table of Contents

 

are pegged to the dollar, dollar-denominated assets and liabilities existing in the period and also the translation of financial statements of our foreign subsidiaries for consolidation purposes to the presentation currency, which is the Chilean peso.

 

The following table sets forth the closing and average local currencies per dollar exchange rates for the periods indicated.

 

 

 

Local Currency Dollar Exchange Rates

 

 

 

2008

 

2009

 

2010

 

 

 

Average

 

Year End

 

Average

 

Year End

 

Average

 

Year End

 

Chile (peso per dollar)

 

521.8

 

636.45

 

559.15

 

507.10

 

510.22

 

468.01

 

Argentina (Argentine peso per dollar)

 

3.16

 

3.45

 

3.77

 

3.80

 

3.92

 

3.98

 

Colombia (Colombian peso per dollar)

 

1,963

 

2,246

 

2,155

 

2,044

 

1,895

 

1,914

 

Brazil (reais per dollar)

 

1.83

 

2.34

 

2.00

 

1.74

 

1.69

 

1.66

 

Peru (sol per dollar)

 

2.92

 

3.14

 

3.01

 

2.89

 

2.81

 

2.81

 

 


(1)          Sources: Central Bank of each country.

 

As of December 31, 2010, Enersis had total consolidated indebtedness in financial terms of $ 7,579 million, of which 29.6% was denominated in dollars, 21.0% in reais, 20.9% in Colombian pesos, 20.3% in pesos, 5.9% in soles and 2.3% in Argentine pesos.

 

For the year ended December 31, 2010, our operating revenues before consolidation adjustments amounted to $ 15,870 million of which approximately 23% were either denominated in dollars or linked to dollars through some form of indexation.  In respect of the total balance, $ 4,822 million were revenues in reais, $ 2,581 million in pesos, $ 2,597 million in Colombian pesos, $ 1,395 million in Argentine pesos and $ 776 million in soles.

 

d.             Critical Accounting Policies

 

Financial Reporting Release Section 501.1 encourages all companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements.  Critical accounting policies are defined as those that reflect significant judgments and uncertainties, which would potentially result in materially different results under different assumptions and conditions.  We believe that our critical accounting policies are limited to those described below with reference to the preparation of our financial statements under IFRS.

 

Impairment of Long-Lived Assets

 

During the period, and principally at period end, the Company evaluates whether there is any indication that an asset has been impaired. Should any such indication exist, the company estimates the recoverable amount of that asset to determine, where appropriate, the amount of impairment. In the case of identifiable assets that do not independently generate cash flows, the company estimates the recoverability of the Cash Generating Unit to which the asset belongs, which is understood to be the smallest identifiable group of assets that generates independent cash inflows.

 

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

 

The recoverable amount is the greater between the fair value less the cost needed to sell and the value in use, which is defined as the present value of the estimated future cash flows. In order to calculate the recoverable value of property, plant and equipment, goodwill and intangible assets, value in use criteria is used by the Group in practically all cases.

 

To estimate the value in use, the Group prepares future cash flow projections, before tax, based on the most recently available budgets. These budgets incorporate management’s best estimates of revenue and costs of Cash Generating Units using sector projections, past experience and future expectations.

 

In general, these projections cover the next ten years, estimating cash flows for subsequent years by applying reasonable growth rates between 3.3% and 6.7% that, in no case, are increasing nor exceed the average long-term growth rates for the particular sector and country.

 

These cash flows are discounted at a given pre-tax rate in order to calculate their present value. This rate reflects the cost of capital of the business and the geographical area in which the business is carried on. In order to calculate the discount rate,

 

87



Table of Contents

 

the current time value of money and the risk premiums generally used by analysts for the business and the geographical area are taken into account.

 

The discount rates, before tax, expressed in nominal terms and applied in 2010 and 2009 are the following:

 

 

 

 

 

2009

 

2010

Country

 

Currency

 

Minimum

 

Maximum

 

Minimum

 

Maximum

Chile

 

pesos

 

9.2%

 

9.5%

 

7.5%

 

8.8%

Argentina

 

Argentine peso

 

19.5%

 

15.0%

 

16.9%

Brazil

 

Brazilian reais

 

11.3%

 

9.6%

 

10.8%

Peru

 

soles

 

9.1%

 

7.9%

 

8.1%

Colombia

 

Colombian peso

 

11.5%

 

9.6%

 

9.8%

 

If the recoverable amount is less than the net carrying amount of the asset, the corresponding provision for impairment loss is recorded for the difference, and charged to “Reversal of impairment loss (impairment loss) recognized in profit or loss” in the consolidated statement of comprehensive income.

 

Impairment losses recognized for an asset in prior periods are reversed when its estimated recoverable amount changes, increasing the asset’s value with a credit to earnings, limited to the asset’s carrying amount if no adjustment had occurred. In the case of goodwill, adjustments that would have been made are not reversible.

 

Litigation and Contingencies

 

The Company is currently involved in some legal and tax proceedings.  As discussed in Note 22.2 to our Consolidated Financial Statements as of December 31, 2010, we have estimated the probable outflows of resources of resolving these claims.  We have reached this estimate after consulting our legal and tax advisors who are carrying out our defense in these matters and an analysis of potential results, assuming a combination of litigation and settlement strategies.

 

Hedges Revenues Directly Linked to the Dollar

 

The Company has established a policy to hedge the portion of its revenues directly linked to the dollar by obtaining financing in this currency. Exchange differences related to this debt, as they are cash flow hedge transactions, are charged, net of taxes, to an equity reserve account and recorded as income during the period in which the hedged cash flows are realized. This term has been estimated at ten years.

 

This policy reflects a detailed analysis of our future dollar revenue streams.  Such analysis may change in the future due to new electricity regulations limiting the amount of revenues tied to the dollar.

 

Pension and Post-Employment Benefits Liabilities

 

We have various defined benefits plans for our employees.  These plans pay benefits to employees at retirement and use formulas based on years of service and the compensation of the participants.  We also offer certain additional benefits for some retired employees in particular.

 

The liabilities shown for the pensions and post-employment benefits reflect our best estimate of the future cost of meeting our obligations under these plans.  The accounting applied to these defined benefit plans involves actuarial calculations which contain key assumptions that include: employee turnover, life expectancy and retirement ages, discount rates, expected returns on assets, the future level of compensation and benefits, the claims rate under medical plans and future medical costs.  These assumptions change as economic and market conditions vary and any change in any of these assumptions could have an important effect on the reported results from operations.

 

The effect of an increase of one percentage point in the discount rate used to determine the present value of the post-employment defined benefits would decrease the liability by Ch$ 48,203 million (Ch$ 40,456 million in 2009 and Ch$ 37,411 million in 2008) and the effect of a decrease of one percentage point in the rate used to determine the present value of the post-employment defined benefits would increase the liability by Ch$ 56,463 million (Ch$ 47,467 million in 2009 and Ch$ 41,370 million in 2008).

 

For further detail of the main accounting policies and the methods used in the preparation of the financial statements, see Notes 2 and 3 to our Consolidated Financial Statements.

 

88



Table of Contents

 

Recent Accounting Pronouncements

 

Please see “Item 18. Financial Statements — Note 2.2” for additional information regarding recent accounting pronouncement.

 

2.             Enersis’ Results from Operations for the Years ended December 31, 2009 and December 31, 2010

 

Due to internal reclassifications introduced during 2010, some figures may differ from those presented in our Form 20-F for 2009.  Differences in figures are not significant and do not affect the consolidated net income previously disclosed in our Form 20-F for 2009.

 

Revenues

 

Generation and Transmission Business

 

The following table sets forth the physical electricity sales of our subsidiaries and their corresponding changes for the twelve-month periods ended on December 31, 2009 and 2010.

 

 

 

Physical sales during

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

 

 

(GWh)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Endesa Chile (Chile) (1)

 

22,327

 

21,847

 

(480

)

(2.1

)%

Endesa Costanera (Argentina)

 

8,284

 

8,018

 

(266

)

(3.2

)%

El Chocón (Argentina)

 

4,122

 

3,361

 

(761

)

(18.5

)%

Edegel (Peru)

 

8,321

 

8,598

 

277

 

3.3

%

Emgesa (Colombia)

 

16,806

 

14,817

 

(1,989

)

(11.8

)%

Cachoeira Dourada (Brazil)

 

3,862

 

3,833

 

(29

)

(0.8

)%

Endesa Fortaleza (Brazil)

 

3,007

 

2,957

 

(50

)

(1.7

)%

Total

 

66,728

 

63,431

 

(3,297

)

(4.9

)%

 


(1)          Includes Endesa Chile and its generation subsidiaries.

 

Distribution Business

 

Distribution revenues are derived mainly from the resale of electricity purchased from generators.  Revenues associated with distribution include the recovery of the cost of electricity purchased and the resulting revenue from the VAD, which is associated with the recovery of costs and the return on the investment with respect to the distribution assets plus the losses permitted in the regulatory tariffs.  Other revenue deriving from our distribution services consists of charges related to new connections and the maintenance and rental of meters.

 

The following table sets forth the physical electricity sales of our subsidiaries, by country, and their corresponding variations for the years ended December 31, 2009 and 2010.

 

89



Table of Contents

 

 

 

Physical sales during

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

(GWh)

 

 

 

Chilectra (Chile)

 

12,585

 

13,098

 

513

 

4.1

%

Edesur (Argentina)

 

16,026

 

16,759

 

733

 

4.6

%

Edelnor (Peru)

 

5,716

 

6,126

 

410

 

7.2

%

Ampla (Brazil)

 

9,394

 

9,927

 

533

 

5.7

%

Coelce (Brazil)

 

7,860

 

8,850

 

990

 

12.6

%

Codensa (Colombia)(1)

 

12,114

 

12,515

 

400

 

3.3

%

Total

 

63,694

 

67,274

 

3,580

 

5.6

%

 


(1) Values for Codensa include the consolidation of 49.0% of DECA.  This consolidation also affects other figures in this section, such as operating income, revenues, operating costs and number of clients.

 

Revenues by Business Segment

 

The table below presents our revenues for 2009 and 2010:

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Generation and Transmission Business

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries (Chile)

 

1,373,231

 

1,345,371

 

(27,860

)

(2.0

)%

Endesa Costanera (Argentina)

 

231,421

 

295,231

 

63,810

 

27.6

%

El Chocón (Argentina)

 

65,298

 

57,173

 

(8,125

)

(12.4

)%

Cachoeira Dourada (Brazil)

 

88,300

 

115,663

 

27,363

 

31.0

%

Endesa Fortaleza (Brazil)

 

138,595

 

150,371

 

11,776

 

8.5

%

CIEN (Brazil)

 

97,961

 

98,909

 

948

 

1.0

%

Emgesa (Colombia)

 

500,964

 

507,516

 

6,552

 

1.3

%

Edegel (Peru)

 

213,625

 

211,263

 

(2,362

)

(1.1

)%

Less: Intercompany Transactions

 

(1,037

)

(904

)

133

 

(12.8

)%

Total

 

2,708,358

 

2,780,593

 

72,235

 

2.7

%

 

 

 

 

 

 

 

 

 

 

Distribution Business

 

 

 

 

 

 

 

 

 

Chilectra and subsidiaries (Chile)

 

1,089,515

 

1,016,997

 

(72,518

)

(6.7

)%

Edesur (Argentina)

 

327,088

 

295,539

 

(31,549

)

(9.6

)%

Edelnor (Peru)

 

302,295

 

307,159

 

4,864

 

1.6

%

Ampla (Brazil)

 

1,012,342

 

1,046,387

 

34,045

 

3.4

%

Coelce (Brazil)

 

767,993

 

940,654

 

172,661

 

22.5

%

Codensa (Colombia)

 

741,168

 

785,890

 

44,722

 

6.0

%

Total

 

4,240,401

 

4,392,626

 

152,225

 

3.6

%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(476,703

)

(609,638

)

(132,935

)

27.9

%

Total

 

6,472,056

 

6,563,581

 

91,525

 

1.4

%

 

90



Table of Contents

 

Generation and Transmission Business: Revenues

 

Revenues in Chile in 2010 decreased 2.0%, mainly as a result of a decrease of 2.1% in physical sales, to 21,847 GWh, due to the lower electricity demand in Chile after the earthquake that took place on February 27, 2010 and a 2.6% decrease in average prices in 2010 expressed in peso terms.  In 2010, there were lower sales in the spot market due to reduced hydrology, partially offset by higher sales to contracted customers as a result of improved economic conditions and a recovery in energy demand by the end of 2010 compared to 2009.

 

In Argentina, revenues of Endesa Costanera in 2010 increased 27.6%, as a result of a 30.7% increase in average energy sale prices, which was partially offset by a 3.2% reduction in physical sales to 8,018 GWh.  Revenues of El Chocón, decreased 12.4%, mainly due to a 18.5% decrease in physical sales to 3,361 GWh. In 2010, generation was 21.3% lower due to reduced hydroelectric availability.  For both companies the net effect of translating results from the local currency of each country to Chilean pesos (the “currency translation effect”) was negative, resulting in a 13.6% decrease in revenues in pesos.

 

In Brazil, revenues of Cachoeira Dourada in 2010 increased 31.0%, mainly as a result of an increase of 27.7% in average sales prices, expressed in local currency.  Physical energy sales were virtually the same.  Revenues of Endesa Fortaleza in 2010 increased 8.5%, as a result of an increase of 4.0% in average sales prices, expressed in local currency.  This was partly offset by a 1.7% decrease in physical sales to 2,957 GWh.  In both companies, the currency translation effect on revenues was positive, causing an increase of 7.5% in pesos as compared to 2009.

 

Revenues of CIEN in 2010 increased 1.0%, mainly due to the currency translation effect, which produced a 7.5% increase in revenues in pesos.  This increase was partially offset by reduced export revenues of 6.5%.  In 2009, CIEN exported energy to Uruguay and Argentina starting in February of that year, whereas in 2010 exports to Argentina started later in the year.

 

In Colombia, revenues of Emgesa increased by Ch$ 6.6 billion, or 1.3%, mainly due to the 10% increase in the average energy sales price expressed in local currency.  This was offset by an 11.8% reduction in physical sales, and amounted to 14,817 GWh in 2010. This is essentially due to reduced sales on the spot market and to electricity companies as a result of lower hydroelectric production.  The currency translation effect on revenues was positive, causing an increase of 2.7% in peso terms.

 

Revenues of Edegel, our generating company in Peru, declined by Ch$ 2.4 billion, or 1.1%, in 2010, mainly as a result of a 5.6% decrease in the average sales price in local currency, and the reduction in sales to unregulated customers.  This was partially offset by larger sales to regulated customers and in the spot market.  It is also explained by the effect of the translation from soles to the peso in both years, producing a reduction in pesos of 2.2% in 2010 compared to 2009.  This was partially offset by the 3.3% increase in physical sales to 8,598 GWh in 2010.

 

Distribution Business: Revenues

 

In Chile, revenues of Chilectra in 2010 decreased by 6.7%, mainly due to the decrease in sub-transmission tolls set by the authority and the amendment of the process used to determine electricity purchase prices, which resulted from the auction of long-term energy purchase contracts.  Revenues also decreased because of reduced margins on other businesses of Ch$ 5,303 million related to reduced activity with large customers and transfer business of networks as a result of reduced post-earthquake activity. This was partially offset by the 4.1% increase in physical sales to 13,098 GWh.  The number of customers increased 30,583 to a total exceeding 1.6 million, and energy losses were 5.8%, compared to 6.1% in 2009.

 

In Argentina, revenues of Edesur in 2010 decreased 9.6%, principally due to a reduced average sales price of 2.9% and the currency translation effect that resulted in a reduction in pesos revenues of 13.6%.  This decrease was partially offset by the 4.6% increase in physical sales.  Energy losses remained unchanged at 10.5% and the number of customers increased 47,660, to a total exceeding 2.3 million.

 

In Peru, revenues of Edelnor in 2010 increased 1.6%, mainly due to a 7.2% increase in physical sales, to 6,126 GWh.  This was partially offset by a 3.2% reduction in the average sales price and the currency translation effect, which resulted in a 2.2% decrease in peso revenues in 2010.  The number of customers increased 37,025 to 1.1 million, and energy losses increased to 8.3%.

 

In Brazil, revenues of Ampla in 2010 increased 3.4%, mainly due a 5.7% increase in physical sales to 9,927 GWh and the currency translation effect, which resulted in a 7.5% increase in pesos revenues.  This increase was partially offset by an

 

91



Table of Contents

 

8.8% reduction in the average sales price.  The number of customers increased 48,998, to a total exceeding 2.5 million, and energy losses declined from 21.2% to 20.5% in 2010.

 

Revenues of Coelce in 2010 increased 22.5%, mainly due to a 12.6% increase in physical sales to 8,850 GWh, a 1.9% increase in the average sales price in local currency and the currency translation effect, which resulted in a 7.5% increase in pesos revenues.  The number of customers increased 129,131 to a total exceeding 3.1 million, and energy losses increased from 11.6% to 12.1% in 2010.

 

In Colombia, revenues of Codensa in 2010 increased 6.0%, mainly due to a 5.5% increase in the average sales price in local currency, a 3.3% increase in physical sales to 12,515 GWh, and the currency translation effect, which resulted in a 2.2% increase in pesos revenues.  This increase was partially offset by a reduction in other operating revenues, including “Codensa Hogar” and public lighting.  The number of customers rose by 72,578 to a total exceeding 2.5 million in December 2010, and energy losses increased to 8.5%.

 

Operating Costs

 

Operating costs mainly consist of electricity purchases from other parties, depreciation, amortization and impairment losses, fuel purchases, maintenance costs, tolls paid to transmission companies, and employee salaries.  Operating costs also include Administrative and Selling expenses.

 

The following table shows the breakdown of operating costs as a percentage of total operating costs, for the years ended December 2009 and 2010.

 

 

 

Year ended December 31

 

 

 

2009

 

2010

 

 

 

(percentage of total costs of
operations)

 

Electricity purchases

 

33.5

%

32.0

%

Depreciation, amortization and impairment losses

 

11.9

%

11.5

%

Fuel purchases

 

12.8

%

13.8

%

Other Variable cost

 

17.5

%

18.3

%

Transmission tolls

 

7.0

%

8.4

%

Staff benefit costs

 

7.4

%

6.8

%

Other fixed costs

 

10.1

%

9.3

%

 

 

100

%

100

%

 

The cost structure of the Company was virtually the same in 2009 and 2010.

 

92



Table of Contents

 

The table below sets forth the breakdown of operational costs for the years ending on December 31, 2009 and 2010:

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Generation and Transmission Business

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries (Chile)

 

733,191

 

832,601

 

99,410

 

13.6

%

Endesa Costanera (Argentina)

 

227,041

 

284,391

 

57,350

 

25.3

%

El Chocón (Argentina)

 

26,598

 

25,522

 

(1,076

)

(4.0

)%

Cachoeira Dourada (Brazil)

 

37,671

 

39,800

 

2,129

 

5.7

%

Endesa Fortaleza (Brazil)

 

54,669

 

91,257

 

36,588

 

66.9

%

CIEN (Brazil)

 

49,969

 

70,853

 

20,884

 

41.8

%

Emgesa (Colombia)

 

250,153

 

245,978

 

(4,175

)

(1.7

)%

Edegel (Peru)

 

137,576

 

140,944

 

3,368

 

2.4

%

Less: Intercompany Transactions

 

(918

)

(902

)

16

 

(1.7

)%

Total

 

1,515,950

 

1,730,444

 

214,494

 

14.1

%

 

 

 

 

 

 

 

 

 

 

Distribution Business

 

 

 

 

 

 

 

 

 

Chilectra and Subsidiaries (Chile)

 

960,483

 

905,231

 

(55,252

)

(5.8

)%

Edesur (Argentina)

 

295,212

 

291,595

 

(3,617

)

(1.2

)%

Edelnor (Peru)

 

239,870

 

242,227

 

2,357

 

1.0

%

Ampla (Brazil)

 

825,215

 

925,698

 

100,483

 

12.2

%

Coelce (Brazil)

 

616,720

 

759,371

 

142,651

 

23.1

%

Codensa (Colombia)

 

541,283

 

578,667

 

37,384

 

6.9

%

Less: Intercompany Transactions

 

201

 

126

 

(75

)

(37.3

)%

Total

 

3,478,984

 

3,702,915

 

223,931

 

6.4

%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(450,323

)

(574,079

)

(123,756

)

27.5

%

Total

 

4,544,611

 

4,859,280

 

314,669

 

6.9

%

 

Generation and Transmission Business: Operating Costs

 

Operating costs in Chile increased by 13.6% in 2010 as compared to 2009, totaling Ch$ 832.6 billion, largely due to higher energy purchases of Ch$ 87.1 billion, transport costs of Ch$ 53.9 billion and other variable costs of Ch$ 41.1 billion.  Production was 20,914 GWh, 6.0% below 2009 levels.  Lower hydroelectric generation forced us to rely more intensively on more costly thermal energy, and thus, our energy purchase cost increased by 166%.  This was partially offset by the reduction in depreciation and impairment of fixed assets of Ch$ 55.8 billion and in fuel costs of Ch$ 27.2 billion.

 

The operating costs of Endesa Costanera rose by Ch$ 57.4 billion, or 25.3%.  This is largely due to higher energy and fuel costs of Ch$ 62.7 billion and an increase in personnel expenses of Ch$3.3 billion, partially compensated by a reduction in other costs such as depreciation, transport costs, other fixed costs and energy purchases. The operating costs of El Chocón declined by Ch$1.1 billion, or 4.0%, mainly due to reduced other variable costs of Ch$0.7 billion, reduced transport costs of Ch$0.4 billion and reduced depreciation of Ch$0.7 billion, partly offset by an increase in energy purchases of Ch$0.8 billion. In both companies, the currency translation effect resulted in a 13.6% reduction in operating costs in pesos.

 

The operating costs of Cachoeira Dourada rose by 5.7%, or Ch$ 2.1 billion, to Ch$ 39.8 billion in 2010, mainly due to an increase in other variable costs of Ch$ 2.5 billion.  The operating costs of Endesa Fortaleza increased by Ch$ 36.6 billion, or 66.9%, mainly due to higher fuel purchase costs of Ch$44.1 billion and an increase in other variable costs of Ch$ 2.2 billion,

 

93



Table of Contents

 

partly offset by reduced energy purchase costs of Ch$ 9.0 billion.  For both companies, the currency translation effect resulted in a 7.5% increase in operating costs measured in pesos.

 

The operating costs of CIEN were Ch$ 70.9 billion, 41.8% higher than the prior year.  This is largely due to an increase in the charge for depreciation and impairment losses of Ch$ 34.8 billion, partially offset by Ch$ 16.2 billion of lower variable costs.  The currency translation effect resulted in a 7.5% increase in operating costs measured in pesos.

 

The operating costs of Emgesa declined by Ch$ 4.2 billion, or 1.7%, mainly due to reduced energy purchases of Ch$ 19.2 billion, partly offset by higher fuel costs of Ch$ 7.2 billion, as a result of lower hydrology in the first half of 2010, as well as higher transport expenses of Ch$ 3.8 billion, an increase in personnel expenses of Ch$ 1.3 billion and an increase in other fixed operating costs of Ch$ 2.1 billion.  The currency translation effect resulted in a 2.7% increase in operating costs in pesos.

 

The operating costs of Edegel grew by Ch$ 3.4 billion, or 2.4%, largely explained by higher energy purchase costs of Ch$ 4.8 billion and higher fuel costs of Ch$ 5.0 billion.  This principally reflects the absence of the non-recurring reversal of provisions for energy purchases for distribution customers without contracts, booked in 2009, and, to a lesser extent, by higher average energy purchase prices, which more than offset the 9.3% reduction in physical purchases.  The increase in operating costs was partially offset by reduced fixed costs of Ch$ 4.5 billion, lower transport costs of Ch$ 0.9 billion and reduced other variable costs of Ch$ 0.7 billion.  The currency translation effect resulted in a 2.2% decrease in operating costs in pesos.

 

Distribution Business: Operating Costs

 

The operating costs of Chilectra fell by Ch$ 55.3 billion, or 5.8%, in 2010, mainly due to reduced energy purchase costs of Ch$ 96.9 billion.  This decrease is explained by a lower average purchase price, partially offset by an increase in physical purchases.  There was also a reduction of Ch$ 5.9 billion in other variable operating costs, compensated by an increase in transport costs of Ch$ 45.5 billion and an increase in the charge for depreciation and impairment of Ch$ 1.9 billion.

 

The operating costs of Edesur declined by Ch$ 3.6 billion, or 1.2%.  This is mainly explained by reduced energy purchase costs of Ch$ 11.2 billion, reduced personnel costs of Ch$ 2.9 billion and a reduced charge for depreciation and impairment of Ch$ 2.5 billion, partly offset by higher fixed costs of Ch$ 13.4 billion, which were mainly fines and payments to end users resulting from interruptions to the electricity service during the year.  The currency translation effect resulted in a 13.6% decrease in operating costs in pesos.

 

The operating costs of Edelnor increased by Ch$ 2.4 billion, or 1.0%, mainly due to the increase in other variable costs of Ch$11.6 billion, partly offset by lower energy purchase costs of Ch$3.6 billion and other fixed costs of Ch$5.8 billion.  The currency translation effect resulted in a 2.2% decrease in operating costs in pesos.

 

The operating costs of Ampla grew by Ch$ 100.5 billion, or 12.2%. This is mainly due to an increase in energy purchase costs of Ch$50.2 billion, in other operating costs of Ch$ 5.2 billion, in transport costs of Ch$ 5.9 billion and in depreciation and impairment of Ch$ 39.7 billion.  The operating costs of Coelce rose by Ch$ 142.6 billion, or 23.1% in 2010.  This is due to an increase in energy purchase costs of Ch$ 49.0 billion, an increase in other variable costs (basically the construction of fixed assets in the concession area of Ch$ 71.3 billion), higher transport costs of Ch$ 4.7 billion, increases in depreciation and impairment of Ch$ 8.0 billion and an increase in other fixed operating costs of Ch$ 7.8 billion. In both companies, the currency translation effect resulted in a 7.5% increase in operating costs in pesos.

 

The operating costs of Codensa rose by Ch$ 37.4 billion, or 6.9%, in 2010, mainly due to larger energy purchases of Ch$ 42.4 billion as a result of the 6.6% increase in average purchase prices in local currency, an increase in physical purchases, higher transport costs of Ch$ 2.2 billion and an increase in depreciation and impairment of Ch$ 4.6 billion.  This was partly offset by a reduction in other variable costs of Ch$ 11.1 billion.  The currency translation effect resulted in a 2.7% increase in operating costs in pesos.

 

94



Table of Contents

 

Operating Income

 

The following table shows the operating income by company, for the years ended December 31, 2009 and 2010.

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Generation and Transmission Business

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries (Chile)

 

640,040

 

512,770

 

(127,270

)

(19.9

)%

Endesa Costanera (Argentina)

 

4,380

 

10,840

 

6,460

 

147.5

%

El Chocón (Argentina)

 

38,700

 

31,651

 

(7,049

)

(18.2

)%

Cachoeira Dourada (Brazil)

 

50,629

 

75,863

 

25,234

 

49.8

%

Endesa Fortaleza (Brazil)

 

83,926

 

59,114

 

(24,812

)

(29.6

)%

CIEN (Brazil)

 

47,992

 

28,056

 

(19,936

)

(41.5

)%

Emgesa (Colombia)

 

250,811

 

261,538

 

10,727

 

4.3

%

Edegel (Peru)

 

76,049

 

70,319

 

(5,730

)

(7.5

)%

Less: Intercompany Transactions

 

(119

)

(2

)

117

 

(98.3

)%

Total

 

1,192,408

 

1,050,149

 

(142,259

)

(11.9

)%

 

 

 

 

 

 

 

 

 

 

Distribution Business

 

 

 

 

 

 

 

 

 

Chilectra and subsidiaries (Chile)

 

129,032

 

111,766

 

(17,266

)

(13.4

)%

Edesur (Argentina)

 

31,876

 

3,944

 

(27,932

)

(87.6

)%

Edelnor (Peru)

 

62,425

 

64,932

 

2,507

 

4.0

%

Ampla (Brazil)

 

187,127

 

120,689

 

(66,438

)

(35.5

)%

Coelce (Brazil)

 

151,273

 

181,283

 

30,010

 

19.8

%

Codensa (Colombia)

 

199,885

 

207,223

 

7,338

 

3.7

%

Less: Intercompany Transactions

 

(201

)

(126

)

75

 

(37.3

)%

Total

 

761,417

 

689,711

 

(71,706

)

(9.4

)%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(26,380

)

(35,559

)

(9,179

)

34.8

%

Total

 

1,927,445

 

1,704,301

 

(223,144

)

(11.6

)%

 

95



Table of Contents

 

Non-Operating Result

 

The following table shows the non-operating results for the years ended December 31, 2009 and 2010, and the percentage change between both years:

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial result

 

 

 

 

 

 

 

 

 

Financial income

 

159,670

 

171,237

 

11,567

 

7.2

%

Financial costs

 

(482,472

)

(438,358

)

44,114

 

(9.1

)%

Gain (loss) for indexed assets and liabilities

 

21,781

 

(15,056

)

(36,837

)

n/a

 

Net Foreign currency exchange differences

 

(8,235

)

11,572

 

19,807

 

n/a

 

Total

 

(309,256

)

(270,605

)

38,651

 

(12.5

)%

 

 

 

 

 

 

 

 

 

 

Other non-operating results

 

 

 

 

 

 

 

 

 

Total gain (loss) on sale of non-current assets not held for sale

 

50,502

 

11,711

 

(38,791

)

(76.8

)%

Other non-operating income

 

2,374

 

1,288

 

(1,086

)

(45.7

)%

Total

 

52,876

 

12,999

 

(39,877

)

(75.4

)%

 

 

 

 

 

 

 

 

 

 

Non-operating results

 

(256,380

)

(257,606

)

(1,226

)

0.5

%

 

Financial Result

 

Financial result in 2010 was a loss of Ch$ 270.6 billion, which was reduced 12.5% or Ch$ 38.6 billion, as compared to the prior year.  This is mainly due to reduced financial costs of Ch$ 44.1 billion, as a result of lower average debt and lower average interest rates during 2010, as compared to 2009.  It is also explained by a reduced charge for exchange differences which show a positive variation of Ch$ 19.8 billion, mainly coming from Chile, Argentina and Brazil.  In Chile, this is due to the effect of the peso appreciation of 8.4% against the dollar in 2010 (compared to an appreciation of 25.5% in 2009), which impacts net assets and liabilities denominated in dollars.  In Argentina, the Argentine peso depreciated by approximately 4% against the dollar during 2010 (compared to a devaluation of approximately 9% in 2009).  The effect on assets and debt in dollars is a gain of Ch$8.2 billion in 2010 and loss of Ch$ 17.3 billion in 2009.  In Brazil, the real appreciated almost 5% (compared to an appreciation of over 30% in 2009), which translates into a reduced gain of Ch$ 17.7 billion (loss of Ch$ 3.7 billion in 2010 and gain of Ch$ 14.0 billion in 2009).  Finally, higher financial income of Ch$ 11.6 billion, as a result of an increase in income from larger cash placements during the year, contributed to the reduction in financial loss in 2010 compared to 2009.

 

The reduced losses described above were partially offset by higher indexation expenses of Ch$ 36.8 billion due to the negative effect produced by variations in the value of the Unidad de Fomento (UF) in debt denominated in UF of some of our Chilean subsidiaries.  This is because the UF in 2010 increased in value by 2.4%, compared to a decrease of 2.4% in 2009.

 

Result of asset sales

 

The result of asset sales shows a reduced gain of Ch$ 38.8 billion in 2010, mainly due to the booking in 2009 of gains on the sales of shares in Empresa de Energía de Bogotá for Ch$ 28.1 billion and the sale of the credit portfolio of Codensa Hogar for Ch$ 12.8 billion.

 

As a result of all of the foregoing, total non-operating results remain virtually unchanged when comparing 2009 and 2010.

 

96



Table of Contents

 

Net Income for the Year

 

The following table shows our net income for the year for the periods indicated.

 

 

 

Year ended December 31,

 

 

 

2009

 

2010

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Operating income

 

1,927,445

 

1,704,301

 

(223,144

)

(11.6

)%

Non-operating results

 

(256,380

)

(257,606

)

(1,226

)

(0.5

)%

Net income before taxes

 

1,671,065

 

1,446,695

 

(224,370

)

(13.4

)%

 

 

 

 

 

 

0

 

 

 

Income tax

 

(359,737

)

(346,007

)

13,730

 

(3.8

)%

 

 

 

 

 

 

 

 

 

 

Net Income from Continuing Operations After Tax

 

1,311,328

 

1,100,688

 

(210,640

)

(16.1

)%

Net income from discontinued operations

 

0

 

0

 

0

 

0.0

%

 

 

 

 

 

 

 

 

 

 

Net Income

 

1,311,328

 

1,100,688

 

(210,640

)

(16.1

)%

Net Income attributable to: Owners of Parent

 

660,231

 

486,227

 

(174,004

)

(26.4

)%

Net income attributable to: Non-controlling interests

 

651,097

 

614,461

 

(36,636

)

(5.6

)%

 

Corporate income tax expense was reduced by Ch$ 13.7 billion in 2010 compared to 2009, mainly due to a reduction in Ampla of Ch$ 23.7 billion, Gas Atacama of Ch$ 13.2 billion, CGTF of Ch$ 10.3 billion, Edesur of Ch$ 10.0 billion, CIEN of Ch$ 4.3 billion and Pangue of Ch$ 2.6 billion.  These decreases were partially offset by increases in Enersis of Ch$ 27.9 billion, Endesa Costanera of Ch$ 7.2 billion, Emgesa of Ch$ 6.9 billion, Pehuenche of Ch$ 5.5 billion and Chilectra of Ch$ 2.2 billion.

 

3.             Enersis’ Results from Operations for the Years ended December 31, 2008 and December 31, 2009

Due to internal reclassifications introduced during 2010, some figures may differ from those presented in our Forms 20-F 2008 and 2009.  Differences in figures are not significant, and do not affect the consolidated net income previously disclosed.

 

Revenues

 

Generation and Transmission Business

 

The following table sets forth the physical sales of electricity by our subsidiaries by country and their corresponding changes for the years ended December 31, 2008 and 2009.

 

 

 

Physical sales during

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

%
Change

 

 

 

(GWh)

 

 

 

 

 

 

 

 

 

 

 

 

 

Endesa Chile (Chile) (1) (3)

 

21,532

 

22,327

 

795

 

3.7

%

Endesa Costanera (Argentina)

 

8,543

 

8,284

 

(260

)

(3.0

)%

El Chocón (Argentina)

 

2,554

 

4,122

 

1,567

 

61.4

%

Edegel (Peru)

 

8,461

 

8,321

 

(140

)

(1.7

)%

Emgesa (Colombia)

 

16,368

 

16,806

 

438

 

2.7

%

Cachoeira Dourada (Brazil) (2)

 

4,397

 

3,862

 

(535

)

(12.2

)%

Endesa Fortaleza (Brazil)

 

2,690

 

3,007

 

317

 

11.8

%

Total

 

64,546

 

66,728

 

2,182

 

3.4

%

 


(1)          Includes Endesa Chile and its generation subsidiaries.

(2)          Includes sales to Endesa Fortaleza for 189.9 GWh in the first quarter of 2008.

(3)          Upon adoption of IFRS, energy sales in 2008 and 2009 include 50% of GasAtacama

 

97



Table of Contents

 

Distribution Business

 

Distribution revenues are derived mainly from the resale of electricity purchased from generators.  Revenues associated with distribution include the recovery of the cost of electricity purchased and the resulting revenue from the VAD, which is associated with the recovery of costs and the return on the investment with respect to the distribution assets plus the losses permitted in the regulatory tariffs.  Other revenue derived from our distribution services consists of charges related to new connections and the maintenance and rental of meters.

 

The table below shows the physical sales of electricity by our distribution subsidiaries arranged by country, and their corresponding changes for the year ended December 31, 2008 and 2009.

 

 

 

Physical sales during
Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

% Change

 

 

 

(GWh)

 

 

 

Chilectra (Chile)

 

12,535

 

12,585

 

49

 

0.4

%

Edesur (Argentina)

 

16,160

 

16,026

 

(134

)

(0.8

)%

Edelnor (Peru)

 

5,599

 

5,716

 

117

 

2.1

%

Ampla (Brazil)

 

9,119

 

9,394

 

275

 

3.0

%

Coelce (Brazil)

 

7,571

 

7,860

 

289

 

3.8

%

Codensa (Colombia)

 

11,822

 

12,114

 

292

 

2.5

%

Total

 

62,805

 

63,694

 

889

 

1.4

%

 

Revenues by Business Segment

 

The table below presents our revenues for 2008 and 2009:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Generation and Transmission Business

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries (Chile)

 

1,609,158

 

1,373,231

 

(235,927

)

(14.7

)%

Endesa Costanera (Argentina)

 

240,087

 

231,421

 

(8,666

)

(3.6

)%

El Chocón (Argentina)

 

44,141

 

65,298

 

21,157

 

47.9

%

Cachoeira Dourada (Brazil)

 

147,105

 

88,300

 

(58,805

)

(40.0

)%

CIEN (Brazil)

 

72,776

 

97,961

 

25,185

 

34.6

%

Endesa Fortaleza (Brazil)

 

110,163

 

138,595

 

28,432

 

25.8

%

Emgesa (Colombia)

 

401,470

 

500,964

 

99,494

 

24.8

%

Edegel (Peru)

 

208,497

 

213,625

 

5,128

 

2.5

%

Less: Intercompany Transactions

 

 

(1,037

)

(1,037

)

N/A

 

Total

 

2,833,397

 

2,708,358

 

(125,039

)

(4.4

)%

 

 

 

 

 

 

 

 

 

 

Distribution Business

 

 

 

 

 

 

 

 

 

Chilectra and subsidiaries (Chile)

 

1,083,673

 

1,089,515

 

5,842

 

0.5

%

Edesur (Argentina)

 

334,164

 

327,088

 

(7,076

)

(2.1

)%

Edelnor (Peru)

 

254,641

 

302,295

 

47,654

 

18.7

%

Ampla (Brazil)

 

973,759

 

1,012,342

 

38,583

 

4.0

%

Coelce (Brazil)

 

763,592

 

767,993

 

4,401

 

0.6

%

Codensa (Colombia)

 

661,474

 

741,168

 

79,694

 

12.0

%

Total

 

4,071,303

 

4,240,401

 

169,098

 

4.2

%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(324,755

)

(476,703

)

(151,948

)

46.8

%

Total

 

6,579,945

 

6,472,056

 

(107,889

)

(1.6

)%

 

98



Table of Contents

 

Generation and Transmission Businesses: Revenues

 

Total revenues in 2009 in Chile declined by 14.7% to Ch$ 1,373.2 billion as a result of lower average sales prices, as compared to the previous year, reflecting a decrease in energy generating costs in the system.  This was partly offset by the 3.7% increase in physical sales to 22,327 GWh, due to an increase of 4,183 GWh in sales in the spot market.  The average price for total sales of Endesa Chile in Chile fell by 22%, from $ 139 per MWh in 2008 to $108 per MWh in 2009.

 

The “currency translation effect” is the net effect of translating the results from the local currency of each country to pesos.

 

In Argentina, Endesa Costanera’s revenues declined by Ch$ 8.7 billion, or 3.6%.  This is explained in part by lower physical sales, which declined by 3.0% to 8,284 GWh, though this was partly offset by a 7.5% increase in average sales prices in local currency during 2009.  On the other hand, El Chocón’s revenues increased by 47.9%, the equivalent of Ch$ 21.2 billion, mainly due to the 61.4% increase in physical sales as a result of greater reservoir water levels at the beginning of the year, which brought greater hydraulic availability.  The average sale price remained unchanged in both years at around Ar$ 106 per MWh.  In both companies, the currency translation effect negatively affected results, which causing a 8.5% decrease in revenues in pesos.

 

In Colombia, Emgesa’s revenues rose by Ch$ 99.5 billion, or 24.8%, mainly due to the 24% increase in the average sales price in local currency due to the low hydrology during the year, and also to a 2.7% increase in physical sales, which rose to 16,806 GWh.  This was partially offset by the currency translation effect, which generated a 2.2% reduction in revenues in pesos.

 

In Brazil, the revenues of Cachoeira Dourada declined by Ch$ 58.8 billion, or 40.0%.  This was the result of reduced sales prices and a 12.2% reduction in physical sales to 3,862 GWh.  In contrast, Endesa Fortaleza’s revenues in 2009 rose by Ch$ 28.4 billion, or 25.8%.  This was mainly due to an increase in physical sales from 2,690 GWh to 3,007 GWh and a 12.1% higher average sale price in local currency.  In both cases, the currency translation effect produced a reduction in pesos of 1.8% compared to 2008.

 

The revenues of our subsidiary CIEN in 2009 amounted to Ch$ 98.0 billion, an increase of 34.6% over 2008.  In February, the company started exporting energy to Uruguay and Argentina, as opposed to the previous year when exports to Argentina began in April.  This was partially offset by the currency translation effect which resulted in a reduction in pesos of 1.8% compared to 2008.

 

The revenues for Edegel, our electricity generator in Peru, rose by Ch$ 5.1 billion, or 2.5%, in 2009, mainly due to the currency translation effect.  Physical sales declined by 1.7% to 8,321 GWh and the average sales price in local currency fell by 3.5%.

 

Distribution Business: Revenues

 

In Chile, Chilectra’s revenues in 2009 rose slightly, by 0.5% compared to 2008, mainly due to the 0.4% increase in physical sales to 12,585 GWh.  Energy demand grew by 0.6% over 2008.  The number of customers increased by 45,200, or 3.0%, and energy losses were 6.1%, compared to 5.9% in 2008.

 

In Argentina, Edesur’s revenues fell by Ch$ 7.1 billion during 2009, or 2.1%, compared to 2008, mainly as a result of the currency translation effect.  Physical sales declined by 0.8% to 16,026 GWh in 2009, in line with the 1.0% reduction in energy demand.  This was partially offset by an increase in average sales prices in local currency of 9.0%.  Energy losses decreased to 10.5% from 10.6% in 2008, and the number of customers rose by 42,829 to 2.3 million.

 

In Peru, Edelnor’s revenues increased by 18.7% in 2009, mainly due to a 2.0% higher energy demand, a reduction in energy losses and the currency translation effect, which resulted in an increase in pesos of 4.5% in 2009.  Physical energy sales rose by 2.1% to 5,716 GWh.  The number of customers increased by 32,758 to 1.1 million and energy losses declined by 0.1 percentage point to 8.1%.

 

In Brazil, Ampla’s revenues increased by Ch$ 38.6 billion, or 4.0%, in 2009, mainly due to higher sales of Ch$ 44.8 billion which resulted from a higher average sale price in local currency of 8.4%, and an increase in physical sales, which rose by 3% to 9,394 GWh in 2009.  In addition, tolls and other services increased by Ch$ 11.8 billion.  This was partially offset by Ch$ 20.5 billion in lower revenues attributable to the construction of fixed assets in the concession zone and the

 

99



Table of Contents

 

effect of translating the financial statements from reais to pesos.  Energy demand increased by 4.4%, the number of customers grew by 55,129 to over 2.5 million and energy losses rose from 20.2% to 21.2% in 2009.

 

Coelce’s revenues rose by 0.6% to Ch$ 768.0 billion, mainly due to 12.0% higher average sales prices in local currency, an increase in physical sales of 3.8% to 7,860 GWh and lower energy losses, which decreased from 11.7% in 2008 to 11.6% in 2009.  This was partially offset by reduced revenues from the construction of fixed assets in the concession zone of Ch$ 47.1 billion and the currency translation effect.  Energy demand increased by 3.6% and the number of customers increased by 123,631 to over 2.9 million.

 

In Colombia, Codensa’s revenues in 2009 increased by 12.0%, or Ch$ 79.7 billion, mainly due to a 12.7% increase in the average sales price in local currency, a 0.3% rise in energy demand (which led to a 0.1% increase in physical sales to 11,837 GWh) and the first time consolidation of DECA (which in turn consolidates EEC) with Ch$ 34.1 billion in revenues.  This was partially offset by the currency translation effect, which caused a 2.2% fall in pesos.  The number of customers rose by 75,671 to 2.4 million in December 2009.

 

Operating Costs

 

Operating costs consist primarily of purchases of electricity from third parties, depreciation, amortization and impairment losses, fuel purchases, maintenance expenses, tolls paid to transmission companies and employee salaries.  Operating costs also include Administration and Selling expenses.

 

The table below shows the breakdown of the expenses detailed above as a percentage of our total operating costs for the years ended December 2008 and 2009.

 

 

 

Year ended December 31

 

 

 

2008

 

2009

 

 

 

(percentage of total costs of
operations)

 

Electricity purchases

 

34.4

%

33.5

%

Depreciation, amortization and impairment losses

 

9.3

%

11.9

%

Fuel purchases

 

18.0

%

12.8

%

Other variable costs

 

16.6

%

17.5

%

Transmission tolls

 

6.3

%

7.0

%

Staff benefit costs

 

6.1

%

7.4

%

Other fixed costs

 

9.3

%

10.1

%

 

 

100.0

%

100.0

%

 

100



Table of Contents

 

The table below sets forth the breakdown of operational costs for the years ending on December 31, 2008 and 2009:

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Generation and Transmission Business

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries (Chile)

 

1,041,421

 

733,191

 

(308,230

)

(29.6

)%

Endesa Costanera (Argentina)

 

221,662

 

227,041

 

5,379

 

2.4

%

El Chocón (Argentina)

 

25,110

 

26,598

 

1,488

 

5.9

%

Cachoeira Dourada (Brazil)

 

52,323

 

37,671

 

(14,652

)

(28.0

)%

CIEN (Brazil)

 

27,054

 

49,969

 

22,915

 

84.7

%

Endesa Fortaleza (Brazil)

 

81,653

 

54,669

 

(26,984

)

(33.0

)%

Emgesa (Colombia)

 

184,652

 

250,153

 

65,501

 

35.5

%

Edegel (Peru)

 

156,551

 

137,576

 

(18,975

)

(12.1

)%

Less: Intercompany Transactions

 

(763

)

(918

)

(155

)

20.3

%

Total

 

1,789,663

 

1,515,950

 

(273,713

)

(15.3

)%

 

 

 

 

 

 

 

 

 

 

Distribution Business

 

 

 

 

 

 

 

 

 

Chilectra and Subsidiaries (Chile)

 

870,050

 

960,483

 

90,433

 

10.4

%

Edesur (Argentina)

 

288,537

 

295,212

 

6,675

 

2.3

%

Edelnor (Peru)

 

201,697

 

239,870

 

38,173

 

18.9

%

Ampla (Brazil)

 

805,293

 

825,215

 

19,922

 

2.5

%

Coelce (Brazil)

 

623,650

 

616,720

 

(6,930

)

(1.1

)%

Codensa (Colombia)

 

458,494

 

541,283

 

82,789

 

18.1

%

Less: Intercompany Transactions

 

0

 

201

 

201

 

N/A

 

Total

 

3,247,721

 

3,478,984

 

229,574

 

7.1

%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(321,090

)

(450,323

)

(129,233

)

(40.2

)%

Total

 

4,716,294

 

4,544,611

 

(171,683

)

(3.6

)%

 

Generation and Transmission Business: Operating Costs

 

Operating costs in Chile fell by 29.6% in 2009 compared to 2008, totaling Ch$ 733.2 billion, mainly due to a reduction in fuel costs of Ch$ 260.7 billion.  Production was 22,239 GWh, a 4.6% increase over 2008, permitting a 61.2% reduction in energy purchase costs, or Ch$ 82.6 billion.  This was partially offset by an increase in depreciation and impairment of fixed assets of Ch$ 44.2 billion.

 

Endesa Costanera’s operating costs were Ch$ 5.4 billion or 2.4% higher.  This is mainly explained by higher energy and fuel costs of Ch$ 2.1 billion, an increase in personnel costs of Ch$1.6 billion and higher depreciation of Ch$ 1.6 billion.  El Chocón’s operating costs rose by Ch$ 1.5 billion, or 5.9%, mainly due to higher toll charges of Ch$ 0.6 billion, higher personnel costs of Ch$ 0.3 billion and higher depreciation of Ch$ 0.3 billion.  In both companies, the currency translation effect resulted in reduced operating costs in pesos.

 

Emgesa’s operating costs increased by Ch$ 65.5 billion, or 35.5%, principally due to higher energy purchases of 673 GWh (which implied a higher cost of Ch$ 44.8 billion, as a result of an increase in sales and reduced energy generation), larger fuel costs of Ch$ 9.8 billion, a larger depreciation charge of Ch$ 6.0 billion and an increase in personnel costs of Ch$ 2.9 billion.  The currency translation effect produced a 2.2% reduction in the operating costs in pesos.

 

Cachoeira Dourada’s operating costs declined by Ch$ 14.6 billion, or 28.0%, to Ch$ 37.7 billion in 2009, mainly due to reduced energy purchases of Ch$ 13.5 billion, which resulted from the reduction in average prices.  Endesa Fortaleza’s operating costs declined by Ch$ 27.0 billion, or 33.0%, mainly due to lower energy purchase costs of Ch$ 20.9 billion, which resulted from lower average prices and lower fuel costs of Ch$ 6.0 billion.  In both cases, the currency translation effect caused a reduction in the operating costs measured in pesos.

 

CIEN’S operating costs amounted to Ch$ 50.0 billion, 84.7% more than the year before.  This was the result of higher variable costs of Ch$ 20.6 billion, offset partially by the currency translation effect, which caused a 1.8% reduction in costs measured in pesos.

 

101



Table of Contents

 

Edegel’s operating costs decreased by Ch$ 19.0 billion, or 12.1%, mainly as a result of lower energy purchase costs of Ch$ 22.9 billion, lower average purchase prices and volumes, and reduced fuel costs of Ch$ 9.1 billion due to greater hydraulic generation.  This was partially offset by higher personnel and operating costs of Ch$ 3.2 billion and the currency translation effect.

 

Distribution Business: Operating Costs

 

Chilectra’s operating costs increased by Ch$ 90.4 billion, or 10.4%, mainly due to an increase in energy purchase costs, which rose by Ch$ 82.5 billion.  This increase is the result of a 5.5% higher average purchase price and a 1% rise in physical purchases.  There was also an increase in other fixed operating costs of Ch$ 6.4 billion, basically because of an increase in outsourced services of Ch$ 3.3 billion due to greater activity in the business of connections for large customers and in disconnection and re-connection activities.  Operating costs were also affected by higher repair and conservation activities of Ch$ 2.1 billion.

 

Edesur’s operating costs increased by 2.3%, or Ch$ 6.7 billion, mainly the result of by higher personnel costs of Ch$ 10.5 billion, partially offset by reduced energy purchase costs of Ch$ 4.4 billion.  The currency translation effect shows an 8.5% reduction in the operating costs.

 

Edelnor’s operating costs rose by Ch$ 38.2 billion, or 18.9%, mainly due to the increase in energy purchase costs of Ch$ 31.9 billion that resulted from higher purchases required to meet the 2.0% increase in demand, and an increase in other variable and personnel expenses of Ch$ 5.5 billion.  The currency translation effect resulted in a 4.5% increase in the operating costs in pesos.

 

Ampla’s operating costs grew by Ch$ 19.9 billion, or 2.5%.  This is mainly the result of an increase in inputs and services of Ch$ 23.3 billion, an increase in other supplies of Ch$13.7 billion and a Ch$ 9.7 billion in higher charges for depreciation and amortization.  On the other hand, Coelce’s operating costs declined by Ch$ 6.9 billion, or 1.1%, in 2009.  This is the result of decreased fixed asset construction costs in the concession zone of Ch$ 47.1 billion and lower energy purchase costs of Ch$ 31.0 billion, which were partially offset by an increase of Ch$ 6.7 billion in the charge for depreciation and amortization and an increase in personnel costs of Ch$ 2.7 billion.  In both companies, the currency translation effect resulted in reduced operating costs expressed in pesos.

 

Codensa’s operating costs rose by Ch$ 82.8 billion, or 18.1%, in 2009, mainly due to higher energy purchase costs of Ch$ 58.3 billion (as a result of a 18.9% higher average purchase price in local currency), as well as higher personnel costs of Ch$ 11.7 billion and an increase of Ch$ 5.2 billion in depreciation and amortization.  The currency translation effect shows a 2.2% reduction in the costs expressed in pesos.

 

102



Table of Contents

 

Operating Income

 

The following table shows the operating income by company, for the years ended December 31, 2008 and 2009.

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Generation and Transmission Business

 

 

 

 

 

 

 

 

 

Endesa Chile and subsidiaries (Chile)

 

567,737

 

640,040

 

72,303

 

12.7

%

Endesa Costanera (Argentina)

 

18,425

 

4,380

 

(14,045

)

(76.2

)%

El Chocón (Argentina)

 

19,031

 

38,700

 

19,669

 

103.4

%

Cachoeira Dourada (Brazil)

 

94,782

 

50,629

 

(44,153

)

(46.6

)%

CIEN (Brazil)

 

45,722

 

47,992

 

2,270

 

5.0

%

Endesa Fortaleza (Brazil)

 

28,510

 

83,926

 

55,416

 

194.4

%

Emgesa (Colombia)

 

216,818

 

250,811

 

33,993

 

15.7

%

Edegel (Peru)

 

51,946

 

76,049

 

24,103

 

46.4

%

Less: Intercompany Transactions

 

763

 

(119

)

(882

)

(115.6

)%

Total

 

1,043,734

 

1,192,408

 

148,674

 

14.2

%

 

 

 

 

 

 

 

 

 

 

Distribution Business

 

 

 

 

 

 

 

 

 

Chilectra and subsidiaries (Chile)

 

213,623

 

129,032

 

(84,591

)

(39.6

)%

Edesur (Argentina)

 

45,627

 

31,876

 

(13,751

)

(30.1

)%

Edelnor (Peru)

 

52,944

 

62,425

 

9,481

 

17.9

%

Ampla (Brazil)

 

168,466

 

187,127

 

18,661

 

11.1

%

Coelce (Brazil)

 

139,942

 

151,273

 

11, 331

 

8.1

%

Codensa (Colombia)

 

202,980

 

199,885

 

(3,095

)

(1.5

)%

Less: Intercompany Transactions

 

 

(201

)

(201

)

N/A

 

Total

 

823,582

 

761,417

 

(62,165

)

(7.5

)%

 

 

 

 

 

 

 

 

 

 

Less: Consolidation Adjustments and Other Businesses.

 

(3,665

)

(26,380

)

(22,715

)

619.8

%

Total

 

1,863,651

 

1,927,445

 

63,794

 

3.4

%

 

Non-operating results

 

The table below sets forth non-operating income (expense) for the years ended December 31, 2008 and 2009 and the percentage change from period to period.

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial results

 

 

 

 

 

 

 

 

 

Financial income

 

181,753

 

159,670

 

(22,083

)

(12.2

)%

Financial costs

 

(515,108

)

(482,472

)

32,636

 

6.3

%

Gain (loss) for indexed assets and liabilities

 

(62,378

)

21,781

 

84,159

 

N.A.

 

Net Foreign currency exchange differences

 

(23,633

)

(8,235

)

15,398

 

(65.2

)%

Total

 

(419,366

)

(309,256

)

110,110

 

26.3

%

 

 

 

 

 

 

 

 

 

 

Other non-operating results

 

 

 

 

 

 

 

 

 

Total gain (loss) on sale of non-current assets not held for sale

 

2,503

 

50,502

 

47,999

 

1,917.7

%

Other non-operating income

 

3,297

 

2,374

 

(923

)

(28.0

)%

Total

 

5,800

 

52,876

 

47,076

 

811.7

%

 

 

 

 

 

 

 

 

 

 

Non-operating results

 

(413,566

)

(256,380

)

157,186

 

38.0

%

 

103



Table of Contents

 

Financial Results

 

Financial results amounted to a loss of Ch$ 309.3 billion, which is a 26.3% reduction in loss compared to the previous year, or Ch$ 110.1 billion.  This is mainly explained by the result of the UF variation arising from UF-denominated debt in Chile, which resulted in Ch$ 84.2 billion in lower costs.  The UF decreased by 2.4% in 2009, compared to an increase of 9.3% in 2008.  Net financial expenses also fell by Ch$ 10.6 billion, principally due to the reduced average interest rate.

 

Exchange differences show a positive change of Ch$ 15.4 billion, mainly in Chile and Brazil.  In Chile, the 25% appreciation of the peso against the dollar, compared to a devaluation of 22% in 2008, positively impacted net assets carried in dollars.  In Brazil, the appreciation reached approximately 34%, compared to the 24% devaluation in 2008, resulting in a loss of Ch$ 17,112 million in 2008 and gain of Ch$ 7,340 million in 2009 net effect on assets and debt in dollars.

 

Result of asset sales

 

The result of asset sales shows a gain of Ch$ 48.0 billion in 2009, mainly due to a Ch$ 28.1 billion gain obtained on the sale of shares of EEB, a gain on the sale of credit portfolio by Codensa for Ch$ 12.8 billion and increased gains on sales of the Enea project in Chile, for Ch$ 10.1 billion.

 

Net Income

 

The following table sets forth our net income for the indicated periods.

 

 

 

Year ended December 31,

 

 

 

2008

 

2009

 

Change

 

% Change

 

 

 

(in million of Ch$)

 

 

 

Operating income

 

1,863,651

 

1,927,445

 

63,794

 

3.4

%

Non-operating income

 

(413,566

)

(256,380

)

157,186

 

38.0

%

Net income before taxes

 

1,450,085

 

1,671,065

 

220,980

 

15.2

%

 

 

 

 

 

 

 

 

 

 

Income tax

 

(415,903

)

(359,737

)

56,166

 

13.5

%

 

 

 

 

 

 

 

 

 

 

Net Income from Continuing Operations After Tax

 

 

 

 

 

 

 

 

 

Net income from discontinued operations

 

0

 

0

 

0

 

0

%

 

 

 

 

 

 

 

 

 

 

Net Income

 

1,034,182

 

1,311,328

 

277,146

 

26.8

%

Net Income attributable to: Owners of parent

 

507,590

 

660,231

 

152,641

 

30.1

%

Net income attributable to: Non-controlling interests

 

526,592

 

651,097

 

124,505

 

23.6

%

 

Corporate income tax shows a reduced charge of Ch$ 56.2 billion in 2009, mainly due to reductions in Endesa Chile of Ch$ 60.2 billion, in Coelce of Ch$ 21.5 billion, in Pehuenche of Ch$ 12.5 billion and in San Isidro of Ch$ 6.0 billion.  This is partially offset by increases in GasAtacama of Ch$ 16.5 billion, in Emgesa of Ch$ 12.3 billion, in Edegel of Ch$ 7.0 billion, in Cachoeira Dourada of Ch$ 4.8 billion and in Pangue of Ch$ 4.1 billion.

 

B.            Liquidity and Capital Resources.

 

We are a company with no significant assets other than the stock of our subsidiaries.  The following discussion of cash sources and uses reflects the key drivers of cash flow for Enersis.

 

Enersis receives cash inflows from its subsidiaries, as well as from related companies in Chile and abroad.  Foreign subsidiaries and associates’ cash flows may not be available to satisfy our own liquidity needs, mainly because they are not wholly-owned, and because there is a time lag before we have effective access to those funds, through dividends or capital reductions.

 

We believe that cash flow generated from our business operations, as well as cash balances, borrowings from commercial banks, and ample access to both Chilean and foreign capital markets will suffice to satisfy all our needs for

 

104



 

Table of Contents

 

working capital, debt service, dividends and routine capital expenditures.  Our subsidiary, Endesa Chile, has a small revolving bank loan due in July 2011, and we do not foresee any difficulty in funding this obligation.

 

Set forth below, is the consolidated cash flow from an accounting perspective:

 

 

 

2009

 

2010

 

 

 

(in Ch$ billion)

 

 

 

 

 

 

 

Net Cash Flows Provided by Operating Activities

 

2,038.3

 

1,943.4

 

Net Cash Flows Used in Investing Activities

 

(867.3

)

(775.8

)

Net Cash Flows Used in Financing Activities

 

(1,308.4

)

(1,283.0

)

 

 

 

 

 

 

Net Increase (Decrease) in Cash and Cash Equivalents before Effect of Exchange Rates Changes

 

(137.3

)

(115.4

)

Effects of foreign exchange rate variations on cash and cash equivalents

 

(45.8

)

(58.2

)

 

 

 

 

 

 

Beginning Balance of Cash and Cash Equivalents, Statements of Cash Flows

 

1,318.1

 

1,134.9

 

Ending Balance of Cash and Cash Equivalents, Statements of Cash Flows

 

1,134.9

 

961.4

 

 

For the year ended December 31, 2010, operating activities generated a positive net cash flow of Ch$ 1,943 billion, a decrease of 4.7% when compared to 2009.  This cash flow is explained primarily by the period’s net income of Ch$ 1,101 billion.  Other drivers of operating cash flow were non-monetary adjustments for Ch$ 527 billion, which mainly includes amortization and depreciation in the period Ch$ 449 billion and impairments for a total amount of Ch$ 108 billion.  This was partially offset by tax payments of Ch$ 349 billion.

 

For the twelve-month period ended on December 31, 2009, operating activities of the company led to a net cash inflow of Ch$ 2,038 billion.  The main driver was a positive inflow as a result of the net income of the period that amounted to Ch$ 1,311.3 billion.  See “Item 5. Operating and Financial Review and Prospects — A. Operating Results — Net Income”.  Other drivers of operating cash flow were non-monetary adjustments for Ch$ 509 billion, mainly explained by the amortization and depreciation in the period for a total amount of Ch$ 454 billion, and an increase in provisions for a total amount of Ch$ 104 billion.  This was partially offset by income tax payments that totaled Ch$ 235 billion.

 

For the twelve-month period ended on December 31, 2010, investment activities led to a net negative cash flow of Ch$ 776 billion, a 10.5% decrease compared to 2009.  This cash flow corresponds primarily to the incorporation of fixed assets of Ch$ 474 billion.  Major investments in the generation business were Bocamina II in Chile, with Ch$ 70 billion invested (from an estimated total investment of Ch$ 400 billion) and El Quimbo in Colombia with an investment of Ch$ 16 billion (from an estimated total investment of Ch$ 630 billion).  We have also spent Ch$ 87 billion in maintenance of existing installed generation capacity, mainly in Argentina, Colombia and Peru.  On the other hand, major investments in the distribution business were in Brazil, with Ch$ 125 billion invested in Coelce and Ch$ 114 billion invested in Ampla.  In Colombia, investments amounted to Ch$ 80 billion.  The investment cash flow is also explained by intangible assets’ purchases of Ch$ 227.4 billion and other investments of Ch$ 94.8 billion.

 

For the twelve-month period ended on December 31, 2009, investment activities generated a net cash outflow of Ch$ 867 billion, including fixed and intangible assets for a total amount of Ch$ 13 billion, mainly as a result of investments at the level of the Company and our subsidiaries Chilectra, Codensa, Edelnor, Edesur, Ampla and Coelce.  It is also explained by other outflows that totaled Ch$ 342 billion that mainly correspond to the acquisition of additional equity stakes in Edegel and Edelnor, the acquisition of an equity interest in DECA, and also due to margin calls at the level of the Company.  See “Item 4. Information of the Company — A. History and Development of the Company —Investments, Capital Expenditures and Divestitures”.  This was partially offset by proceeds for sale of financial assets for Ch$ 190 billion, which corresponds mainly to the sale of the Codensa’s retail business (Codensa Hogar) and the sale of the participation in Empresa de Energía de Bogotá.

 

For the twelve-month period ended on December 31, 2010, financing activities originated a negative cash flow of Ch$ 1,283 billion.  The main drivers are described below:

 

The aggregated cash inflows were mainly explained by:

 

·                  Endesa Chile obtained loans for Ch$ 153 billion.

 

105



Table of Contents

 

·                  Emgesa carried out an equity decrease of Ch$ 107 billion, of which Ch$ 27 billion were received by Endesa Chile.

·                  Codensa issued bonds for Ch$54 billion and obtained loans for Ch$ 62 billion.

·                  Edegel issued bonds for Ch$ 29 billion.

 

The aggregated cash outflows were mainly explained by:

 

·                  Ch$ 556 billion in dividend payments (Ch$ 304 billion from Endesa Chile, Ch$ 183 from Codensa and Ch$ 49 billion from Chilectra among others).

·                  Ch$ 245 billion in payment of interest expense (Ch$ 119 billion in Endesa Chile and Ch$ 28 billion in Codensa among others).

·                  Endesa Chile payment of its Ch$ 211 billion revolving credit.

 

For the twelve month period ended on December 31, 2009, the financing activities of the company totaled a net cash outflow of Ch$ 1,308 billion. The main drivers are described below:

 

The aggregated cash inflows were mainly explained by:

 

·                  Issuance of local bonds by Emgesa for Ch$ 157 billion.

·                  Issuance of local bonds by Ampla for Ch$ 74 billion.

·                  Issuance of commercial paper by Coelce for Ch$ 54 billion.

 

The aggregated cash outflows were mainly explained by:

 

·                  Ch$ 462 billion in dividend payments.

·                  Ch$ 203 billion bullet payment of principal of Endesa Chile’s Yankee Bond due in April 2009.

·                  Ch$ 201 billion in payment of interest expense.

·                  Ch$ 84 billion associated with Endesa Chile’s Yankee Bond Put Option exercised in February 2009.

·                  Ch$ 76 billion repayment of Enersis’ revolving credit facility due in November 2009.

 

For a description of liquidity risks related to our company, please see “Item 3.  Key Information — D. Risk Factors — We depend in part on payments from our subsidiaries and affiliates to meet our payment obligations” in this report.

 

We coordinate the overall financing strategy of our majority-owned subsidiaries.  Our operating subsidiaries independently develop their capital expenditure plans.  Generally, our policy is to have the operating subsidiaries independently finance their capital expansion programs through internally generated funds or direct financings.  For information regarding our commitments for capital expenditures, see “Item 4.  Information on the Company — A. History and Development of the Company — Capital Investment Program” and our contractual obligations table set forth below.

 

As of December 31, 2010, our international credit ratings, and those of Endesa Chile, were as follows: “Baa3 with stable outlook” from Moody’s Investor Services, Inc. (Moody’s) and “BBB+ with stable outlook” from both Standard & Poor’s Rating Services (S&P) and Fitch Ratings Ltd. (Fitch).  However, on April 25, 2011, Moody’s upgraded our international rating and that of Endesa Chile to “Baa2 with stable outlook”.

 

In its most recent press release, Moody’s stated that the upgrade “largely reflects each issuer’s strong consolidated metrics and our expectation that both companies’ future financial performance will continue to remain consistent with the Baa rating category despite an expectation for some degradation in near-term financial performance due to lower margin in certain markets.”

 

Moody’s also explained that “the group’s consolidated cash flows are further supported by the operations of the regulated subsidiaries, which generally provides a source of predictable earnings and cash flows”.

 

Economic and political stability in the countries where we operate, regulatory framework stability, structural changes affecting energy demand, and environmental issues are some of the factors that could influence credit ratings in either direction. The classifications might also be impacted if we face a significant change in our investments in non-Chilean countries, important changes in our financial position, or a significant change in liquidity. A positive change in Argentina’s regulatory framework may also positively influence our credit ratings.

 

Positive changes in ratings may have a direct impact on our financing cost and our ability to access capital markets in better terms. For instance, some of our credit facilities include a rating grid pricing in its terms.

 

106



Table of Contents

 

We have accessed the international equity capital markets, with three SEC-registered ADS issuances in October 1993, February 1996 and September 2000, for Enersis, and once in 1994 for Endesa Chile.  We have also frequently issued bonds in the United States, for Enersis and Endesa Chile.  Since 1996, Enersis, Endesa Chile and its subsidiary Pehuenche have issued a total of $ 3,520 million in Yankee Bonds.

 

The following table lists the Yankee Bonds issued by Enersis and Endesa Chile outstanding as of December 31, 2010.  The weighted average annual interest rate for such bonds is 7.9%, without giving effect to each bond’s duration, or put options.

 

 

 

 

 

 

 

 

 

Aggregate Principal Amount

 

Issuer

 

Term

 

Maturity

 

Coupon

 

Issued

 

Outstanding

 

 

 

 

 

 

 

(as a percentage)

 

(in $ million)

 

 

 

 

 

 

 

 

 

 

 

 

 

Enersis

 

10 years

 

January 2014

 

7.375

%

350

 

350

 

Enersis (1)

 

10 years

 

December 2016

 

7.400

%

350

 

250

 

Enersis (2)

 

30 years

 

December 2026, Put 2003

 

6.600

%

150

 

1

 

Subtotal

 

 

 

 

 

7.384

%

850

 

601

 

 

 

 

 

 

 

 

 

 

 

 

 

Endesa Chile

 

10 years

 

August 2013

 

8.350

%

400

 

400

 

Endesa Chile

 

12 years

 

August 2015

 

8.625

%

200

 

200

 

Endesa Chile (1)

 

30 years

 

February 2027

 

7.875

%

230

 

206

 

Endesa Chile (3)

 

40 years

 

February 2037, Put 2009

 

7.325

%

220

 

71

 

Endesa Chile (1)

 

100 years

 

February 2097

 

8.125

%

200

 

40

 

Subtotal

 

 

 

 

 

8.214

%

1,250

 

917

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

7.886

%

2,100

 

1,518

 

 


(1)          Enersis and Endesa Chile repurchased bonds in 2001.

(2)          Holders of the 6.6% Enersis Yankee bonds due 2026 exercised a put option on December 1, 2003 for an aggregate principal amount of $ 149 million, leaving $ 1 million outstanding.

(3)          Holders of the 7.325% Endesa Chile Yankee bonds due 2037 exercised a put option on February 1, 2009, for a total amount of $ 149.2 million.  The remaining $ 70.8 million in bonds mature in February 2037.

 

In January 2011, our Colombian subsidiary, Emgesa, accessed the international debt capital markets, with the issuance of Rule 144A/Reg S Notes in local Colombian currency for the equivalent of $ 400 million, due in January 2021.  This is the first offshore private sector issuance in Colombian pesos. The net proceeds from the sale of the Notes will be used to finance new projects, such as El Quimbo, to repay existing debt and for other general corporate purposes.

 

Enersis and Endesa Chile, as well as our subsidiaries in the five countries in which we operate, have access to their domestic capital markets, where we have issued debt instruments including commercial paper and medium and long term bonds that are primarily sold to pension funds, life insurance companies and other institutional investors.  In the last 15 years, Enersis and Endesa Chile have accessed the local market with total bond issuances for UF 43.0 million or $ 1,971 million (as of December 31, 2010).

 

The following table lists UF-denominated Chilean bonds issued by Enersis and Endesa Chile, outstanding as of December 31, 2010.

 

107



Table of Contents

 

 

 

 

 

 

 

Coupon
(inflation-adjusted

 

Aggregate Principal Amount

 

Issuer

 

Term

 

Maturity

 

rate)

 

Issued

 

Outstanding

 

 

 

 

 

 

 

(as a percentage)

 

(UF
million)

 

(UF million)

 

(in $ million)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Enersis Serie B2

 

21 years

 

June 2022

 

5.75

%

2.5

 

1.6

 

71

 

Endesa Chile Serie F

 

21 years

 

August 2022

 

6.20

%

1.5

 

1.4

 

65

 

Endesa Chile Serie K

 

20 years

 

April 2027

 

3.80

%

4.0

 

4.0

 

183

 

Endesa Chile Serie H

 

25 years

 

October 2028

 

6.20

%

4.0

 

3.8

 

174

 

Endesa Chile Serie M

 

21 years

 

December 2029

 

4.75

%

10.0

 

10.0

 

458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

5.01

%

22.5

 

20.8

 

951

 

 

The following table lists local bonds issued by our foreign subsidiaries, outstanding as of December 31, 2010.  We present aggregate information for each company. The maturity column for each company reflects the issuance with the longest maturity, and the coupon rate corresponds to the weighted average coupon of all issuances for each company.

 

Issuer

 

Maturity

 

Coupon (1)
(as a percentage)

 

Aggregate Principal
Amount Outstanding

 

 

 

 

 

 

 

(in $ million)

 

 

 

 

 

 

 

 

 

Ampla

 

December 2015

 

12.15

%

378

 

Codensa

 

December 2018

 

8.39

%

697

 

Coelce

 

July 2014

 

12.77

%

154

 

Edegel

 

January 2028

 

6.50

%

201

 

Edelnor

 

August 2020

 

7.22

%

292

 

Emgesa

 

February 2024

 

8.75

%

689

 

Edesur

 

June 2012

 

11.75

%

25

 

Total

 

 

 

 

 

2,438

 

 


(1) Many of the coupon rates are variable rates based on local indexes, such as inflation. The table reflects the coupon rate taking into account each local index as of December 31, 2010.

 

For a full description of the local bonds issued by Enersis and Endesa Chile, see “ —  Unsecured liabilities detailed by currency and maturity” and “ —  Secured liabilities breakdown by currency and maturity” in Note 18 to our Consolidated Financial Statements.

 

We frequently participate in the international commercial bank markets governed by the laws of the State of New York through both bilateral and syndicated senior unsecured loans.  As of the date of this report, the amounts outstanding or available for these bank loans are listed below:

 

Borrower

 

Type

 

Maturity

 

Facility Amount

 

Amount Drawn

 

 

 

 

 

 

 

($ million)

 

(in $ million)

 

 

 

 

 

 

 

 

 

 

 

Enersis

 

Syndicated revolving loan

 

December 2012

 

100

 

0

 

Endesa Chile

 

Syndicated revolving loan

 

July 2011

 

200

 

0

 

Endesa Chile

 

Syndicated revolving loan

 

June 2014

 

200

 

0

 

Endesa Chile

 

Syndicated term loan

 

June 2014

 

200

 

200

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

700

 

200

 

 

The Enersis revolving credit facility due December 2012 and the Endesa Chile revolving credit facility due June 2014 do not contain a condition precedent requirement regarding the non-occurrence of a “Material Adverse Effect” (or MAE, as

 

108



Table of Contents

 

defined contractually) prior to a disbursement, allowing the companies full flexibility to draw on up to $ 300 million in the aggregate from such committed revolving facilities under any circumstances, including situations involving a MAE.

 

Enersis and Endesa Chile also borrow from banks in Chile under fully committed facilities in which a potential MAE would not be an impediment to this source of liquidity.  In December 2009, both companies signed 3-year bilateral revolving loans for an aggregate of UF 4.8 million (equivalent to $ 219 million as of December 31, 2010) as detailed below.

 

Borrower

 

Type

 

Maturity

 

Facility Amount

 

Amount Drawn

 

 

 

 

 

 

 

(UF million)

 

(UF million)

 

 

 

 

 

 

 

 

 

 

 

Enersis

 

Bilateral revolving loans

 

December 2012

 

2.4

 

0

 

Endesa Chile

 

Bilateral revolving loans

 

December 2012

 

2.4

 

0

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

4.8

 

0

 

 

Our subsidiaries also have access to fully committed credit lines in the local markets, as detailed above.

 

Borrower

 

Type

 

Maturity

 

Facility Amount

 

Amount Drawn

 

 

 

 

 

 

 

($ million)

 

(in $ million)

 

 

 

 

 

 

 

 

 

 

 

Ampla

 

Bilateral revolving loans

 

April 2011

 

24

 

0

 

Coelce

 

Bilateral revolving loans

 

April 2011

 

30

 

0

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

54

 

0

 

 

As a result of the foregoing, we have access to fully committed undrawn revolving loans, both international and domestic, for up to approximately $ 773 million in the aggregate as of December 31, 2010.

 

Enersis and Endesa Chile also borrow routinely from uncommitted Chilean bank facilities with approved lines of credit for approximately $ 320 million in the aggregate.  Unlike the previous committed lines not subject to MAE conditions precedent prior to disbursements, this source of funding in the Chilean market is not guaranteed under all circumstances. Our subsidiaries also have access to uncommitted local bank facilities, for a total amount of $ 1,775 million, of which $ 1,210 million are undrawn.

 

Also, both Enersis and Endesa Chile can tap the Chilean commercial paper market under programs that have been registered with the Chilean SVS for a maximum of $ 200 million for each borrower. In addition, Enersis had a local bond program registered with the SVS for UF 12.5 million that has not been issued yet.

 

Finally, our foreign subsidiaries also have access to other types of financing, including governmental facilities, supplier credit and leasing, among others.

 

Except for the SEC-registered Yankee bonds, which are not subject to financial covenants, Enersis and Endesa Chile’s outstanding debt facilities include such covenants.  The types of financial covenants, and their respective limits, vary from one type of debt to another.  As of December 31, 2010, the most restrictive financial covenants affecting Enersis was Debt to EBITDA covenant, corresponding to the revolving loan facility that matures in December 2012, while in the case of Endesa Chile, it was the Adjusted Consolidated Leverage test, corresponding to the revolving loan facility that matures in July 2011.  Under such covenants, the maximum additional debt that could be incurred without a breach of covenant is $ 8.8 billion and $ 5.1 billion for Enersis and Endesa Chile, respectively, allowing both companies to double their current financial debt.  As of the date of this report, we are in compliance with our financial covenants contained in our debt instruments.

 

As is customary for certain credit and capital market debt facilities, a significant portion of Enersis and Endesa Chile’s financial indebtedness is subject to cross default provisions.  Each of the revolving credit facilities described above, as well as all of Enersis and Endesa Chile’s Yankee Bonds, have cross default provisions with different definitions, criteria, materiality thresholds, and applicability as to the subsidiaries that could give rise to a cross default.

 

109



Table of Contents

 

The cross default provision for the Endesa Chile revolving credit facility due in July 2011, governed by the laws of the State of New York, refers to so-called “Relevant Subsidiaries,” a contractually defined term that refers to our most important subsidiaries.  Under such credit facilities, only matured defaults exceeding $ 50 million qualify for a potential cross default when the principal exceeds $ 50 million, or its equivalent in other currencies.  There is a mathematical determination to determine the list of Relevant Subsidiaries, which may vary somewhat from year to year.  As of December 2010, Endesa Chile’s Relevant Subsidiaries with debt to third parties include only Emgesa and Edegel, both rated AAA in the local markets, and Emgesa is rated BBB- in the international market.  In the case of a matured default above the materiality threshold, revolving credit facility’s lenders would have the option to accelerate if the lenders representing more than 50% of the aggregate debt of a particular facility then outstanding choose to do so.  As of the date of this report, there is no amount outstanding of this facility, and therefore, there is no current exposure to cross default under this credit agreement.  None of the Enersis local facilities due in December 2012, the Endesa Chile local facilities due on the same date or the facilities maturing in June 2014 has cross default provisions to debt other than the respective borrower’s own indebtedness.

 

In the case of the Enersis bilateral loans maturing in December 2012, governed by the laws of the State of New York, the definition of “Relevant Subsidiary” makes reference (by definition and not by a formula) only to Endesa Chile and Chilectra, and the latter does not have any debt with third parties.  Therefore, the risk of a cross default under these bank loans is very limited, since there is no reference to subsidiaries in countries other than Chile.

 

After amendments in July 2009 following a successful solicitation consent, our Yankee Bonds’ cross default provisions may be triggered only by debt of the respective borrower or its Chilean subsidiaries.  A matured default of either Enersis, Endesa Chile or one of their respective Chilean subsidiaries could result in a cross default to Enersis and Endesa Chile’s Yankee Bonds if such matured default, on an individual basis, has a principal exceeding $ 30 million, or its equivalent in other currencies.  In the case of a matured default above the materiality threshold, Yankee bondholders would have the option to accelerate if either the Trustee or bondholders representing no less than 25% of the aggregate debt of a particular series then outstanding choose to do so.  Following the 2009 Yankee amendments which ring-fenced Chile, a payment default or a bankruptcy/insolvency default outside of Chile has no contractual effect on our Yankee Bond indentures, no matter how material.

 

The cross acceleration and bankruptcy/insolvency clauses of three of our four Endesa Chile UF-denominated Chilean bonds were amended in February 2010 after bondholders’ approval in January 2010.  After the amendments, all series of Endesa Chile’s Chilean bonds ring-fenced Endesa Chile, and none of its subsidiaries, either in Chile or outside Chile, can trigger a cross default to Endesa Chile.

 

At the time of this report, Endesa Costanera, our Argentine subsidiary, has not paid the installment due March 2011 for $ 20.9 million of its supplier credit with Mitsubishi Corporation (MC) dating back to 1996.  This has been a recurring situation ever since the Argentine crisis of 2002.  For additional information of the Argentina crisis and its consequence in the electricity industry, please see “Item 4. Information on the Company. B. Business Overview. Electricity Industry Regulatory Framework. Argentina. Regulatory Developments: the industry after the Public Emergency Law”.  However, on March 31, 2011, MC temporarily waived the payment due from Endesa Costanera.  The waiver also states MC’s willingness to discuss a new payment date for the amount past due.

 

Except for Endesa Costanera, our companies have access to existing credit lines sufficient to satisfy all of its present working capital needs.  In 2010, Endesa Costanera had total indebtedness of approximately $ 72 million (including debt with MC of $ 28 million).  Endesa Costanera’s access to the capital markets has been very limited due to the difficult financial situation still prevailing in Argentina, especially for the utilities sector, the poor capital markets development due to the shortage of off-shore financing and the pension fund system nationalization.  Notwithstanding these unusual circumstances, Endesa Costanera was still able to refinance its debt maturing in 2010.

 

Payment of dividends and distributions by our subsidiaries and affiliates represent an important source of funds for us.  The payment of dividends and distributions by certain subsidiaries and affiliates are subject to legal restrictions, such as legal reserve requirements, and capital and retained earnings criteria, and other contractual restrictions.  We have been advised by legal counsel in the various geographical locations where our subsidiaries and affiliates operate that there currently are no additional legal restrictions on the payment to Enersis of dividends or distributions to us in the jurisdictions where such subsidiaries or affiliates are incorporated.  Certain credit facilities and investment agreements of our subsidiaries restrict the payment of dividends or distributions in certain special circumstances.  For a description of liquidity risks resulting from our company status, please see “Item 3. Key Information — D. Risk factors —We depend in part on payments from our subsidiaries and affiliates to meet our payment obligations”.

 

110



Table of Contents

 

Our estimated capital expenditures for the 2011-2015 period, expressed in dollars at internally estimated exchange rates, amount to $ 5,974 million, of which $ 5,778 million is considered non-discretionary investments.  We include maintenance capital expenditures as non-discretionary.  It is important for us to maintain the quality and operation standards required for our facilities, but we do have some flexibility regarding the timing for these investments.  We consider the investment in non-conventional renewable energy (NCRE) projects in Chile to be non-discretionary.  These investments are being made to comply with regulations that call for 5% of the total contracted energy to be based on NCRE.  Finally, expansion projects under execution are also non-discretionary.  We consider the remaining $ 197 million of the $ 5,974 million of our estimated capital expenditure for 2011-2015 to be discretionary.  The latter includes expansion projects that are still under evaluation, in which case we would undertake them only if deemed profitable.

 

We do not currently anticipate liquidity shortfalls affecting our ability to satisfy the obligations described in this report.  We expect to refinance our indebtedness as it becomes due, fund our purchase obligations outlined previously with internally generated cash, and fund capital expenditures with a mixture of internally generated cash and borrowings.

 

Transactions that most significantly affected Enersis foreign subsidiaries’ liquidity in 2010 included:

 

·                  Endesa Costanera: refinancing of all 2010 indebtedness for approximately $ 72 million.  Within this refinancing, we highlight the $ 28 million refinancing due to MC and $ 8.6 million to Credit Suisse.

 

·                  El Chocón: syndicated loan for $ 22 million for 3.5 years, which enabled the company to refinance its short-term debt and to increase the debt’s average life.  The company also signed forward contracts for $ 29 million.

 

·                  Edesur: refinancing of two loans in advance for approximately $ 8 million, which allowed increasing the debt’s average life.

 

·                  Coelce: refinancing of debt maturing in 2010 for approximately $ 46 million.

 

·                  Endesa Brasil: payment of IFC’s equity interest for $ 111 million.

 

·                  Codensa: Bond issuances for a total of $ 116 million for three and six year maturities.

 

·                  Emgesa: The first placement of commercial paper was carried out for $ 39 million to refinance short-term debt and local bond issuances for $ 309 million with terms between 5 and 15 years.

 

·                  Edelnor: Local bond issuance during 2010 for approximately $ 36 million, used to refinance indebtedness.

 

·                  Edegel: Bond issuance for $ 20 million and obtained a 7-year term loan for $ 61 million to refinance debt maturing in 2012. The company also signed forward contracts for $ 39 million.

 

Transactions that most significantly affected Enersis foreign subsidiaries’ liquidity in 2009 included:

 

·                  Endesa Costanera: refinancing of all debt maturing in 2009 for approximately $ 76 million.  Also, Endesa Costanera refinanced $ 4.3 million with Credit Suisse due in 2010, extending its maturity to 2011.

 

·                  El Chocón: syndicated loan for $ 31 million for 3 years, which enabled the company to refinance its short-term debt.  It also arranged a 2.5-years interest rate swap for $ 30 million.

 

·                  Edesur: refinancing of debt maturing in 2010 for approximately $ 46 million, extending the average life of its debt and converting all its debt into local currency.

 

·                  Ampla: debentures for $ 146 million in two series with maturities between three and six years, whose proceeds were used to refinance short-term debt.

 

·                  Coelce: commercial paper for approximately $ 106 million for one year to refinance short-term debt.  The company also issued debentures for $ 130 million dollars to repay the commercial paper.  Finally, it also contracted a committed line of credit for $ 50 million.

 

111



Table of Contents

 

·                  Codensa: sale of the Codensa Hogar business portfolio, with proceeds of approximately $ 275 million for this operation.  Codensa also placed commercial paper for $ 18 million, in order to refinance short-term debt, and issued domestic bonds for $ 31 million to finance the purchase of Empresa de Energía de Cundinamarca.

 

·                  Emgesa: local bonds for $ 309 million, the proceeds of which were used to refinance short-term debt.

 

·                  Edelnor: bank debt for $ 77 million.  The company also issued local bonds for $ 38 million with maturities between three and six years, which were used to refinance short-term debt.

 

·                  Edegel: local bonds for $ 34 million denominated in both dollar and local currency, used to refinance short-term debt. Edegel also renegotiated bank loans for $ 42 million, which enabled it to reduce the interest rate and extend the term.

 

C.            Research and Development, Patents and Licenses, etc.

 

None.

 

D.            Trend Information.

 

Enersis is a company with subsidiaries engaged in the generation, transmission and distribution of electricity in five South American countries.  Therefore, our businesses are subject to a wide variety of conditions that may result in variability in our earnings and cash flows from year to year. In general, our net income is a result of our operating income from our generation and distribution businesses and other factors such as income from unconsolidated related companies, foreign currency exchange rate effects and tax expense.

 

In our generation business, our operating income for 2010 decreased by 11.9% as compared to 2009.  This percent change in the generation segment operating income in 2010 varies in each of the five countries where we operate and is due to numerous factors, including hydrological conditions, the price of fuel used to generate electricity and the prevailing spot market and regulated prices for electricity.  We expect to continue evidencing a reasonably good operating performance over the coming years, given the favorable macroeconomic perspective for most of the countries in which we operate.  The economies of these South American nations were less impacted by the latest international financial crisis as compared to developed countries.  There are high expectations for the next few years for a strong economic recovery, including a 4% growth in the national economic product, on average, and a correspondingly stable electricity demand growth.

 

On the other hand, development of new generation facilities in South America has always followed behind demand growth.  We anticipate that this tendency will continue in the foreseeable future.  Also, due to growing environmental restrictions, transmission line saturation, obstacles for fuel transportation and scarcity of places where to locate plants, these new projects involve higher development costs than in the past.  We foresee that average electricity prices will adjust to recognize these increased costs.  This situation could increase the value of our assets, especially in the case of hydroelectric power plants, which have lower production costs, and thus benefit from greater profitability in scenarios of increasing prices to end users.  Furthermore, an important part of the new installed capacity under development in the five countries in which we operate corresponds to thermal power plants, with coal and natural gas as their principal fuels, and only a few hydroelectric projects are being developed.  Thus, we expect this situation will also impact long term spot prices positively.  Long term contracts awarded in different international bids to Enersis, through its subsidiaries, has already incorporated these expected price levels.  Currently, we have 23% of our expected annual generation sold under contracts of at least ten years, and 33% in contracts of at least five years.

 

However, spot prices are subject to great volatility, affecting our forecasted income.  In order to address this risk in the generation business, the Company has implemented commercial policies in order to control relevant variables and provide stability to the profit margins.  Our commercial policy seeks to establish a global framework to conduct the energy trading operations, setting responsibilities, guidelines and acceptable risk limits aligned with company objectives. Therefore, our company defines contractual volumes that minimize the risk of supply in adverse hydrological conditions and includes, where necessary with some industrial clients, risk mitigation clauses.

 

In order to mitigate the risk of increasing fuel costs, Enersis has fuel supply contracts to cover part of the fuel needed by its thermal generation units, which operate with coal, natural gas and diesel or fuel oil.  In Chile, through an equity interest in GNL Quintero, we are the only electricity company participating in the LNG terminal at Quintero bay (the only facility of its kind in the SIC market), enhancing our position to manage fuel supply risks, mainly when facing increasing fuel costs scenarios.  This becomes particularly relevant given the increasing trend to penalize other technologies that are intensive in

 

112



Table of Contents

 

fuels, such as coal and diesel, which have a stronger environmental impact.  As of December 31, 2010, we have not made any transaction with commodities’ derivate instruments to handle fuel price fluctuations.  For further information on this subject, please see “Item 11(a) and 11(b).  Quantitative and Qualitative Disclosures About Market Risk — Commodity Price Risk”.

 

With respect to our distribution business segment, our operating income for 2010 decreased by 9.4% as compared to 2009.  This decrease is a combination of numerous factors in each of the five countries where we operate.  These include, among others, effects of regular tariff adjustments, which are partially offset by operational efficiency and the increase in electricity sales due to growth in population and gross domestic product (GDP) in the countries in which we operate.  Technological advances, such as smart metering, have enabled us to limit the increase in electricity losses in a challenging economic environment.  We expect that the South American countries in which we operate will continue to experience high growth rates, positively impacting our distribution business performance. In particular, we expect the growth rates in the electricity sector to continue, mainly due to the gap in the per capita electricity consumption that these countries have with respect to more developed countries, which in some cases are half the consumption of developed countries. We expect electricity demand to grow approximately 5% annually, on average, over the next 10 years.

 

In connection with distribution segment tariffs, taking into account the future periodic review process in each country in which we operate, we expect that the regulator will continue to recognize investments, encourage efficiency and establish rates that will allow for an appropriate return on investment.  We also anticipate that our distribution companies will probably increase their profitability during the period between periodic tariff—setting processes.  After tariffs have been set, the companies have the opportunity to increase their efficiency and obtain an extra profit associated with such gains in efficiency achieved during the period subsequent to the new tariff setting. For a better understanding of the cycles involving the process, please see the figure below, where we conceptually describe the effect of the application of the price cap model used by regulators in most of the countries where we operate.

 

GRAPHIC

 

Although the price at which a distribution company purchases the electricity has a substantial impact on the price at which it is sold to end users, it does not have an impact on our profitability. The cost of electricity purchased is passed through to tariffs to end users. However, it is important to note that distribution companies usually enter into long—term contracts in order to decrease exposure to electricity price volatility. This is a common practice in most of the countries in which we operate.

 

Though our operations in the five countries allow us to somewhat offset and counterbalance variations with respect to these main factors that affect our operating results, in light of the variability of these factors over time and across the countries in which we operate, we cannot claim that we are fully hedged in our portfolio of generation assets in these countries.  Furthermore, we cannot ascertain the likelihood or the extent to which past performance will be indicative of future performance with respect to our generation business.  Any significant change with respect to hydrological conditions,

 

113



Table of Contents

 

fuel price or the electricity price, among other factors, could affect our operating income in the generation business.  At the same time, any significant change with respect to economic and population growth, as well as changes in the regulatory regimes in the countries in which we operate, among other factors, could affect our operating income in the distribution business. Variability in our earnings and cash flows can also arise from non—operating factors as well, such as foreign currency exchange rates. For further information regarding 2010 results of the Company compared with those recorded in previous periods, please see “Item 5. Operating and Financial Review and Prospects — A. Operating Results - Enersis’ Results of Operations for the Years Ended December 31, 2009 and December 31, 2010” and “Item 5. Operating and Financial Review and Prospects — A. Operating Results - Enersis’ Results of Operations for the Years Ended December 31, 2008 and December 31, 2009”.  Investors should not look at our past performance as indicative of future performance.

 

We do not expect that our current debt agreements, which imposes certain restrictions, could have a negative impact on our capital expenditure plan as described in “Item 5. Operating and Financial Review and Prospects — B. Liquidity and Capital Resources.” We have a large leverage capacity prior to a potential breach of a debt covenant.  As of December 31, 2010, Enersis is able to incur up to $ 8.8 billion in incremental debt, while Endesa Chile has an additional debt capacity of $ 5.1 billion, in each case beyond current levels of consolidated indebtedness.  We believe that Enersis will continue to have similar comfortable levels of further leverage capacity in the foreseeable future.

 

In connection with funding sources, as of December 31, 2010, the Company has approximately $ 719 million in committed revolving facilities which have not yet been drawn, and additional uncommitted Chilean lines of credit for another $ 320 million in the aggregate.  In addition, both Enersis and Endesa Chile have registered with the SVS certain commercial paper programs for up to $ 400 million in the aggregate and local bond programs for up to $ 573 million.  These funding sources can be increased in the case of need.

 

Finally, as explained above, we expect that the Company will continue generating significant amounts of operating cash, which can be used to finance part of the capital expenditure plan.  If needed, our shareholders also have the possibility to adjust the dividend payout ratio, subject to some legal restrictions, in order to allocate the cash needed for our investment plan.

 

E.             Off—balance Sheet Arrangements.

 

Enersis is not a party to any off—balance sheet arrangements.

 

F.             Tabular Disclosure of Contractual Obligations.

 

The table below sets forth the Company’s cash payment obligations as of December 31, 2010:

 

Ch$ billion (1)

 

Total

 

2011

 

2012-2013

 

2014-2015

 

After
2015

 

Bank debt

 

630

 

176

 

303

 

120

 

31

 

Local bonds (2)

 

1,557

 

229

 

286

 

253

 

788

 

Yankee bonds

 

906

 

0

 

187

 

366

 

352

 

Other debt (3)

 

384

 

178

 

127

 

65

 

14

 

Interest expense

 

300

 

51

 

83

 

74

 

92

 

Pension and post-retirement obligations(4) 

 

263

 

41

 

77

 

73

 

72

 

Purchase obligations(5) 

 

31,159

 

1,690

 

2,846

 

2,535

 

24,089

 

Financial leases

 

86

 

12

 

21

 

21

 

32

 

Total contractual obligations

 

35,285

 

2,377

 

3,930

 

3,507

 

25,470

 

 


(1)          All figures are in Ch$ of each year.

(2)          Hedging instruments included modifies substantially the principal amount of debt.

(3)          Other debt includes governmental loan facilities, supplier credits and short—term commercial paper among others.

(4)          We have funded and unfunded pension and post—retirement benefit plans.  Our funded plans have contractual annual commitments for contributions which do not change based on funding status.  Cash flow estimates in the table are based on such annual contractual commitments including certain estimable variable factors such as interest.  Cash flow estimates in the table relating to our unfunded plans are based on future discounted payments necessary to meet all of our pension and post—retirement obligations.  The amount of Ch$ 72 billion in the “After 2015” column includes all of our cash flow estimates relating to our unfunded plans, but does not include any amount for our funded plans, because such plans do not have an expiration or settlement date.

 

114



Table of Contents

 

(5)          Includes generation and distribution business purchase obligations comprised mainly of energy purchases, operating and maintenance contracts and other services.  Of the total amount of Ch$ 31,159 billion, 84% corresponds to energy purchases, 12% corresponds primarily to fuel supply, services in medium and low voltage lines, and supply of cables, and the remaining 4% to miscellaneous services, such as GNL regasification, fuel transport and coal handling.

 

G.            Safe Harbor.

 

This “Item 5. Operating and Financial Review and Prospects,” contains information that may constitute forward—looking statements.  See “Forward—Looking Statements” in the Introduction of this report, for safe harbor provisions.

 

Item 6.           Directors, Senior Management and Employees

 

A.            Directors and Senior Management.

 

Our Board of Directors consists of seven members who are elected for a three—year term at an Ordinary Shareholders’ Meeting, or OSM.  If a vacancy occurs in the interim, the Board of Directors elects a temporary director to fill the vacancy until the next OSM, when the entire Board of Directors will be elected.  Our Executive Officers are appointed by the Board of Directors and hold office at the discretion of the Board.  Set forth below are the members of our Board of Directors as of December 31, 2010.

 

Directors

 

Position

 

Held Since

Pablo Yrarrázaval V.

 

Chairman

 

2002

Andrea Brentan

 

Vice Chairman

 

2009

Rafael Fernández (1)

 

Director

 

2010

Rafael Miranda R.

 

Director

 

1999

Hernán Somerville S.

 

Director

 

1999

Eugenio Tironi B.

 

Director

 

2000

Leonidas Vial (1)

 

Director

 

2010

 


(1)          Appointed Board member in April 2010.

 

Set forth below are brief biographical descriptions of our directors, five of whom reside in Chile and two in Spain, as of December 31, 2010.

 

Pablo Yrarrázaval V.

Chairman of the Board of Directors

 

Mr. Yrarrázaval became Chairman of the Board of Directors in July 2002 and was Chairman of the Directors’ Committee since April 2003 until January 2010.  Mr. Yrarrázaval is a partner in the brokerage firm Corredora de Bolsa Yrarrázaval y Compañía Limitada, Vice Chairman of Depósito Central de Valores S.A., DCV, and is also Chairman of the Santiago Stock Exchange, a position he has held since 1989.  Before Mr. Yrarrázaval became Chairman of Enersis, he was Chairman of Endesa Chile.

 

Andrea Brentan

Vice Chairman of the Board of Directors

 

Mr. Brentan has been Vice Chairman since 2009.  He was a research assistant at New York University from 1975 to 1977 and then held various positions at GIE, an Italian power plant contractor operating worldwide, until the beginning of 1991.  From 1991 to 1999, he successively held the positions of CFO, General Manager and CEO at Sae Sadelmi, a Milan—based company belonging to the ABB Group which is engaged in power plant engineering, procurement and construction and electrical generation equipment manufacturing and service.  From 2000 to 2002, he was the Head of the Worldwide Steam Power Plant Business at Alstom, based in Paris.  He joined Enel in November 2002, where he held several positions in the company, including Head of Business Development and M&A unit of the International Division, Chairman of Viesgo S.A., Chairman of Enel North America, Enel Latin America and Slovenske Elektrarne and Director of Enel Energy Europe.  Until June 2009, he served as Director of the Iberian Peninsula and Latin American Division of Enel and Vice Chairman of the Board of Endesa Spain, when he became CEO of Endesa Spain.  Mr. Brentan is a mechanical engineer from Politécnico di Milano and holds a M.Sc. in Applied Sciences from New York University.

 

115



Table of Contents

 

Rafael Fernández M.

Director of the Board, Member of the Directors’ Committee

 

Mr. Fernández was appointed Director of Enersis in April 2010. From 1997 to 2006, Mr. Fernández served as Chairman of the Board of various Argentine companies in the electricity generation, transmission, distribution and commercialization businesses, as well as in natural gas production and transport companies. He also founded and was a member until 2004 of the Academic Committee of the Master’s in Electricity Business of ITBA (Buenos Aires, Argentina) and since 2006 he has been a member of the Advisory Committee of the Development Department of Universidad Alberto Hurtado. Between 2002 and 2006, he was the Executive Director of the Gas and Energy Business division of Petrobrás Energía—Argentina. Between 2006 and January 2010, he served as CEO and Director of Petrobras Chile Petrolera Ltda. He currently is CEO of Corporación de Capacitación y Empleo, a subsidiary of Sociedad de Fomento Fabril (SOFOFA).  Mr. Fernández is a civil industrial engineer from Pontificia Universidad Católica de Chile.

 

Rafael Miranda R.

Director of the Board

 

Mr. Miranda has been a Director of the Board since 1999.  He joined Endesa Spain in 1987.  From 1987 to 1997, he was Managing Director.  Between February 1997 and June 2009, he served as Endesa Spain’s CEO.  Currently, Mr. Miranda is Chairman of Endesa Foundation, Honorary Chairman of Eurelectric (European Electricity Association), Chairman of the Social Council of Burgos University and Chairman of the Spanish Council of INSEAD.  Mr. Miranda holds a B.Sc. in Industrial Engineering from Comillas University (ICAI) and a Master’s Degree in Management Science from the School of Industrial Organization.

 

Hernán Somerville S.

Director of the Board, Chairman of the Directors’ Committee

 

Mr. Somerville has been a Director of the Board since 1999.  From 1983 to 1988, Mr. Somerville was Director of the Chilean Central Bank, serving as Chief Debt Negotiator for Chilean public debt and private commercial bank debt.  Mr. Somerville was the former Chairman of the Confederation of Production & Commerce in Chile.  Since 1989, Mr. Somerville has been the Managing Director and Partner of Fintec, an investment, advisory and management company.  He is also the non—executive Chairman of the Chilean Association of Banks and Financial Institutions, former Chairman of the Latin American Federation of Banks and Chairman of Transbank S.A., which manages credit and debit cards in Chile.  He is also a Board Member of Corp Banca, INACAP.  Mr. Somerville is one of the three Chilean representatives at the Asia Pacific Economic Council’s Business Advisory Committee, and is Chairman of the Chilean Pacific Foundation. Mr. Somerville has a law degree from Universidad de Chile and an M.C.J. degree from New York University Law School.

 

Eugenio Tironi B.

Director of the Board

 

Mr. Tironi has been a Director of Enersis since July 2000.  Between 1990 and 1994, Mr. Tirnoni was a Director of the Secretariat of Communication and Culture of the Chilean Government.  Mr. Tironi was also a visiting professor at Notre Dame University (U.S.A) in 2002, and Sorbonne—Nouvelle (France) in 2006.  In addition, since 1994, he has been the Chairman of Tironi Asociados, a strategic communications’ firm, which advises Chilean and international firms in several Latin American countries.  He is currently a researcher at CIEPLAN, a professor at Universidad Adolfo Ibañez and a member of the Board of Trustees of Universidad Alberto Hurtado.  He is also a board member of different non—profit organizations, such as Paz Ciudadana, Un techo para Chile and Fundación Orquestas Sinfónicas Juveniles e Infantiles.  Mr. Tironi has published seventeen books in Chile and abroad, and is a regular columnist of the Chilean newspaper, El Mercurio.  Mr. Tironi received a Ph.D. in sociology from L’École des Hautes Études en Sciences Sociales (Paris, France).

 

Leonidas Vial E.

Director of the Board, Member of the Directors’ Committee

 

Mr. Vial was appointed Director of Enersis in April 2010.  He was Director of Endesa Chile since April 1995 until March 2010. Mr. Vial has been Vice Chairman of the Santiago Stock Exchange since June 1988, as well as a Director of Empresas Santa Carolina S.A., Cía  Industrial El Volcán S.A, Larraín Vial S.A., Chairman of Cía. CIC S.A. and director of Embotelladora Arica, none of which are related to the Endesa Group.

 

116



Table of Contents

 

 

 

Executive Officers (as of December 31, 2010)

 

Position

 

Current Position Held Since

Ignacio Antoñanzas A.

 

Chief Executive Officer

 

2006

Massimo Tambosco

 

Deputy Chief Executive Officer

 

2010

Ramiro Alfonsín B.

 

Planning and Control Officer

 

2007

Angel Chocarro G.

 

Accounting Officer

 

2009

Alfredo Ergas S.

 

Chief Financial Officer

 

2003

Juan Pablo Larraín M.

 

Communications Officer

 

2009

Eduardo López M.

 

Procurement Officer

 

2010

Carlos Alberto Niño F.

 

Human Resources Officer

 

2010

Francisco Silva B.

 

General Services Officer

 

2010

Alba Marina Urrea

 

Internal Audit Officer

 

2010

Domingo Valdés P.

 

General Counsel

 

1999

 

Set forth below are brief biographical descriptions of our Executive Officers, all of whom reside in Chile:

 

Ignacio Antoñanzas A. was appointed CEO of Enersis in October 2006.  He started his career as a commodities trader.  He joined Endesa Spain in 1994, having worked mainly during his professional career in generation and corporate strategy areas.  He has been the CEO of Endesa Net Factory and Director of Endesa Italia.  Until assuming his current position, he served as Deputy General Manager of Strategy for Endesa Spain.  Since June 2009, he also serves as Executive Vice President at Endesa Spain in charge of Latin America.  Mr. Antoñanzas holds a degree in Mining Engineering with a major in energy and fuels from the Universidad Politécnica de Madrid.

 

Massimo Tambosco.  became Deputy Chief Executive Officer in October 2010.  Between 2000 and 2009, he held several positions in finance, planning and control, corporate control and M&A for different Enel Group companies and business units.  Previously, he was CFO of Ferrero de México and Administration Manager of Roca S.r.l.  From March 2009 until his most recent appointment, he held the position of Deputy CFO of Endesa Spain in Spain.  Mr. Tambosco holds a degree in business administration from the Università Commerciale Luigi Bocconi in Milano, Italy, and attended Executive Programs in the Kellogg School of Management in Chicago and the Harvard Business School in Boston.

 

Ramiro Alfonsín B. became Planning and Control Officer in March 2007.  Before joining the Endesa Group, Mr. Alfonsín worked as Senior Financial Advisor at Banco Urquijo KBL Group, as Management Advisor of the Corporate Development and Institutional Relations at Alcatel, and also as Corporate Banking Associate at ABN Amro Bank N.V.  He joined the Endesa Spain Group in June 2000, working in Endesa Net Factory as Investment and Risk Capital Manager and later as Planning and Control Manager.  Subsequently, he worked in Endesa Italia as a Planning and Investment Deputy Director and in Endesa Europa as Investment and Corporate Relations Deputy Director.  Currently, Mr. Alfonsín is a board member of several companies of Enersis in Argentina, Brazil, Chile and Peru.  He holds a degree in Business Administration from the Pontificia Universidad Católica de Argentina.

 

Ángel Chocarro G. is the Enersis’ Accounting Officer since November 2009.  Mr. Chocarro has held several positions in both Enersis and the Endesa Spain Group.  From 2005 to 2009, he was Enersis’ Director of Consolidation, Internal Controls, and Accounting Criteria.  Mr. Chocarro has a degree in Economics and Business Administration from Universidad del País Vasco, Spain.

 

Alfredo Ergas S. has been the CFO of Enersis since July 2003 after having held a similar position at Endesa Chile.  Mr. Ergas joined Enersis in April 1993.  He served as Deputy Chief Financial Officer of Endesa Chile and later in Enersis as Planning and Control Director.  Afterwards, Mr. Ergas served as CFO and Chief Controlling Officer of the Chilean telecommunications company, Smartcom, from 2000 to 2002.  Mr. Ergas is the Chairman of InBest, a non—profit organization formed in November 2009 aimed at promoting the Chilean capital market’s strengths and advantages in financial services before the international financial community.  Mr. Ergas also serves as Chairman of the Issuers’ Committee of the Chilean American Chamber of Commerce, AmCham, and Board Director of the Alumni Association of Commercial Engineers of Universidad de Chile.  Mr. Ergas is a commercial engineer from Universidad de Chile, and has an M.B.A. degree from Trium Global Executive M.B.A., an alliance between NYU, HEC and LSE.

 

Juan Pablo Larraín M. joined Enersis in August 2006 as Chilectra’s Communications Officer.  In November 2009, he was appointed Enersis’ Communication Officer and Endesa Spain’s Communication Officer for Latin America and Chile.  Before joining Enersis, he worked as Editor in Chief of Diario Financiero; Communications’ Officer at Hill & Knowlton

 

117



Table of Contents

 

Chile, National Editor at El Mercurio (Valparaíso) and News Service Editor at Red TV.  Mr. Larraín graduated from the School of Journalism at Finis Terrae University (Chile) and holds a Master’s Degree in Professional Journalism from Complutense University (Spain).

 

Eduardo López M. was appointed Enersis’ Procurement Officer in June 2008.  He joined the group in 1981,  having held several positions in the finance department in Chilectra until 1992. Between 1992 and 1995 he worked at Edesur where he served as Sales Manager.  He also was CEO at Diprel S.A., a former Enersis subsidiary, between 1996 and 2001.  In 2002, he was appointed as Enersis’ Purchase Manager and in 2004 he held the same position at CAM until 2008.  Mr. López is a commercial engineer from Universidad Católica de Valparaiso, in Chile.

 

Carlos Niño F. was appointed Enersis’ Human Resources Officer in December 2010.  He joined the group in 1998, having held several positions as Human Resources Officer at different companies, including Codensa and Emgesa in Colombia and Chilectra in Chile.  He also was Endesa Latinoamérica Personnel Management Manager in 2009. Previously, he was Personnel Director of Legis S.A. and Human Resources Officer of Colmena Salud.  Mr. Niño is a lawyer from Universidad Externado de Colombia and holds a M.Sc. in Labor and Social Security Law from the Pontificia Universidad Javeriana in Colombia.

 

Francisco Silva B. was appointed Enersis’ General Services Officer of Enersis in December 2010.  Mr. Silva joined Chilectra in 1987 and has worked primarily in human resources and general management positions in several subsidiaries and affiliates of Enersis since then.  Between 1998 and 2000, and between July 2003 and December 2010 he was Enersis’ Human Resources Officer.  From January 2001 to June 2003, he worked as Adjunct Director of an Endesa Spain subsidiary in Spain.  Mr. Silva holds a degree in public administration from Universidad de Chile, and received a D.P.A. from Universidad Adolfo Ibáñez, Chile, in 1986.

 

Alba Marina Urrea. has been Internal Audit Officer since March 2010.  She has been linked to the Group for twelve years and has been responsible for the audit of our subsidiaries in Colombia and Peru.  She previously served as Audit Director in Cementos Samper, Accounting Director at Cemex Colombia and as Senior Auditor at Arthur Andersen Colombia.  She is a public accountant from the Autonomous University of Bucaramanga (Colombia), with a concentration in Finance from the Universidad del Rosario in Bogotá and a certification at the Institute of Internal Auditors, which accredits her as a Certified Internal Auditor.

 

Domingo Valdés P. has been General Counsel since May 1999.  He joined the Enersis Group as a corporate attorney at law for Chilectra in 1993 and became Legal Counsel at Enersis in December 1997.  Mr. Valdés worked as an intern at the New York City law firms of Milbank, Tweed, Hadley & McCloy and Chadbourne & Parke LLP.  Before joining Chilectra, Mr. Valdés was a lawyer at Chase Manhattan Bank, N.A., Corporate Department (Chile) and an associate at Carey & Cía., a Santiago based law firm.  Mr. Valdés is also Secretary of the Enersis Board of Directors and a Professor of Economic and Antitrust Law at Universidad de Chile Law School.  Mr. Valdés is a lawyer from Universidad de Chile with a Master of Laws’ Degree from the University of Chicago.

 

B.            Compensation.

 

Directors are paid a variable annual fee, depending on net earnings of the Company and a monthly fee paid in advance, depending on their attendance to the board meetings and their participation as Director of any of our subsidiaries.  In 2010, the total compensation paid to each of our directors, including fees for attendance at meetings of the Directors’ Committee, was as follows:

 

118



Table of Contents

 

Director

 

Variable
Compensation

 

Fixed
Compensation

 

Directors
Committee

 

Total

 

 

 

Year ended December 31, 2010 (in thousands of Ch$)

 

Pablo Yrarrázaval V,

 

63,798

 

55,023

 

759

 

119,580

 

Andrea Brentan (1)

 

0

 

0

 

0

 

0

 

Patricio Claro G (2)

 

9,701

 

8,373

 

3,803

 

21,877

 

Rafael Fernández M. (3)

 

22,198

 

19,138

 

6,638

 

47,974

 

Rafael Miranda R.

 

31,899

 

27,511

 

0

 

59,410

 

Hernán Somerville S.

 

31,899

 

26,743

 

10,185

 

68,827

 

Eugenio Tironi B.

 

31,899

 

26,750

 

764

 

59,413

 

Leonidas Vial (3)

 

22,198

 

19,138

 

6,638

 

47,974

 

Total.

 

213,593

 

182,676

 

28,787

 

425,057

 

 


(1)          Mr. Brentan waived his compensation as Board Director.

(2)          Mr. Claro ceased to be a Director of Enersis in April 2010.

(3)          Mr. Vial and Mr. Fernández were appointed Directors in April 2010.

 

We do not disclose, to our shareholders or otherwise, information on individual Executive Officer’s compensations.  For the year ended December 31, 2010, the aggregate gross compensation paid or accrued, attributable to fiscal year 2010, including performance—based bonuses for the Executive Officers of Enersis, was Ch$ 2,199 million.  Enersis’ Executive Officers are eligible for variable compensation under a bonus plan for meeting company—wide objectives and for their individual contribution to the Company’s results and objectives.  The annual bonus plan provides for a range of bonus amounts according to seniority level.  The bonuses eventually paid to executives consist of a certain number of gross monthly salaries.

 

The amount set aside or accrued by the Company to provide severance indemnity to its Executive Officers amounts to Ch$ 482 million, of which Ch$ 66 million was accrued during 2010.  There are no other amounts set aside or accrued to provide for pension, retirement or similar benefits for our Executive Officers.

 

All of our Executive Officers have severance indemnity agreements with the Company in the event of voluntary resignation, mutual agreement among the parties, or death.  They do not have a right to severance indemnity if their relationship with the Company is terminated due to willful misconduct, prohibited negotiations, unjustified absences, abandonment of duties, among other causes, as defined in article 160 of the Chilean Code of Labor.  All of the Company’s employees are entitled to legal severance pay if dismissed due to the needs of the Company, as defined in article 161 of the Chilean Labor Code.

 

C.            Board Practices.

 

The Board of Directors as of December 31, 2010 was elected at the OSM of April 22, 2010, and the term for this Board of Directors will expire in April 2013.  For information as to the years in which each director began his service at the board, please see “Item 6. Directors, Senior Management and Employees — A. Directors and Senior Management” above.  The members of the Board of Directors do not have service contracts with Enersis or any of its subsidiaries that provide benefits upon termination of employment.

 

Corporate Governance

 

Enersis is managed by its Board of Directors which, in accordance with its bylaws, consists of seven directors who are elected at an OSM.  Each director serves for a three—year term and the term of each of the seven directors expires on the same day.  The directors can be reelected indefinitely.  Staggered terms are not permitted under Chilean law.  If a vacancy occurs on the board during the three—year term, the Board of Directors may appoint a temporary director to fill the vacancy.  Any vacancy will trigger an election for every seat on the Board of Directors at the next OSM.

 

Chilean corporate law provides that a company’s board of directors is responsible for the management, administration and representation of a company in all matters concerning its corporate purpose, subject to the provisions of the company’s bylaws and the stockholders’ resolutions.  In addition to the bylaws, the Enersis Board of Directors has adopted regulations and policies that guide our corporate governance principles.

 

119



Table of Contents

 

The Charter Governing Executives, approved by our Board on May 28, 2003, and the Employee Code of Conduct, explain our principles and ethical values, establish the rules governing our contact with customers and suppliers, and establish the principles that should be followed by employees, including ethical conduct, professionalism and confidentiality.  They also impose limitations on the activities that our executives and other employees may undertake outside the scope of their employment with us.

 

In order to ensure compliance with Securities Market Law 18,045 and SVS regulations, our Board of Directors at its meeting held on May 28, 2008, approved the “Manual for the Management of Information of Interest to the Market,” (“Manual”).  This document addresses applicable standards regarding the information of transactions of the Company’s securities or those of its affiliates by directors, management, principal executives, employees and other related parties; existence of blackout periods for such transactions by directors, principal executives and other related parties; existence of mechanisms for the continuous disclosure of information that is of interest to the market; and mechanisms that provide protection for confidential information.  The Manual was released to the market on May 30, 2008 and posted on the company’s website at www.enersis.cl.  In February 2010, the Manual was modified in order to comply with the provisions of Law No.  20,382 (Corporate Governance Improvement Law).

 

The provisions of this Manual shall be applied to the members of our Board, as well as Enersis executives and employees who have access to privileged information, and especially those who work in areas related to the securities markets.

 

In order to supplement the aforementioned corporate governance regulations, the Company’s Board, at its meeting held on June 24, 2010 approved a Code of Ethics and a Zero Tolerance anti—Corruption Plan (“ZTAC Plan”).  The Code of Ethics is structured on the basis of general principles such as impartiality, honesty, integrity and others of similar importance, which are implied in the behavior criteria detailed in the document.  The ZTAC Plan reinforces the principles included in the Code of Ethics, but with special emphasis on avoiding corruption in the form of bribes, preferential treatment and other similar matters.

 

Given that the provisions of the Manual were included in the “Internal Regulations on Conduct in the Securities Markets”, approved by our Board on January 31, 2002, the Board revoked this latter document in June 2010.

 

At its meeting of March 29, 2011 Enersis’ Board approved the Prevention Model required by Law 20,393 of December 2, 2009, which imposes criminal responsibility on legal entities for the crimes of asset laundering, financing of terrorism and bribing of Chilean or foreign public officials.  The law encourages companies to adopt this model, whose implementation involves compliance with duties of direction and supervision. The adoption of this model therefore reduces, and in some cases relieves, the effects of criminal responsibility even when a crime is committed. One of the elements of this model is the Prevention Officer which was appointed by the Board at its meeting held on October 27, 2010.  As of December 31, 2010, the Prevention Officer was Alba Marina Urrea, Auditing Officer.

 

On October 27, 2010, the Board approved “GUIDELINES 231 Guidelines applicable to non—Italian subsidiaries in accordance with Legislative Decree 231 of June 8, 2001.  Application to Endesa and its Group”.  Given that Enersis’ parent company, Enel S.p.A. has to comply with Legislative Decree 231, which establishes management responsibility for Italian companies as a consequence of certain crimes committed in Italy or abroad, in the name of or for the benefit of such entities, including those crimes contemplated in Chilean Law 20,393, this document, approved by the Board, sets a group of measures, with standards of behavior expected from all employees, advisers, auditors, officials, directors as well as consultants, contractors, commercial partners, agents and suppliers.

 

Decree 231 includes various activities of a preventive nature that are coherent with and integral to the requirements and compliance with Chilean Law 20,393, which deals with the criminal responsibility of legal entities. All of the above is supplementary to the behavioral regulations included in the Code of Ethics and ZTAC Plan.

 

Compliance with NYSE Listing Standards on Corporate Governance

 

The following is a summary of the significant differences between our corporate governance practices and those applicable to domestic issuers under the corporate governance rules of the New York Stock Exchange (“NYSE”).

 

Independence and Functions of the Audit Committee

 

Under the NYSE corporate governance rules, all members of the Audit Committee must be independent.  We have been subject to this requirement since July 31, 2005.

 

120



Table of Contents

 

On April 22, 2010, at an Extraordinary Shareholders’ Meeting or ESM, the Company’s bylaws were amended and the Audit Committee was merged with the Directors’ Committee.  According to the Company’s bylaws all of the members of this Committee must satisfy the requirements of independence as stipulated by the NYSE.  Also, Chilean Law requires that the majority of the Directors’ Committee (at least two out of three members) be independent directors, According to Chilean Law a member would not be considered independent if, at any time, within the last 18 months he or she: (i) maintained any relationship of a relevant nature and amount with the company, with other companies of the same group, with its controlling shareholder or with the principal officers of any of them or has been a director, manager, administrator or officer of any of them; (ii) maintained a family relationship with any of the members described in (i) above; (iii) has been a director, manager, administrator or principal officer of a non—profit organizations that have received contributions from (i) above; (iv) has been a partner or a shareholder that has controlled, directly or indirectly, 10% or more of the capital stock or has been a director, manager, administrator or principal officer of an entity that has provided consulting or legal services for a relevant consideration or external audit services to the persons listed in (i) above; and (v) has been a partner or a shareholder that has controlled, directly or indirectly, 10% or more of the capital stock or has been a director, manager, administrator or principal officer of the principal competitors, suppliers or clients.  In case there are not sufficient independent directors on the Board to serve on the committee, Chilean Law determines that the independent director nominates the rest of the members of the committee among the rest of the Board members that do not meet the Chilean law independence requirements.  Chilean Law also requires that all publicly held limited liability stock companies that have a market capitalization of at least UF 1,500,000 (approximately US$ 69 million as of December 31, 2010) and at least 12.5% of its voting shares are held by shareholders that individually control or own less than 10% of such shares, must have at least one independent director and a Directors’ Committee.

 

Under the NYSE corporate governance rules, the Audit Committee of a U.S. company must perform the functions detailed in, and otherwise comply with the requirements of NYSE Listed Company Manual Rules 303A.06 and 303A.07.  Non—U.S. companies have been required to comply with Rule 303A.06 beginning July 31, 2005 but are not required to comply with Rule 303A.07.  Since July 31, 2005, we have complied with the independence and the functional requirements of Rule 303A.06.  As required by the Sarbanes—Oxley Act (“SOX”) and the NYSE corporate governance rules, on June 29, 2005, Enersis’ Board of Directors created an Audit Committee, composed of three directors who were also members of the Board.  As previously mentioned, this Audit Committee was merged into the Directors’ Committee in April 2010.  As required by the company’s bylaws, the members of Directors’ Committee-composed of three members of the Board-should comply with Chilean law, as well as with the criteria and requirements of independence prescribed by the SOX, SEC and NYSE.

 

As of December 31, 2010, our Directors’ Committee was composed of three independent directors, all of whom met both the independence criteria of Chilean law and NYSE.

 

Our Directors’ Committee performs the following functions:

 

·                  examination of Financial Statements and the Reports of the External Auditors, prior to their submission to shareholders’ approval;

 

·                  formulation of the proposal to the Board of Directors for the selection of external auditors and private rating agencies;

 

·                  examination of information related to operations by the Company with related parties and/or related to operations in which the Company’s Board members or relevant executive officers, their spouses or relatives, and/or legal entities in which Board members or relevant executive officers have worked in the last 18 months, either directly or indirectly;

 

·                  examination of the compensation framework and plans for managers, executive officers and employees;

 

·                  preparation of an Annual Management Report, including its main recommendations to shareholders;

 

·                  information to the Board of Directors about the convenience of recruiting external auditors to provide non-auditing services, when such services are not prohibited by law, depending on whether such services might affect the external auditors’ independence;

 

·                  oversight of the work of external auditors;

 

·                  review and approval of the annual auditing plan by the external auditors;

 

121



Table of Contents

 

·                  evaluation of qualifications, independence and quality of the auditing services;

 

·                  elaboration of policies regarding employment of former members of the external auditing firm;

 

·                  review and discussion of problems or disagreements between management and external auditors regarding the auditing process;

 

·                  establishment of procedures for receiving and dealing with complaints regarding accounting, internal control and auditing matters;

 

·                  any other function mandated to the committee by the bylaws, the Board of Directors or the Shareholders of the Company.

 

As of December 31, 2010, Messrs. Leonidas Vial, Rafael Fernández and Hernán Somerville (Chairman) were members of this committee, all of whom satisfied the requirements of independence of the NYSE.

 

Corporate Governance Guidelines

 

The NYSE’s corporate governance rules require U.S.—listed companies to adopt and disclose corporate governance guidelines.  Although Chilean law does not contemplate this practice (except for the Manual), the Company has adopted the codes of conduct described above, and at its ESM held in March 2006, approved the inclusion of articles in its bylaws that govern the creation, composition, attributions, functions and compensation of the Directors’ Committee and the Audit Committee.

 

In order to comply with the new requirements of Law 20,382, which amended the Chilean Companies Act, at the ESM of April 22, 2010, the shareholders of the Company approved amendments to the Company’s bylaws, including amendments providing for the merger of the Directors’ and Audit Committees.  The new Directors’ Committee is composed of three members that comply with the independence requirements of the Sarbanes—Oxley Act and the NYSE corporate governance rules.  The members of this merged committee are Messrs. Hernán Somerville S., Leonidas Vial E. and Rafael Fernández M.  Such committee includes among its functions the duties previously performed by the Audit Committee.

 

D.            Employees.

 

The following table provides the total number of full time employees at the Company and its subsidiaries for the past three fiscal years:

 

122



Table of Contents

 

Company

 

2008

 

2009

 

2010

 

In Argentina

 

 

 

 

 

 

 

Endesa Costanera

 

274

 

281

 

354

 

El Chocón

 

51

 

51

 

50

 

Edesur

 

2,577

 

2,606

 

2,611

 

Other businesses (1)

 

177

 

151

 

100

 

Total full time personnel in Argentina

 

3,079

 

3,089

 

3,115

 

 

 

 

 

 

 

 

 

In Brazil

 

 

 

 

 

 

 

Cachoeira Dourada

 

63

 

66

 

65

 

Endesa Fortaleza

 

62

 

69

 

63

 

CIEN (2)

 

66

 

63

 

64

 

Ampla (3)

 

1,296

 

1,233

 

1,224

 

Coelce

 

1,190

 

1,201

 

1,290

 

Endesa Brasil

 

37

 

41

 

40

 

Other businesses (1)

 

409

 

233

 

170

 

Total full time personnel in Brazil

 

3,123

 

2,906

 

2,916

 

 

 

 

 

 

 

 

 

In Chile

 

 

 

 

 

 

 

Endesa Chile

 

554

 

595

 

599

 

Pehuenche

 

3

 

3

 

3

 

Celta

 

1

 

1

 

1

 

Ingendesa (4)

 

418

 

417

 

400

 

Túnel El Melón

 

24

 

16

 

16

 

GasAtacama (5)

 

92

 

96

 

94

 

Hidroaysén (5)

 

26

 

29

 

24

 

Consorcio Ara—Ingendesa (5)

 

5

 

15

 

14

 

Enersis

 

232

 

301

 

303

 

Chilectra (6)

 

717

 

731

 

719

 

ICT Servicios Informáticos

 

 

 

100

 

Other businesses (7)

 

965

 

851

 

654

 

Total full time personnel in Chile

 

3,037

 

3,055

 

2,927

 

 

 

 

 

 

 

 

 

In Colombia

 

 

 

 

 

 

 

Emgesa

 

404

 

415

 

430

 

Codensa

 

923

 

896

 

966

 

DECA (5)

 

0

 

119

 

115

 

Other businesses(1)

 

287

 

208

 

133

 

Total full time personnel in Colombia

 

1,614

 

1,638

 

1,644

 

 

 

 

 

 

 

 

 

In Peru

 

 

 

 

 

 

 

Edegel

 

219

 

224

 

228

 

Edelnor

 

542

 

577

 

525

 

Other businesses(1)

 

198

 

134

 

115

 

Total full time personnel in Peru

 

959

 

935

 

868

 

 

 

 

 

 

 

 

 

Total full time personnel of Enersis and Subsidiaries

 

11,812

 

11,623

 

11,470

 

 


(1) Includes CAM and Synapsis.

(2) Includes 5 employees of TESA and CTM who work in Argentina.

(3) Includes EN—Brasil Comercio e Servicios S.A.

(4) Includes 5 employees of Ingendesa Brasil who work in Brasil.

(5) Jointly controlled companies; includes personnel on a proportional basis.

(6) Includes Luz Andes S.A. and Empresa Eléctrica de Colina S.A.

(7) Includes CAM, Synapsis and IMV.

 

The following table provides the total number of temporary employees at the Company and its subsidiaries for the past three fiscal years:

 

123



Table of Contents

 

Company

 

2008

 

2009

 

2010

 

Average 2010

 

In Argentina

 

 

 

 

 

 

 

 

 

Endesa Costanera

 

 

 

22

 

15

 

El Chocón

 

 

 

 

 

Edesur

 

13

 

22

 

16

 

16

 

Other businesses (1)

 

1

 

1

 

1

 

1

 

Total temporary personnel in Argentina

 

14

 

23

 

39

 

32

 

 

 

 

 

 

 

 

 

 

 

In Brazil

 

 

 

 

 

 

 

 

 

Cachoeira Dourada

 

 

 

 

 

Endesa Fortaleza

 

1

 

1

 

 

 

CIEN (2)

 

1

 

1

 

1

 

1

 

Ampla (3)

 

2

 

2

 

 

0

 

Coelce

 

88

 

97

 

18

 

13

 

Endesa Brasil

 

 

 

 

 

Other businesses (1)

 

78

 

17

 

11

 

10

 

Total temporary personnel in Brazil

 

170

 

118

 

30

 

24

 

 

 

 

 

 

 

 

 

 

 

In Chile

 

 

 

 

 

 

 

 

 

Endesa Chile

 

5

 

3

 

4

 

2

 

Pehuenche

 

 

 

 

 

Celta

 

 

 

 

 

Ingendesa (4)

 

301

 

170

 

103

 

119

 

Túnel El Melón

 

1

 

 

 

 

Gasatacama (5)

 

 

 

 

 

Hidroaysén (5)

 

 

 

 

 

Consorcio Ara—Ingendesa (5)

 

 

 

 

 

Enersis

 

 

 

6

 

1

 

Chilectra (6)

 

 

 

 

 

ICT Servicios Informáticos

 

 

 

 

 

Other businesses (7)

 

9

 

5

 

14

 

15

 

Total temporary personnel in Chile

 

316

 

178

 

127

 

137

 

 

 

 

 

 

 

 

 

 

 

In Colombia

 

 

 

 

 

 

 

 

 

Emgesa

 

 

 

14

 

2

 

Codensa

 

9

 

2

 

2

 

2

 

DECA (5)

 

 

 

 

 

Other businesses(1)

 

143

 

276

 

311

 

272

 

Total temporary personnel in Colombia

 

152

 

278

 

327

 

276

 

 

 

 

 

 

 

 

 

 

 

In Peru

 

 

 

 

 

 

 

 

 

Edegel

 

23

 

15

 

16

 

11

 

Edelnor

 

29

 

18

 

28

 

20

 

Other businesses(1)

 

218

 

217

 

227

 

201

 

Total temporary personnel in Peru

 

270

 

250

 

271

 

232

 

 

 

 

 

 

 

 

 

 

 

Total temporary personnel of Enersis and Subsidiaries

 

922

 

847

 

794

 

701

 

 


(1) Includes CAM and Synapsis.

(2) Includes TESA and CTM.

(3) Includes EN—Brasil Comercio e Servicios S.A.

(4) Includes Ingendesa Brasil.

(5) Jointly controlled companies; includes personnel on a proportional basis.

(6) Includes Luz Andes S.A. and Empresa Eléctrica de Colina S.A.

(7) Includes CAM, Synapsis and IMV.

 

124



Table of Contents

 

Chile

 

All Chilean employees who are dismissed for reasons other than misconduct are entitled by law to a severance payment.  According to Chilean law, permanent employees are entitled to a basic payment of one-month’s salary for each year (or a six-month portion thereof) worked, subject to a limit of a total payment of no more than 11 months’ pay for employees hired after August 14, 1981.  Severance payments to employees hired prior to that date consist of one-month’s salary for each full year worked, not subject to any limitation on the total amount payable.  The Company voluntarily makes severance payments above the limits established by Chilean law.  In addition, under Endesa Chile’s collective bargaining agreements, Endesa Chile is obligated to make severance payments to all covered employees in cases of voluntary resignation or death in specified amounts that increase according to seniority.

 

During 2007, we entered into two collective agreements with our employees, which expire in 2011.  In Endesa Chile, there are six worker unions, one of which was created in 2008.  In 2008, this new union signed a collective bargaining agreement that expires in June 2011.  On that same year, Endesa Chile signed three other collective agreements, two of which will expire in December 2011 and one in June 2012.  Finally, during 2009, it entered into two collective bargaining agreements with its employees, which expire in 2011.  Five collective bargaining agreements with Chilectra employees took effect in December 2008 and expire in December 2012.  In Cam, a collective agreement expired in December 2010.  Additionally, three other agreements have been signed, pending ratification by the new owners.  Synapsis entered into a new collective bargaining agreement with its employees, expiring in August 2012.  At Ingendesa, there are three worker unions with a collective bargaining agreement expiring in December 2011.

 

Argentina

 

In Edesur, we have proceeded to agree on two collective agreements in 2010 whose term will end on March 31, 2014. There are three other collective agreements in which the extension was agreed to in order to wait for the results of the negotiations and agreements of other distribution companies.

 

Brazil

 

In Brazil there are twelve collective agreements, of which five were negotiated in 2010 (as in the case of Chile, the two CAM Brazil agreements are awaiting for ratification by the new owner). In 2011, we will negotiate three agreements in Ampla, two in Cien, one in Cachoeira and one Endesa Fortaleza.  Under Brazilian law, collective bargaining Agreements cannot last for more than two years.

 

Colombia

 

During 2010, there were three collective agreements that were negotiated without having reached an agreement; one with Emgesa, one with Codensa and one with EEC. We expect to sign these collective agreements in 2011.

 

Peru

 

Two collective bargaining agreements are still in force.  During 2009, Edelnor signed four new collective bargaining agreements, which will expire in December 2012.  On the other hand, Edegel signed one new agreement, which expires in 2013. In 2010, we also negotiated two bargaining agreements with subsidiaries of CAM and Synapsis.

 

E.             Share Ownership.

 

To the best of the Company’s knowledge, none of Enersis’ directors or officers own more than 0.1% of the shares of the Company.  None of Enersis’ directors and officers has any stock options.  It is not possible to confirm whether any of our directors or officers have a beneficial, rather than direct, interest in the shares of Enersis. To the best of our knowledge, any share ownership by all of the directors and officers of Enersis, in the aggregate, amount to significantly less than 10% of our outstanding shares.

 

125



Table of Contents

 

Item 7.    Major Shareholders and Related Party Transactions

 

A.            Major Shareholders.

 

Enersis’ only outstanding voting securities are shares of common stock.  Endesa Spain, our major shareholder through Endesa Latinoamérica, has no different voting rights than Enersis’ other shareholders.  As of March 31, 2011, our 32,651,166,465 shares of common stock outstanding were held by 7,605 stockholders of record.  There were seven record holders in the United States as of such date.

 

It is not practicable for us to determine the number of ADS or common shares beneficially owned in the United States, as we are not able to ascertain the domicile of the final beneficial holders represented by the seven official ADR record holders in the United States of America.  Likewise, we cannot readily determine the domicile of any of our foreign stockholders who hold our common stock, either directly or indirectly.

 

As of March 31, 2011, Endesa Spain beneficially owns 60.6% of the shares of Enersis. Chilean private pension funds, Administradora de Fondos de Pensiones, or AFPs, own 13.5% in the aggregate. Chilean stockbrokers, mutual funds, insurance companies, foreign equity funds, and other Chilean institutional investors collectively own 8.5 % of our equity.  ADR holders own 12.8% of the equity.  The remaining 4.6% is held by 7,460 other minority shareholders.

 

The following table sets forth certain information concerning ownership of the common stock as of March 31, 2011 with respect to each stockholder known to us to own more than 5% of the outstanding shares of common stock:

 

 

 

Number of
Shares Owned

 

Percentage
of
Shares
Outstanding

 

Endesa Spain (1)

 

19,794,583,473

 

60.6

%

 


(1)          Endesa Spain’s 60.6% interest is held through Endesa Latinoamérica.

 

Since June 25, 2009, Enel has been the ultimate controlling shareholder of Enersis by virtue of its 92.1% shareholding in Endesa Spain.  Enel is a publicly-traded company headquartered in Italy, primarily engaged in the energy sector, with presence in 40 countries over 4 continents, and has around 95,000 MW of net installed capacity.  It provides service to more than 61 million clients through its electricity and gas businesses.

 

B.            Related Party Transactions.

 

Article 146 of Law 18,046 ( the “Chilean Companies Act”) defines related—party transactions as all operations involving the company and any entity belonging to the corporate group, its parent companies, controlling companies, subsidiaries or related companies, board members, managers, administrators, senior officers or company liquidators, including their spouses, some of their relatives and all entities controlled by them, in addition to individuals who may appoint at least one member of the company’s directors or who control 10% or more of voting capital, or companies in which a board member, manager, administrator, senior officer or company liquidator have been serving in the same position within the last 18 months.  The law establishes that in the event that these persons fulfill the requirements established by Article 146, such persons must immediately inform the Board of Directors of their related—party nature or such other group as the Board may appoint for that purpose.  As required by law, “related—party transactions” must comply with corporate interests, as well as prices, terms and conditions prevailing in the market at the time of their approval. They must also meet all legal requirements, including board acknowledgement and approval of the transaction (excluding the affected directors), approval by the ESM (in some cases, with requisite majority approval) and be approved pursuant to regulatory procedures.

 

The aforementioned law, which also applies to Enersis’ affiliates, also provides for some exceptions, stating that in certain cases, Board approval would suffice for “related—party transactions”, pursuant to certain related—party transaction thresholds and when such transactions are conducted in compliance with the related—party policies defined by the company’s board.  At its meetings held on December 17, 2009 and April 23, 2010, Enersis’ Board of Directors approved a related—party policy (política de habitualidad) effective as of January 1, 2010.  This policy is available on the company’s website.

 

126



Table of Contents

 

If an operation is not in compliance with Article 146, this would not affect the operation’s validity, but the company or shareholders may demand compensation from the individual associated with the infringement as provided under law, and to reparation for damages.  It is our policy that all cash inflows and outflows of our Chilean subsidiaries be managed through our centralized cash management policy. It is a common practice in Chile to transfer surplus funds from one company to another affiliate that has a cash deficit.  These operations are carried out through either short—term loans or through structured inter—company loans.  Under Chilean laws and regulations, such transactions must be carried out on an arm’s—length basis.  Our centralized cash management is more efficient for both financial and tax reasons.  All of these operations are subject to the supervision of our Directors’ Committee.  As of December 2010, these operations were priced at TIP (Chilean variable interest rate) + 0.43% per month.

 

In other countries in which we do business, these inter—company transactions are permitted, but they have adverse tax consequences.  Accordingly, we do not similarly manage the cash flows of our non—Chilean subsidiaries.

 

Enersis has also made structured loans to its Chilean subsidiaries at the same cost of funds for Enersis, primarily to finance foreign investments.  As of December 31, 2010, the outstanding net balance for such loans was $ 313 million, and the largest amount outstanding during 2010 and 2009 was $ 335 million and $ 504 million, respectively.  Additionally, there were no outstanding loans granted by Enersis to its foreign subsidiaries as of December 31, 2010.

 

The currency denomination of the structured loans granted by Enersis to its Chilean subsidiaries as of December 31, 2010 is the U.S. dollar.  The interest rate on these intercompany loans to Enersis’ Chilean subsidiaries ranges from LIBOR plus 0.49% to LIBOR plus 6.19%, with a nominal weighted average interest rate as of December 31, 2010 of approximately LIBOR plus 3.1%.

 

Endesa Chile has also made structured loans to its related parties in Chile, primarily to finance projects and to refinance existing indebtedness. As of December 31, 2010, the outstanding net balance for such loans was $ 75 million.  The largest amount outstanding during 2010 and 2009 was $ 256 million and $ 313 million respectively.  Endesa Chile has only one outstanding loan granted to a foreign subsidiary, Endesa Costanera.  The outstanding net balance of this loan was $ 7.1 million as of December 31, 2010.  The largest net amount outstanding during 2010 and 2009 for such loan was $ 7.1 million.

 

The interest rates on these intercompany loans to Endesa—Chile’s Chilean subsidiaries range from LIBOR plus 0.75% to LIBOR plus 7.15%, with a nominal weighted average interest rate as of December 31, 2010 of approximately LIBOR plus 7.0%.  The interest rate on the intercompany loan to Endesa—Chile’s foreign subsidiaries was LIBOR plus 5.5% as of December 2010.

 

As of the date of this report, the above—mentioned transactions have not experienced material changes.  For more information regarding transactions with related parties, refer to Note 8 of our Consolidated Financial Statements.

 

C.            Interests of Experts and Counsel.

 

Not applicable.

 

Item 8.           Financial Information

 

Consolidated Statements and Other Financial Information.

 

See “Item 18.  Financial Statements” for our Consolidated Financial Statements.

 

Legal Proceedings

 

We and our subsidiaries are parties to legal proceedings arising in the ordinary course of business.  Management considers that it is unlikely that any loss associated with pending lawsuits will significantly affect the normal development of our business.

 

For detailed information as of December 31, 2010 on the status of the material pending lawsuits that have been filed against the Company or its subsidiaries, please refer to Note 22.2 of our Consolidated Financial Statements.  In 2009, in relation to the legal proceedings reported in the Notes to the Consolidated Financial Statements, the Company decided to use the criteria of disclosing lawsuits above a minimum threshold of $ 20 million of potential impact to Enersis, and, in some cases, qualitative criteria according to the materiality of the impact in the conduct of our business.

 

127



Table of Contents

 

The lawsuits status includes a general description, the process status and the estimate of the amount involved in each lawsuit.

 

Dividend Policy

 

The Board generally establishes a definitive dividend payable each year, and attributable to the prior year, which cannot be less than the legal minimum of 30% of annual net income before negative goodwill amortization.  As agreed at a meeting held on February 28, 2011, the Board of Directors proposed to the OSM held on April 26, 2011 the payment of a definitive dividend of Ch$ 7.44578 per share for fiscal year 2010, equivalent to a payout ratio of 50% (based on annual net income before negative goodwill amortization).  The provisional dividend of Ch $ 1.57180 per share paid in January 2011 was deducted from the definitive dividend to be paid on May 12, 2011, as agreed by the OSM.

 

The Board of Directors also approved a dividend policy for fiscal year 2011, according to which a provisional dividend will be paid to stockholders equal to 15% of the net income accumulated through September 30, 2011.  The Board of Directors will propose a definitive dividend payout equal to 55% of the annual net income for fiscal year 2011.  Actual dividend payments will be subject to net profits obtained in each period, as well as to expectations of future profit levels and other conditions that may exist at the time of such dividend declaration.  The fulfillment of the aforementioned dividend policy will depend on actual 2011 net income.  The proposed dividend policy is subject to the Board of Director’s prerogative to change the amount and timing of the dividend under the circumstances at the time of the payment.

 

Currently, there are no restrictions on the ability of Enersis or any of its subsidiaries to pay dividends, other than certain legal restriction of limiting the amount of dividend distributions and in the event of specific circumstances under certain credit agreements, such as: Endesa Costanera, El Chocón, CIEN and Endesa Fortaleza may not pay dividends unless it complies with certain financial covenants.  In general terms, companies may not pay dividends in case of default on credit agreements. (See “Item 5. Operating and Financial Review and Prospects — B. Liquidity and capital resources” for further detail on Enersis debt instruments).

 

Stockholders set dividend policies at each subsidiary and affiliate.  There are currently no material currency controls which prohibit Enersis from repatriating the dividend payments from its non—Chilean principal subsidiaries and affiliates.

 

The Company pays dividends to shareholders with a record date of five business days before the payment date.  Holders of ADS on the applicable record dates will be entitled to participate in all future dividends.

 

Dividends

 

The table below sets forth, for each of the years indicated, the per share amounts of dividends distributed by the Company and the amount of dividends distributed per 50 common shares (one ADS represents 50 common shares) in dollars.  See “Item 10. Additional Information — D. Exchange Controls.”

 

Year

 

Nominal
Ch$(1)

 

$ per 
ADS (2)

 

 

 

 

 

 

 

2006

 

2.11

 

0.17

 

2007

 

5.42

 

0.43

 

2008

 

4.95

 

0.39

 

2009

 

7.02

 

0.69

 

2010

 

4.64

 

0.50

 

 


(1)          Amounts shown are in historical pesos and reflect all the dividends paid in a given year, and not the dividends accrued on that year.  These dividends may have been accrued the prior year or the same year in which they were paid.  These amounts do no reflect reduction for any applicable Chilean withholding tax.

(2)          The dollar per ADS amount has been calculated by applying the Observed Exchange Rate as of December 31 of each year, to the peso amount.  One ADS represents 50 common shares.

 

For a discussion of Chilean withholding taxes and access to the formal currency market in Chile in connection with the payment of dividends and sales of ADS and the underlying Common Stock, see “Item 10.  Additional Information — E. Taxation” and “Item 10.  Additional Information — D. Exchange Controls.”

 

128



Table of Contents

 

B.            Significant Changes.

 

None.

 

Item 9.    The Offer and Listing

 

A.            Offer and Listing Details.

 

Market Price and Volume Information

 

The shares of our common stock currently trade on Chilean, United States and Spanish exchanges.  Transactions in Chile take place on three exchanges: the Santiago Stock Exchange, the Electronic Stock Exchange and the Valparaíso Stock Exchange.

 

Shares of our common stock have traded in the United States on the New York Stock Exchange (NYSE) since October 19, 1993 in the form of ADS, under the ticker symbol “ENI.”  Each ADS represents 50 shares of common stock, with the ADS in turn evidenced by American Depositary Receipts (ADRs).  The ADRs are outstanding under the Second Amended and Restated Deposit Agreement dated as of September 30, 2010 among us, Citibank, N.A., as Depositary, and the holders from time to time of ADRs issued thereunder.  Only persons in whose names ADRs are registered on the books of the Depositary are treated by the Depositary as owners of ADRs.

 

As of March 31, 2011, there were 83,521,058 ADS (equivalent to 4,176,052,900 common shares) outstanding of Enersis, representing 12.8% of the total number of outstanding shares.  It is not practicable for us to determine the proportion of ADS beneficially owned by U.S. final beneficial holders.

 

During 2010, volume traded on the Santiago Stock Exchange amounted to 5,319,468,919 shares.

 

The table below shows, for the periods indicated, high and low closing prices in pesos for the Shares on the Santiago Stock Exchange and high and low closing prices of the ADS in dollars as reported by the NYSE.

 

129



Table of Contents

 

 

 

Chilean Pesos Per share(1)

 

U.S.$ per ADS(2)

 

 

 

High

 

Low

 

High

 

Low

 

2011

 

 

 

 

 

 

 

 

 

April

 

204.63

 

192.00

 

21 2/3

 

20 1/3

 

March

 

201.50

 

182.00

 

21

 

18 7/8

 

February

 

204.00

 

180.00

 

21 1/5

 

19

 

January

 

221.10

 

200.00

 

23 2/5

 

20 1/2

 

1st quarter

 

221.10

 

180.00

 

23 2/5

 

18 7/8

 

 

 

 

 

 

 

 

 

 

 

2010

 

244.00

 

195.00

 

25 3/8

 

17 7/9

 

December

 

244.00

 

213.02

 

24 1/3

 

22 4/9

 

November

 

244.00

 

222.00

 

25 3/8

 

22 6/7

 

4th quarter

 

244.00

 

213.02

 

25 3/8

 

22 4/9

 

3rd quarter

 

239.11

 

212.00

 

24 1/7

 

19 5/8

 

2nd quarter

 

223.00

 

195.00

 

21

 

17 7/9

 

1st quarter

 

245.00

 

207.99

 

23 7/8

 

19 1/3

 

 

 

 

 

 

 

 

 

 

 

2009

 

231.50

 

162.50

 

23

 

12 3/4

 

4th quarter

 

231.50

 

181.00

 

23

 

17 1/5

 

3rd quarter

 

208.50

 

189.50

 

19 3/5

 

17

 

2nd quarter

 

199.00

 

169.00

 

18 1/2

 

14 1/3

 

1st quarter

 

188.71

 

162.50

 

16 1/6

 

12 3/4

 

 

 

 

 

 

 

 

 

 

 

2008

 

194.80

 

110.00

 

20 1/4

 

10 1/8

 

 

 

 

 

 

 

 

 

 

 

2007

 

215.00

 

157.00

 

20 1/2

 

14 1/3

 

 

 

 

 

 

 

 

 

 

 

2006

 

173.00

 

108.50

 

16 2/5

 

10 1/7

 

 


(1)  As reported by the Santiago Stock Exchange.  Pesos per share reflect the nominal price as of the trade date.

(2)  As reported by the NYSE.  One ADS = 50 shares of common stock.

 

B.            Plan of Distribution.

 

Not applicable.

 

C.            Markets.

 

In Chile, the Company’s stock is traded on three stock exchanges.  The largest exchange in the country, the Santiago Stock Exchange, was established in 1893 as a private company.  Its equity consists of 48 shares held by 45 stockholders as of the date of this report.  As of December 31, 2010, 227 companies had shares listed on the Santiago Stock Exchange.  For the year ended 2010, the Santiago Stock Exchange accounted for 89.3% of Enersis’ total equity traded in Chile. In addition, approximately 10.4% of Enersis’ equity trading was conducted on the Electronic Exchange, an electronic trading market that was created by banks and non—member brokerage houses, and 0.3% was traded on the Valparaíso Exchange.

 

Equities, closed—end funds, fixed—income securities, short—term and money market securities, gold and dollars are traded on the Santiago Stock Exchange. In 1990, the Santiago Stock Exchange initiated a futures market with two instruments, dollar futures and Selective Shares Price Index, or IPSA, futures. Securities are traded primarily through an open—voice auction system, a firm offer system and the daily auction. Trading through the open voice system occurs on each business day from 9:00 a.m. to 4:00 p.m., from April through October, and from 9:00 a.m. to 5:00 p.m. from November through March, Santiago time, which differs from New York City time by up to two hours, depending on the season. The Santiago Stock Exchange has an electronic trading system called Telepregón, which operates continuously from 9:30 a.m. to 4:00 p.m. from April through October, and from 9:00 a.m. to 5:00 p.m. from November through March on each business day. From April

 

130



Table of Contents

 

through October, auctions may be conducted, three times a day, at 9:15 a.m., 12:30 p.m. and 3:45 p.m. From November through March, the 3:45 p.m. auction is held at 4:45 p.m. instead.

 

There are two share price indices on the Santiago Stock Exchange, the General Index, or IGPA, and the IPSA.  The IPSA is calculated using the prices of the 40 shares with higher amounts traded, on a quarterly basis, and market capitalization above $ 200 million. The IGPA is calculated using the prices of shares that are traded at least 5% of the trading days of a year and with total annual transactions exceeding UF 10,000 ($ 0.5 million as of December 31, 2010).  The shares included in the IPSA and IGPA are weighted according to the value of the shares traded.  As of December 31, 2010, Enersis and Endesa Chile were included in the IPSA.  Enersis has been included in the IPSA since the last quarter of 1988, while Endesa Chile has been included since its privatization in the 1980’s.

 

Shares of Enersis were first listed and began trading on the Bolsa de Valores Latinoamericanos de la Bolsa de Madrid, or Latibex, as of December 17, 2001.  One trading unit is the equivalent of 50 common shares (the same unit conversion of 50:1 as an ADS) and the trading ticker symbol is “XENI.”  Santander Investment S.A. acts as the liaison entity, and the Banco Santander—Chile as the Depositary in Chile.  Trading of our shares on the Latibex amounted to approximately 0.45 million units in 2010, which in turn was equivalent to € 7.2 million.  The stock closed at € 17.5 on the Latibex on the last day of trading in 2010.

 

For further information see “Item 9. The Offer and Listing — A. Offer and Listing Details — Market Price and Volume Information”.

 

D.            Selling Shareholders.

 

Not applicable.

 

E.             Dilution.

 

Not applicable.

 

F.             Expense of the Issue.

 

Not applicable.

 

Item 10. Additional Information

 

A.            Share Capital.

 

Not applicable.

 

B.            Memorandum and Articles of Association.

 

Description of Share Capital

 

Set forth below is certain information concerning our share capital and a brief summary of certain significant provisions of our bylaws and Chilean law.

 

General

 

Shareholders’ rights in Chilean companies are governed by the company’s bylaws (estatutos), which serve the same purpose as the articles or certificate of incorporation and the bylaws of a company incorporated in the United States, and by Law 18,046 (the Chilean Companies Act).  In addition, D.L. 3500, or the Pension Funds’ System Law, which permits the investment by Chilean pension funds in stock of qualified companies, indirectly affects corporate governance and prescribes certain rights of shareholders.  In accordance with the Chilean Companies Act, legal actions by shareholders to enforce their rights as shareholders of the company must be brought in Chile in arbitration proceedings or, at the option of the plaintiff, before Chilean courts.  Members of the board of directors, managers, officers and principal executives of the company, or shareholders that individually own shares with a book value or stock value higher that UF 5,000 ($ 229,221 as of December 31, 2010) do not have the option to bring the procedure to the courts.

 

131



Table of Contents

 

The Chilean securities markets are principally regulated by the Superintendence of Securities and Insurance, or SVS, under Law 18,045 (the Securities Market Law) and the Chilean Companies Act.  These two laws provide for disclosure requirements, restrictions on insider trading and price manipulation, and protection of minority shareholders.  The Securities Market Law sets forth requirements for public offerings, stock exchanges and brokers, and outlines disclosure requirements for companies that issue publicly offered securities.  The Chilean Companies Act and the Securities Market Law, both as amended, provide rules regarding takeovers, tender offers, transactions with related parties, qualified majorities, share repurchases, directors’ committee, independent directors, stock options and derivative actions.

 

Public Register

 

Enersis is a publicly held stock corporation incorporated under the laws of Chile.  Enersis was constituted by public deed issued on June 19, 1981 by the Santiago Notary Public, Mr. Patricio Zaldívar M.  Its existence was approved by SVS Resolution 409-S of July 17, 1981 and it was registered on July 21, 1981 in the Commercial Registrar (Registro de Comercio del Conservador de Bienes Raíces y Comercio de Santiago), on pages 13099 No. 7269.  Enersis is registered with the SVS and its entry number is 0175. Enersis is also registered with the United States Securities and Exchange Commission.

 

Reporting Requirements Regarding Acquisition or Sale of Shares

 

Under Article 12 of the Securities Market Law and General Rule 269 of the SVS, certain information regarding transactions in shares of a publicly held stock corporation or in contracts or securities whose price or results depend on or are conditioned in whole or in part on the price of such shares must be reported to the SVS and the Chilean stock exchanges.  Since ADS are deemed to represent the shares of common stock underlying the American Depositary Receipts (“ADRs”), transactions in ADRs will be subject to these reporting requirements and those established in Circular 1375 of the SVS.  Shareholders of publicly held stock corporations are required to report to the SVS and the Chilean stock exchanges:

 

·      any direct or indirect acquisition or sale of shares made by a holder who owns, directly or indirectly, at least 10% of a publicly held stock corporation’s subscribed capital;

 

·      any direct or indirect acquisition or sale of contracts or securities whose price or results depend on or are conditioned in whole or in part on the price of shares, made by a holder who owns, directly or indirectly, at least 10% of a publicly held stock corporation’s subscribed capital;

 

·      any direct or indirect acquisition or sale of shares made by a holder who, due to an acquisition of shares of such publicly held stock company, results in the holder acquiring, directly or indirectly, at least 10% of a publicly held stock company’s subscribed capital; and

 

·    any direct or indirect acquisition or sale of shares in any amount, made by a director, receiver, principal executive, general manager or manager of a publicly held stock company.

 

In addition, majority shareholders of a publicly held stock corporation must inform the SVS and the Chilean stock exchanges if such transactions are entered into with the intention of acquiring control of the company or if they are making a passive financial investment instead.

 

Under Article 54 of the Securities Market Law and General Rule 104 enacted by the SVS, any person who directly or indirectly intends to take control of a publicly held stock corporation must disclose this intent to the market at least ten business days in advance of the proposed change of control and, in any event, as soon as the negotiations for the change of control have taken place or reserved information of the publicly held stock corporation has been provided.

 

Corporate Objectives and Purposes

 

Article 4 of our bylaws states that our corporate objectives and purposes are, among other things, to conduct the exploration, development, operation, generation, distribution, transmission, transformation, or sale of energy in any form, directly or through other companies, as well as to provide engineering-consultancy services related to these objectives, in Chile and abroad and to participate in the telecommunications business.

 

132



Table of Contents

 

Board of Directors

 

Our Board of Directors is comprised of seven members who are appointed by shareholders at the OSM of the Company and are elected for a period of three years, at the end of which they will be re-elected or replaced.

 

The seven directors elected at the OSM are the seven individual nominees who receive the highest majority of the votes.  Each shareholder may vote his shares in favor of one nominee or may apportion his shares among any number of nominees.  The effect of these voting provisions is to ensure that a shareholder owning more than 12.5% of our shares is able to elect a member of the Board.

 

The compensation of the directors is set annually at the Ordinary Shareholders’ Meeting.  See “Item 6. Directors, Senior Management and Employees — B. Compensation.”

 

Agreements entered into by Enersis with related parties can only be executed when such agreements serve the interest of the Company, and their price, terms and conditions are consistent with prevailing market conditions at the time of their approval and comply with all the requirements and procedures indicated in article 147 of the Chilean Companies Act.

 

Certain Powers of the Board of Directors

 

Our bylaws provide that every arrangement or contract that the Company enters into with its controlling shareholder, its directors or Executives, or with their related parties, must be previously approved by two thirds of the Board of Directors and be included in the Board meetings and must comply with the provisions of the Chilean Companies Act.

 

Our bylaws do not contain provisions relating to:

 

·                  the directors’ power, in the absence of an independent quorum, to vote on compensation for themselves or any members of their body;

 

·      borrowing powers exercisable by the directors and how such borrowing powers can be varied;

 

·      retirement or non-retirement of directors under an age limit requirement; or

 

·      number of shares, if any, required for directors’ qualification.

 

Certain Provisions Regarding Shareholder Rights

 

As of the date of the filing of this report, Enersis’ capital is comprised of only one class of shares, all of which are ordinary shares and have the same rights.

 

Our bylaws do not contain any provisions relating to:

 

·      redemption provisions;

 

·      sinking funds; or

 

·      liability for capital calls by the Company.

 

Under Chilean law, the rights of holders of stock of the Company may only be changed by an amendment to the bylaws that complies with the requirements explained below under “Item 10. Additional Information — B. Memorandum and Articles of Association. — Shareholders’ Meetings and Voting Rights.”

 

Capitalization

 

Under Chilean law, only the shareholders of a company acting at an ESM have the power to authorize a capital increase.  When an investor subscribes for shares, these are officially issued and registered under his name, and the subscriber is treated as a shareholder for all purposes, except receipt of dividends and for return of capital in the event that the shares have been subscribed but not paid for.  The subscriber becomes eligible to receive dividends only for the shares that he has actually paid for or, if he has paid for only a portion of such shares, the pro rata portion of the dividends declared with respect to such shares unless the company’s bylaws provide otherwise.  If a subscriber does not fully pay for shares for which he has subscribed on or prior to the date agreed upon for payment, the company is entitled to auction the shares on the stock exchange where such shares are traded and has a cause of action against the subscriber for the difference between the

 

133



Table of Contents

 

subscription price and the price actually received at auction, if any.  However, until such shares are sold at auction, the subscriber continues to possess all the rights of a shareholder, except the right to receive dividends and return of capital.  When there are authorized and issued shares for which full payment has not been made within the period fixed by shareholders at the same ESM at which the subscription was authorized (which in no case may exceed three years from the date of such meeting), the Board must proceed to collect payment, unless the shareholders’ meeting had authorized (by two thirds of the voting shares) to reduce the company’s capital to the amount effectively collected.

 

As of December 31, 2010, the subscribed and fully paid capital of the Company totaled Ch$ 2,825 billion and consisted of 32,651,166,465 shares.

 

Preemptive Rights and Increases of Share Capital

 

The Chilean Companies Act requires Chilean companies to grant shareholders preemptive rights to purchase a sufficient number of shares to maintain their existing ownership percentage of such company whenever such company issues new shares.

 

Under Chilean law, preemptive rights are exercisable or freely transferable by shareholders during a 30-day period following the day the capital increase is made public.  During such 30-day period, and for an additional 30-day period immediately following the initial 30-day period, publicly held stock corporations are not permitted to offer any unsubscribed shares to third parties on terms which are more favorable than those offered to their shareholders.  At the end of the second 30-day period, a Chilean publicly held stock corporation is authorized to sell non-subscribed shares to third parties on any terms, provided they are sold on one of the Chilean stock exchanges.

 

Shareholders’ Meetings and Voting Rights

 

An OSM must be held within the first four months following the end of our fiscal year.  The last OSM was held on April 26, 2011.  An ESM may be called by the board of directors when deemed appropriate, when requested by shareholders representing at least 10% of the issued shares with voting rights or by the SVS.  To convene an OSM, or an ESM, notice must be given three times in a newspaper located in our corporate domicile.  The newspaper designated by our shareholders is El Mercurio de Santiago.  The first notice must be published not less than 15 days and no more than 20 days in advance of the scheduled meeting.  Notice must also be mailed to each shareholder, to the SVS and to the Chilean stock exchanges.

 

Under Chilean law, a quorum for a shareholders’ meeting is established by the presence, in person or by proxy, of shareholders representing at least a majority of the issued shares with voting rights of a company.  If a quorum is not present at the first meeting, a reconvened meeting can take place at which the shareholders present are deemed to constitute a quorum regardless of the percentage of the shares represented.  The second meeting must take place within 45 days following the scheduled date for the first meeting.  Shareholders’ meetings adopt resolutions by the affirmative vote of a majority of those shares present or represented at the meeting.  An ESM must be called to take the following actions:

 

·      a transformation of the company into a form other than a publicly held stock corporation under the Chilean Companies Act, a merger or split-up of the company;

 

·      an amendment to the term of duration or early dissolution of the company;

 

·      a change in the corporation’s domicile;

 

·      a decrease of corporate capital;

 

·      an approval of capital contributions in kind and non-monetary assessments;

 

·      a modification of the authority reserved to shareholders or limitations on the board of directors;

 

·      a reduction in the number of members of the board of directors;

 

·      a disposition of 50% or more of the assets of the corporation, whether it includes disposition of liabilities or not, as well as the approval or the amendment of the business plan which contemplates the disposition of assets in an amount greater that such percentage.

 

·      the disposition of 50% or more of the assets of a subsidiary, as long as such subsidiary represents at least 20% of the

 

134



Table of Contents

 

assets of the corporation, as well as any disposition of its shares that results in the parent company losing its position as controller;

 

·      the form of distributing corporate benefits;

 

·      issue of guarantees for third-party liabilities which exceed 50% of the assets, except when the third party is a subsidiary of the company, in which case approval of the board of directors is deemed sufficient;

 

·      the purchase of the corporation’s own shares;

 

·      others established by the bylaws or the laws;

 

·      certain remedies for the nullification of the corporate bylaws;

 

·      inclusion in the bylaws of the right to purchase shares from minority shareholders, when the controlling shareholders reache 95% of the company’s shares by means of a tender offer for all of the company’s shares, where at least 15% of the shares have been acquired from unrelated shareholders;

 

·      approval or ratification of acts or contracts with related parties.

 

Regardless of the quorum present, the vote required for any of the actions above is at least two-thirds of the outstanding shares with voting rights.

 

Bylaw amendments for the creation of a new class of shares, or an amendment to or an elimination of those classes of shares that already exist, must be approved by at least two-thirds of the outstanding shares of the affected series.

 

Chilean law does not require a publicly held stock corporation to provide its shareholders the same level and type of information required by the securities laws regarding the solicitation of proxies.  However, shareholders are entitled to examine the books of a publicly held stock corporation within the 15-day period before its scheduled OSM.  Under Chilean law, a notice of a shareholders meeting listing matters to be addressed at the meeting must be mailed at least 15 days prior to the date of such meeting, and, an indication of the way complete copies of the documents that support the matters submitted for voting can be obtained, which must also be made available to shareholders on the company’s website.  In the case of an OSM, the annual report of the Company’s activities, which includes audited financial statements, must also be made available to shareholders and published on the Company’s website at: www.enersis.cl.

 

The Chilean Companies Act provides that, upon the request by the Directors’ Committee or by shareholders representing at least 10% of the issued shares with voting rights, a Chilean company’s annual report must include, in addition to the materials provided by the board of directors to shareholders, such shareholders’ comments and proposals in relation to the company’s affairs.  Similarly, the Chilean Companies Act provides that whenever the board of directors of a publicly held stock corporation convenes an OSM and solicits proxies for the meeting, or circulates information supporting its decisions or other similar material, it is obligated to include the pertinent comments and proposals that may have been made by the Directors’ Committee or by shareholders owning 10% or more of the shares with voting rights who request that such comments and proposals be so included.

 

Only shareholders registered as such with Enersis at least five business days prior to the date of a meeting are entitled to attend and vote their shares.  A shareholder may appoint another individual, who does not need to be a shareholder, as his proxy to attend the meeting and vote on his behalf.  Proxies for such representation shall be given in writing for all the shares held by the owner.  Every shareholder entitled to attend and vote at a shareholders’ meeting shall have one vote for every share subscribed.

 

There are no limitations imposed by Chilean law or the company’s bylaws on the right of nonresidents or foreigners to hold or vote shares of common stock.  However, the registered holder of the shares of common stock represented by ADS, and evidenced by outstanding ADRs, is the custodian of the Depositary, currently Citibank N.A. (Chile), or any successor thereto.  Accordingly, holders of ADRs are not entitled to receive notice of meetings of shareholders directly or to vote the underlying shares of common stock represented by ADS and evidenced by the ADRs directly.  The Deposit Agreement contains provisions pursuant to which the Depositary has agreed to solicit instructions from registered holders of ADRs as to the exercise of the voting rights pertaining to the shares of common stock represented by the ADS and evidenced by such ADRs.  Subject to compliance with the requirements of the Deposit Agreement and receipt of such instructions, the Depositary has agreed to endeavor, insofar as practicable and permitted under Chilean law and the provisions of the bylaws,

 

135



Table of Contents

 

to vote or cause to be voted (or grant a discretionary proxy to the Chairman of the Board of Directors of the company or to a person designated by the Chairman of the Board of Directors of the company to vote) the shares of common stock represented by the ADS evidenced by such ADRs in accordance with any such instruction.  The Depositary shall not itself exercise any voting discretion over any shares of common stock underlying ADS.  If no voting instructions are received by the Depositary from a holder of ADRs with respect to the shares of common stock represented by the ADS, and evidenced by such ADRs, on or before the date established by the Depositary for such purpose, the shares of common stock represented by the ADS, may be voted in the manner directed by the Chairman of the Board of the company, subject to limitations set forth in the Deposit Agreement.

 

Dividends and Liquidation Rights

 

According to the Chilean Companies Act, unless otherwise decided by unanimous vote of its issued shares eligible to vote, all companies must distribute a cash dividend in an amount equal to at least 30% of their consolidated net income, before amortization and negative goodwill for each year (calculated according to the local accounting rules applicable to the company when preparing financial statements to be submitted to the SVS), unless and except to the extent the company has carried forward losses.  The law provides that the board of directors must propose the dividend policy to the shareholders at the OSM.

 

Any dividend in excess of 30% of net income may be paid, at the election of the shareholder, in cash, in Enersis shares or in shares of publicly held corporations held by Enersis.  Shareholders who do not expressly elect to receive a dividend other than in cash are legally presumed to have decided to receive the dividend in cash.

 

Dividends which are declared but not paid within the appropriate time period set forth in the Chilean Companies Act (as to minimum dividends, 30 days after declaration; as to additional dividends, the date set for payment at the time of declaration) are adjusted to reflect the change in the value of UF, from the date set for payment to the date such dividends are actually paid.  Such dividends also accrue interest at the then prevailing rate for UF-denominated deposits during such period.  The right to receive a dividend lapses if it is not claimed within five years from the date such dividend is payable.  Payments not collected in such period are transferred for the benefit of the Fire Department, formed by volunteers.

 

In the event of a liquidation of Enersis, the holders of shares would participate in the assets available in proportion to the number of paid-in shares held by them, after payment to all creditors.

 

Approval of Financial Statements

 

The Board of Directors is required to submit Enersis’ consolidated financial statements to the shareholders annually for their approval.  If the shareholders by a vote of a majority of shares present (in person or by proxy) at the shareholders’ meeting reject the financial statements, the Board of Directors must submit new financial statements no later than 60 days from the date of such meeting.  If the shareholders reject the new financial statements, the entire Board of Directors is deemed removed from office and a new board is elected at the same meeting.  Directors who individually approved such financial statements are disqualified for reelection for the following period.  Our shareholders have never rejected the financial statements presented by the Board of Directors.

 

Change of Control

 

The Capital Markets Law establishes a comprehensive regulation related to tender offers.  The law defines a tender offer as the offer to purchase shares of companies which publicly offer their shares or securities convertibles into shares and which offer is made to shareholders to purchase their shares under conditions which allow the bidder to reach a certain percentage of ownership of the company within a fixed period of time.  These provisions apply to both voluntary and hostile tender offers.

 

Acquisition of Shares

 

There are no provisions in our bylaws that discriminate against any existing or prospective holder of shares as a result of such shareholder owning a substantial number of shares.  However, no person may directly or indirectly own more than 65% of the outstanding shares of our stock.  The foregoing restriction does not apply to the depositary as record owner of shares represented by ADRs, but it does apply to each beneficial ADS holder.  Additionally, our bylaws prohibit any shareholder from exercising voting power with respect to more than 65% of the common stock owned by such shareholder or on behalf of others representing more than 65% of the outstanding issued shares with voting rights.

 

136



Table of Contents

 

Right of Dissenting Shareholders to Tender Their Shares

 

The Chilean Companies Act provides that upon the adoption of any of the resolutions enumerated below at a meeting of shareholders, dissenting shareholders acquire the right to withdraw from the company and to compel the company to repurchase their shares, subject to the fulfillment of certain terms and conditions.  In order to exercise such withdrawal rights, holders of ADRs must first withdraw the shares represented by their ADRs pursuant to the terms of the deposit agreement.

 

“Dissenting” shareholders are defined as those who at a shareholders’ meeting vote against a resolution that results in the withdrawal right, or who if absent from such meeting, state in writing their opposition to the respective resolution, within the 30 days following the shareholders’ meeting.  The price paid to a dissenting shareholder of a publicly held stock corporation whose shares are quoted and actively traded on one of the Chilean stock exchanges, is the greater of (i) the weighted average of the sales prices for the shares as reported on the Chilean stock exchanges on which the shares are quoted for the two-month period preceding the shareholders’ meeting giving rise to the withdrawal right, and (ii) the market price resulting from the average price of transactions on such day.  If, because of the volume, frequency, number and diversity of the buyers and sellers, the SVS determines that the shares are not actively traded on a stock exchange, the price paid to the dissenting shareholder shall be the book value.  Book value for this purpose shall equal paid capital plus reserves and profits, less losses, divided by the total number of subscribed shares, whether entirely or partially paid.  For the purpose of making this calculation, the last consolidated statements of financial position is used, as adjusted to reflect inflation up to the date of the shareholders’ meeting which gave rise to the withdrawal right.

 

The resolutions that result in a shareholder’s right to withdraw include, among others, the following:

 

·     the transformation of the company into an entity which is not a publicly held stock corporation governed by Chilean Companies Act;

 

·     the merger of the company with another company;

 

·     disposition of 50% or more of the assets of the corporation, whether it includes disposition of liabilities or not, as well as the approval or the amendment of the business plan which contemplates the disposition of assets in an amount greater than such percentage;

 

·     the disposition of 50% or more of the assets of a subsidiary, as long as such subsidiary represents at least 20% of the assets of the corporation, as well as any disposition of its shares that results in the parent company losing its position of controller;

 

·     issue of guarantees for third parties’ liabilities which exceed 50% of the assets (if the third party is a subsidiary of the company, the approval of the board of directors is sufficient);

 

·     the creation of preferential rights for a class of shares or an amendment to the existing ones.  In this case the right to withdraw only accrues to the dissenting shareholders of the class or classes of shares adversely affected;

 

·     certain remedies for the nullification of the corporate bylaws; and

 

·     such other causes as may be established by the law or by the company’s bylaws.

 

Investments by AFPs

 

The Pension Funds’ System Law permits AFPs to invest their funds in companies that are subject to Title XII and, subject to greater restrictions, in other companies.  The determination of which stocks may be purchased by AFPs is made by the Risk Classification Committee.  The Risk Classification Committee establishes investment guidelines and is empowered to approve or disapprove those companies that are eligible for AFP investments.  Except for the period from March 2003 to March 2004, Enersis has been a Title XII Company since 1985 and is approved by the Risk Classification Committee.

 

Title XII companies are required to have bylaws that limit the ownership of any shareholder to a specified maximum percentage, bylaws that require that certain actions be taken only at a meeting of the shareholders and bylaws that give the shareholders the right to approve certain investment and financing policies.

 

137



Table of Contents

 

Registrations and Transfers

 

Shares issued by Enersis are registered with an administrative agent named Depósito Central de Valores S.A., Depósito de Valores.  This entity is responsible for Enersis’ shareholders registry as well.  In case of jointly owned shares, an attorney-in-fact must be appointed to represent the joint owners in dealing with Enersis.

 

C.            Material contracts.

 

None.

 

D.            Exchange Controls.

 

The Central Bank is responsible for, among other things, monetary policies and exchange controls in Chile.  Currently applicable foreign exchange regulations are set forth in the Compendium of Foreign Exchange Regulations (the Compendium) approved by the Chilean Central Bank in 2002.  Appropriate registration of a foreign investment in Chile permits the investor access to the Formal Exchange Market.  Foreign investments can be registered with the Foreign Investment Committee under D.L. 600 of 1974 or can be registered with the Central Bank under the Central Bank Act, Law 18840 of October 1989.

 

a)             Foreign Investments Contracts and Chapter XXVI

 

Regarding our initial public offering of ADS in 1993, we entered into a foreign investment contract (the Foreign Investment Contract) with the Chilean Central Bank and the Depositary, pursuant to Article 47 of the Central Bank Act and Chapter XXVI of the former Compendium of Foreign Exchange Regulations (Chapter XXVI), which governed the issuance of ADS by a Chilean company. Pursuant to the Foreign Investment Contract, the foreign exchange for payments and distributions with respect to the ADS may be purchased in either the Formal Exchange Market or the Informal Exchange Market, but such payments must be necessarily remitted through the Formal Exchange Market.

 

As of April 19, 2001, Chapter XXVI was eliminated and new investments in ADRs by non-residents of Chile, are now governed instead by Chapter XIV of the Compendium.  This change was made with the purpose of simplifying and facilitating the flow of capital to and from Chile.  As a result of the elimination of Chapter XXVI, access to the Formal Exchange Market is no longer assured.  However, because our Foreign Investment Contract was entered into pursuant to Chapter XXVI, the principles of Chapter XXVI still apply to its terms.  Foreign investors who have purchased their shares under a Foreign Investment Contract pursuant to Chapter XXVI continue to have access to the Formal Exchange Market for the purpose of converting pesos to dollars and repatriating from Chile amounts received with respect to the deposited shares of common stock or shares of common stock withdrawn from deposit on surrender of ADRs (including amounts received as cash dividends and proceeds from the sale in Chile of the underlying shares of common stock and any rights with respect thereto).  However, foreign investors who have not deposited the shares of common stock into our ADS facility will not have the benefits of our Foreign Investment Contract with the Central Bank but instead will be subject to the normal foreign investment rules.

 

The following is a summary of certain provisions which were contained in Chapter XXVI and the Foreign Investment Contract and therefore remain relevant.  This summary does not purport to be complete and is qualified in its entirety by reference to Chapter XXVI and the Foreign Investment Contract.

 

Under Chapter XXVI and the Foreign Investment Contract, the Central Bank agreed to grant to the Depositary, on behalf of ADR holders, and to any investor not residing or domiciled in Chile who withdraws common stock upon delivery of ADRs (such shares of common stock being referred to herein as Withdrawn Shares) access to the Formal Exchange Market to convert pesos into dollars (and to remit such dollars outside of Chile), including amounts received as:

 

·     cash dividends;

 

·     proceeds from the sale in Chile of Withdrawn Shares subject to receipt by the Central Bank of a certificate from the holder of the Withdrawn Shares (or from an institution authorized by the Central Bank) that such holder’s residence and domicile are outside Chile and a certificate from a Chilean stock exchange (or from a brokerage or securities firm established in Chile) that such Withdrawn Shares were sold on a Chilean stock exchange;

 

·     proceeds from the sale in Chile of rights to subscribe for additional shares of Common Stock;

 

138



Table of Contents

 

·     proceeds from the liquidation, merger or consolidation of our Company; and

 

·     other distributions, including, without limitation, those resulting from any recapitalization, as a result of holding shares of Common Stock represented by ADS or Withdrawn Shares.

 

Transferees of Withdrawn Shares were not entitled to any of the foregoing rights under Chapter XXVI. Investors receiving Withdrawn Shares in exchange for ADRs had the right to redeposit such shares in exchange for ADRs, provided that certain conditions relating to redeposit were satisfied.

 

Chapter XXVI provided that access to the Formal Exchange Market in connection with dividend payments was conditioned upon certification by us to the Central Bank that a dividend payment has been made and any applicable tax has been withheld.  Chapter XXVI also provided that the access to the Formal Exchange Market in connection with the sale of Withdrawn Shares or distributions thereon was conditioned upon receipt by the Central Bank of certification by the Depositary (or the Custodian on its behalf) that such shares have been withdrawn in exchange for ADRs and receipt of a waiver of the benefit of the Foreign Investment Contract with respect thereto until such Withdrawn Shares were redeposited.

 

The Foreign Investment Contract provides that a person who brings foreign currency into Chile to purchase shares of common stock with the benefit of the Foreign Investment Contract must convert it into pesos on the same day and has five banking business days within which to invest in shares of common stock in order to receive the benefits of the Foreign Investment Contract.  If such person decides within such period not to acquire shares of common stock, such person can access the Formal Exchange Market to reacquire dollars, provided that the applicable request is presented to the Central Bank within seven banking business days of the initial conversion into pesos.  Shares acquired as described above may be deposited for ADRs and receive the benefits of the Foreign Investment Contract, subject to receipt by the Central Bank of a certificate from the Depositary (or the Custodian on its behalf) that such deposit has been effected, that the related ADRs have been issued and receipt of a declaration from the person making such deposit waiving the benefits of the Foreign Investment Contract with respect to the deposited shares of common stock.

 

Access to the Formal Exchange Market under any of the circumstances described above is not automatic.  Such access requires approval of the Central Bank based on a request presented through a banking institution established in Chile.  The Foreign Investment Contract provides that if the Central Bank has not acted on such request within seven banking days, the request will be deemed approved.

 

Under current Chilean law, the Foreign Investment Contract cannot be changed unilaterally by the Central Bank.  It is not certain, however, that additional Chilean restrictions applicable to the holders of ADRs, the disposition of underlying shares of Common Stock or the repatriation of the proceeds from such disposition could not be imposed in the future, nor can there be any assessment of the duration or impact of such restrictions, if imposed.

 

The Compendium and International Bond Issuances

 

Chilean issuers may offer bonds issued by the Central Bank internationally under Chapter XIV, as amended, of the Compendium.

 

E.             Taxation.

 

Chilean Tax Considerations

 

The following discussion summarizes material Chilean income and withholding tax consequences to beneficial owners arising from the ownership and disposition of the shares and ADS.  The summary which follows does not purport to be a comprehensive description of all of the tax considerations that may be relevant to a decision to purchase, own or dispose of shares or ADS and does not purport to deal with the tax consequences applicable to all categories of investors, some of which may be subject to special rules.  Holders of shares and ADS are advised to consult their own tax advisors concerning the Chilean and other tax consequences of the ownership of shares or ADS.

 

The summary that follows is based on Chilean law, as in effect on the date hereof, and is subject to any changes in these or other laws occurring after such date, possibly with retroactive effect.  Under Chilean law, provisions contained in statutes such as tax rates applicable to foreign investors, the computation of taxable income for Chilean purposes and the manner in which Chilean taxes are imposed and collected may be amended only by another law.  In addition, the Chilean tax authorities enact rulings and regulations of either general or specific application and interpret the provisions of the Chilean Income Tax Law.  Chilean tax may not be assessed retroactively against taxpayers who act in good faith relying on such rulings,

 

139



Table of Contents

 

regulations and interpretations, but Chilean tax authorities may change their rulings, regulations and interpretations in the future.  The discussion that follows is also based, in part, on representations of the Depositary, and assumes that each obligation in the deposit agreement and any related agreements will be performed in accordance with its terms.  As of this date, there is currently no applicable income tax treaty in effect between the United States and Chile. However, in 2010 the United States and Chile signed an income tax treaty that will enter into force once the treaty is ratified by both countries.  There can be no assurance that the treaty will be ratified by either country.  The following summary assumes that there is no applicable income tax treaty in effect between the United States and Chile.

 

As used in this report, the term “foreign holder” means either:

 

·             in the case of an individual, a person who is not a resident of Chile; for purposes of Chilean taxation, an individual holder is resident of Chile if he or she has resided in Chile for more than six months in one calendar year, or a total of more than six months in two consecutive fiscal years; or

 

·             in the case of a legal entity, an entity that is not organized under the laws of Chile, unless the shares or ADS are assigned to a branch, agent, representative or permanent establishment of such entity in Chile.

 

Taxation of Shares and ADS

 

Taxation of Cash Dividends and Property Distributions

 

General Rule: Cash dividends paid with respect to the shares or ADS held by a foreign holder will be subject to a 35% Chilean withholding tax, which is withheld and paid by the company.  A credit against the Chilean withholding tax is available based on the level of corporate income tax actually paid by the company on the income to be distributed; however, this credit does not reduce the Chilean withholding tax on a one—for—one basis because it also increases in the same amount the base on which the Chilean withholding tax is imposed.  In addition, if the company distributes less than all of its distributable income, the credit for the Chilean corporate income tax paid by the company is proportionately reduced.  Since January 1, 2004, the Chilean corporate tax rate is 17% (see below regarding a temporary rate increase for 2011 and 2012).  The example below illustrates the effective Chilean withholding tax burden on a cash dividend received by a foreign holder, assuming a Chilean withholding tax rate of 35%, an effective Chilean corporate income tax rate of 17% and a distribution of 50% of the net income of the company distributable after payment of the Chilean corporate income tax:

 

1

 

Company taxable income (based on Line 1 = 100)

 

100.0

 

2

 

Chilean corporate income tax : 17% x Line 1

 

17.0

 

3

 

Net distributable income: Line 1 – Line 2

 

83.0

 

4

 

Dividend distributed (50% of net distributable income): 50% of Line 3

 

41.5

 

5

 

Withholding tax: (35% of the sum of Line 4 plus 50% of Line 2)

 

(17.5

)

6

 

Credit for 50% of Chilean corporate income tax : 50% x Line 2

 

8.5

 

7

 

Net withholding tax : Line 5 + Line 6

 

(9.0

)

8

 

Net dividend received: Line 4 + Line 7

 

32.5

 

9

 

Effective dividend withholding rate : Line 7 / Line 4

 

21.69

%

 

In general, the effective dividend Chilean withholding tax rate, after giving effect to the credit for the Chilean corporate income tax paid by the company, can be computed using the following formula:

 

Effective Dividend

=

(Withholding tax rate) - (Chilean corporate income tax rate)

Withholding Tax Rate

 

1 - (Chilean corporate income tax rate)

 

Using the prevailing rates, the Effective Dividend Withholding Rate = (35%-17%) / (100%-17%) = 21.69%

 

Dividends are generally assumed to have been paid out of the Company’s oldest retained profits for purposes of determining the level of Chilean corporate income tax that was paid by the Company.  For information as to the retained earnings of the Company for tax purposes and the tax credit available on the distribution of such retained earnings, see Note 17 to our Consolidated Financial Statements.

 

Under Chilean Income Tax Law, dividend distributions made in property are subject to the same Chilean tax rules as cash dividends.  Stock dividends are not subject to Chilean taxation.

 

140



Table of Contents

 

The Chilean Income Tax Law was amended in July 2010.  Pursuant to the amendments in 2011, the Chilean corporate income tax rate will be increased from 17% to 20%, either on a cash or accrual tax basis.  In 2012, the corporate income tax rate will decrease to 18.5%, and in 2013, the rate will once again return to the 17% rate prevailing for 2010.  As discussed above, the corporate income tax is a credit against the withholding tax rate applicable on cash dividends received by a foreign holder.

 

Exceptions: Despite the aforementioned general rule, there are special circumstances under which a different tax treatment would apply depending on the source of the income or due to special circumstances existing at the date of the dividend distribution.  The most common special cases are briefly described below:

 

1)                                     Circumstances where there is no credit against the Chilean withholding tax:  Dividends distributed by the company to foreign holders would not receive a credit against the Chilean withholding tax.  By way of example, such is the case when dividend distributions exceed the company’s taxable income or when the income was not subject to corporate income tax due to an exemption.  In these cases, the foreign holder will be subject to the Chilean withholding tax rate of 35%, without the corporate income tax credit.

 

2)                                     Circumstances where dividends have been imputed to income exempted from all Chilean income taxes: In these cases, dividends distributed by the company to the foreign holder will not be subject to Chilean withholding tax.  Income exempted from Chilean income tax is expressly listed in the Chilean Income Tax Law.

 

3)                                     Circumstances where dividends are subject to a provisional withholding tax: In the event that on the date of the dividend distribution there are no earnings on which income tax has been paid and there are no tax—exempt earnings, a provisional withholding must be made on the dividends at the time of payment to the foreign holders.  This provisional withholding is calculated as if the dividends were paid from taxable income without corporate tax credit.  In other words, dividends will be subject to a 35% Chilean withholding tax rate, but they will not receive a corporate tax credit of 17%.

 

The provisional withholding tax must be confirmed with information as of December 31 of the year in which the dividend was paid.  This confirmation must be based on the company’s effective income as of December 31.

 

4)                                     Circumstances when it is possible to use in Chile certain credits against income taxes paid abroad, or “foreign tax credit”:  This occurs when dividends distributed by the Chilean company have as their source income generated by companies domiciled in third countries.  If that income was subject to withholding tax or corporate income tax in those third countries, such income will have a credit or “foreign tax credit” against corresponding Chilean taxes, which can be proportionally transferred to the shareholders of the Chilean company.

 

Taxation on sale or exchange of ADS, outside Chile

 

Gains obtained by a foreign holder from the sale or exchange of ADS outside Chile will not be subject to Chilean taxation.

 

Taxation on sale or exchange of Shares where shares or ADS were acquired on or before April 19, 2001

 

Gain recognized on a sale or exchange of shares (as distinguished from sales or exchanges of ADS representing such common shares) will be subject to both a 17% Chilean income tax and the 35% Chilean withholding tax (the former being creditable against the latter) if (i) the foreign holder acquired and disposed of the shares in the ordinary course of its business or as a regular trader of shares, or (ii) the foreign holder and the purchaser of the shares are related parties within the meaning of the Chilean Income Tax Law.  In all other cases, gains on the disposition of shares will be subject to a 17% Chilean income tax but will not be subject to the 35% Chilean withholding tax. The date of acquisition of the ADS is considered to be the date of acquisition of the shares for which the ADS are exchanged.

 

Taxation on sale or exchange of Shares where Shares or ADS were acquired after April 19, 2001

 

The Chilean Income Tax Law includes a tax exemption on capital gains arising from the sale of shares of listed companies traded in the stock markets.  Although there are certain restrictions, in general terms, the amendment provides that in order to qualify for the capital gain exemption: (i) the shares must be of a public stock company with a certain minimum level of trading on a stock exchange; (ii) the sale must be carried out in a Chilean stock exchange, or in a tender offer subject to Chapter XXV of the Chilean Securities Market Law; (iii) the shares which are being sold must have been acquired on a stock exchange, or in a tender offer subject to Chapter XXV of the Chilean Securities Market Law, or in an initial public offering (due to the creation of a company or to a capital increase), or due to the exchange of convertible bonds; and (iv) the

 

141



Table of Contents

 

shares must have been acquired after April 19, 2001.  If the shares do not qualify for the exemption, capital gains on their sale or exchange, if any, will be taxed in accordance with the rules described in the preceding paragraph.  In addition, if the exemption does not apply and the foreign holder has held the shares for less than one year, gains from the disposition of shares will be subject to both income and withholding tax as described in the preceding paragraph.  The date of acquisition of the ADS is considered to be the date of acquisition of the shares for which the ADS are exchanged.

 

Taxation of Rights and ADS Rights

 

For Chilean tax purposes, the receipt of rights or ADS rights by a foreign holder of shares or ADS pursuant to a rights offering is a nontaxable event.  In addition, there are no Chilean income tax consequences to foreign holders upon the exercise or the lapse of the rights or the ADS rights.  Any gain on the sale, exchange or transfer of the rights by a foreign holder is subject to a 35% Chilean withholding tax.

 

Other Chilean Taxes

 

There is no gift, inheritance or succession taxes applicable to the ownership, transfer or disposition of ADS by a foreign holder, but such taxes will generally apply to the transfer at death or by gift of the shares by a foreign holder.  There is no Chilean stamp, issue, registration or similar taxes or duties payable by holders of shares or ADS.

 

Material U.S. Income Tax Considerations

 

This discussion is based on the Internal Revenue Code of 1986, as amended (the Code), administrative pronouncements, judicial decisions and final, temporary and proposed Treasury regulations, all as of the date hereof.  These authorities are subject to change, possibly with retroactive effect.  This discussion assumes that the Depositary’s activities are clearly and appropriately defined so as to ensure that the tax treatment of ADS will be identical to the tax treatment of the underlying shares.

 

As of this date, there is currently no applicable income tax treaty in effect between the United States and Chile. However, in 2010 the United States and Chile signed an income tax treaty that will enter into force once the treaty is ratified by both countries.  There can be no assurance that the treaty will be ratified by either country.  The following summary assumes that there is no applicable income tax treaty in effect between the United States and Chile.

 

The following are the material U.S. federal income tax consequences to beneficial owners described herein of owning and disposing of shares or ADS, but it does not purport to be a comprehensive description of all of the tax considerations that may be relevant to a particular person’s decision to hold such securities.  The discussion applies only if you hold shares or ADS as capital assets for U.S. federal income tax purposes and it does not describe all of the tax consequences that may be relevant in light of your particular circumstances, such as if you are:

 

·                  certain financial institutions;

 

·                  insurance companies;

 

·                  dealers and traders in securities who use a mark—to—market method of tax accounting;

 

·                  persons holding shares or ADS as part of a hedge, “straddle,” integrated transaction or similar transaction;

 

·                  persons whose functional currency for U.S. federal income tax purposes is not the U.S. dollar;

 

·                  partnerships or other entities classified as partnerships for U.S. federal income tax purposes;

 

·                  persons liable for the alternative minimum tax;

 

·                  tax—exempt organizations;

 

·                  persons holding shares or ADS that own or are deemed to own ten percent or more of our stock;

 

·                   persons who acquired our shares or ADS pursuant to the exercise of any employee stock option or otherwise as compensation; or

 

·                  persons holding shares or ADS in connection with a trade or business conducted outside of the United States.

 

142



Table of Contents

 

If an entity classified as a partnership for U.S. federal income tax purposes holds shares or ADS, the U.S. federal income tax treatment of a partner will generally depend on the status of the partner and upon the activities of the partnership.  Partnerships holding shares or ADS and partners in such partnerships should consult their tax advisors as to the particular U.S. federal income tax consequences of holding and disposing of the shares or ADS.

 

You are a “U.S. Holder” for purposes of this discussion if you are a beneficial owner of our shares or ADS and if you are, for U.S. federal income tax purposes:

 

·                  a citizen or individual resident of the United States; or

 

·                  a corporation, or other entity taxable as a corporation, created or organized in or under the laws of the United States or any political subdivision thereof; or

 

·                  an estate, the income of which is subject to U.S. federal income taxation regardless of its source; or

 

·                  a trust (i) that validly elects to be treated as a U.S. person for U.S. federal income tax purposes or (ii)(A) if a court within the United States is able to exercise primary supervision over the administration of the trust and (B) one or more U.S. persons have the authority to control all substantial decisions of the trust.

 

You are a “Non—U.S. Holder” for purposes of this discussion if you are a beneficial owner of our shares or ADS and are not a U.S. Holder.

 

In general, if you own ADS, you will be treated as the owner of the shares represented by those ADS for U.S. federal income tax purposes.  Accordingly, no gain or loss will be recognized if you exchange ADS for the underlying shares represented by those ADS.

 

The U.S. Treasury has expressed concerns that parties to whom ADS are released before shares are delivered to the Depositary (pre—release) or intermediaries in the chain of ownership between holders and the issuer of the security underlying the ADS may be taking actions that are inconsistent with the claiming of foreign tax credits for holders of depositary shares.  Such actions would also be inconsistent with the claiming of the reduced tax rate, described below, applicable to dividends received by certain non—corporate holders.  Accordingly, the analysis of the creditability of Chilean taxes, and the availability of the reduced tax rate for dividends received by certain non—corporate holders, each described below, could be affected by actions taken by such parties or intermediaries.

 

This discussion assumes that the Company is not, and will not become, a passive foreign investment company, as described below.

 

The summary of U.S. federal income tax consequences set out below is intended for general informational purposes only.  You should consult your tax advisors with respect to the particular tax consequences to you of owning or disposing of shares or ADS, including the applicability and effect of state, local, non—U.S. and other tax laws and the possibility of changes in tax laws.

 

Taxation of Distributions

 

Distributions paid on shares or ADS other than certain pro rata distributions of common shares will be treated as dividends taxable as ordinary income to the extent paid out of our current or accumulated earnings and profits (as determined under U.S. federal income tax principles).  Because we do not maintain calculations of our earnings and profits under U.S. federal income tax principles, it is expected that distributions generally will be reported as dividends.

 

Subject to applicable limitations and the discussion above regarding concerns expressed by the U.S. Treasury, dividends paid by qualified foreign corporations to certain non—corporate U.S. Holders in taxable years beginning before January  1, 2013 are taxable at a maximum rate of 15%.  A foreign company is treated as a qualified foreign corporation with respect to dividends paid on stock that is readily tradable on an established securities market in the United States, such as the New York Stock Exchange where our ADS are traded.  You should consult your tax advisors to determine whether the favorable rate will apply to dividends you receive and whether you are subject to any special rules that limit your ability to be taxed at this favorable rate.

 

The amount of a dividend will include the net amount withheld by us in respect of Chilean withholding taxes on the distribution.  The amount of the dividend will be treated as foreign—source dividend income to you and will not be eligible for

 

143



Table of Contents

 

the dividends—received deduction generally allowed to U.S. corporations under the Code.  Dividends will be included in your income on the date of your, or in the case of ADS, the Depositary’s, receipt of the dividend.  The amount of any dividend paid in Chilean pesos will be a U.S. dollar amount calculated by reference to the exchange rate for converting Chilean pesos into dollars in effect on the date of such receipt regardless of whether the payment is in fact converted into dollars.  If the dividend is converted into U.S. dollars on the date of receipt, you generally should not be required to recognize foreign currency gain or loss in respect of the dividend income.  You may have foreign currency gain or loss if the dividend is converted into dollars on a date after the date of receipt.

 

Subject to applicable limitations that may vary depending upon your circumstances and subject to the discussion above regarding concerns expressed by the U.S. Treasury, the net amount of Chilean withholding tax (after reduction for the credit for Chilean corporate income tax, as discussed above under “Item 10. Additional Information—E. Taxation—Chilean Tax Considerations — Taxation of Shares and ADS — Taxation of Cash Dividends and Property Distributions”) withheld from dividends on shares or ADS will be creditable against your U.S. federal income tax liability.  The rules governing foreign tax credits are complex and, therefore, you should consult your tax advisor regarding the availability of foreign tax credits in your particular circumstances.  Instead of claiming a credit, you may, at your election, deduct such Chilean taxes in computing your taxable income, subject to generally applicable limitations under U.S. law.  An election to deduct foreign taxes instead of claiming foreign tax credits must apply to all taxes paid or accrued in the taxable year to foreign countries and possessions of the United States.

 

Subject to the discussion below under “Information Reporting and Backup Withholding,” if you are a Non—U.S.  Holder, you generally will not be subject to U.S. federal income or withholding tax on dividends received by you on your shares or ADS, unless you conduct a trade or business in the United States and such income is effectively connected with that trade or business.

 

Sale or Other Disposition of Shares or ADS

 

For U.S. federal income tax purposes, the gain or loss you realize on the sale or other disposition of shares or ADS will be a capital gain or loss, and will be a long—term capital gain or loss if you have held the shares or ADS for more than one year.  The amount of your gain or loss will equal the difference between your tax base in the shares or ADS disposed of and the amount realized on the disposition, in each case as determined in dollars.  Such gain or loss will generally be U.S.—source gain or loss for foreign tax credit purposes.  In addition, certain limitations exist on the deductibility of capital losses by both corporate and individual taxpayers.

 

In certain circumstances, Chilean taxes may be imposed upon the sale of shares.  See “Item 10. Additional Information—E. Taxation—Chilean Tax Considerations — Taxation of Shares and ADS.”  If a Chilean tax is imposed on the sale or disposition of shares, and a U.S. Holder does not receive significant foreign source income from other sources, such U.S. Holder may not be able to credit such Chilean tax against his U.S. federal income tax liability.

 

Subject to the discussion below under “Information Reporting and Backup Withholding,” a Non—U.S. Holder of ADS or shares generally will not be subject to United States income or withholding tax on gain from the sale or other disposition of ADS or shares unless (i) such gain is effectively connected with the conduct of a trade or business within the United States or (ii) the Non—U.S. Holder is an individual who is present in the United States for at least 183 days during the taxable year of the disposition and certain other conditions are met.

 

Passive Foreign Investment Company Rules

 

We believe that we were not a “passive foreign investment company” (PFIC) for U.S. federal income tax purposes for our 2010 taxable year.  However, because PFIC status depends upon the composition of a company’s income and assets and the market value of its assets from time to time, and because it is unclear whether certain types of our income constitute passive income for PFIC purposes, there can be no assurance that we will not be considered a PFIC for any taxable year.  If we were a PFIC for 2010 or for any prior or future taxable year during which you held shares or ADS, certain adverse consequences could apply to you, including the imposition of higher amounts of tax than would otherwise apply, and additional filing requirements.  You should consult your tax advisors regarding the consequences to you if we were a PFIC, as well as the availability and advisability of making any election, which may mitigate the adverse consequences of PFIC status.

 

Information Reporting and Backup Withholding

 

Payments of dividends and sales proceeds that are made within the United States or through certain U.S.—related financial intermediaries generally are subject to information reporting and to backup withholding unless (i) you are an exempt

 

144



Table of Contents

 

recipient or (ii) in the case of backup withholding, you provide a correct taxpayer identification number and certify that you are not subject to backup withholding.

 

U.S. information reporting and backup withholding may also apply to Non—U.S. Holders that are not “exempt recipients” and that fail to provide certain information as may be required by United States law and applicable regulations.

 

The amount of any backup withholding from a payment to you will be allowed as a credit against your U.S. federal income tax liability and may entitle you to a refund, provided that the required information is timely furnished to the Internal Revenue Service.

 

Legislation enacted in 2010 requires certain U.S. Holders to report to the Internal Revenue Service information with respect to their investment in shares or, it is assumed, ADS not held through a custodial account with a U.S. financial institution.  Investors who fail to report required information could become subject to substantial penalties and/or extended statue of limitations.

 

You should consult your tax advisors with respect to the particular consequences to you of owning or disposing of shares or ADS.

 

F.             Dividends and Paying Agents.

 

Not applicable.

 

G.            Statement by Experts.

 

Not applicable.

 

H.            Documents on Display.

 

We are subject to the information requirements of the Exchange Act, except that as a foreign issuer, we are not subject to the proxy rules (other than general anti-fraud rules) or the short-swing profit disclosure rules of the Exchange Act.  In accordance with these statutory requirements, we file or furnish reports and other information with the SEC.  Reports and other information filed or furnished by us with the SEC may be inspected and copied at the public reference facilities maintained by the SEC at Room 1024, 100 F Street, N.E., Washington, D.C. 20549, and at the SEC’s regional offices at 233 Broadway, New York, New York 10279 and 475 West Jackson Boulevard, Suite 900, Chicago, Illinois 60604.  Copies of such material may also be inspected at the offices of the New York Stock Exchange, 11 Wall Street, New York, New York 10005, on which our ADS are listed.  In addition, the SEC maintains a website that contains information filed electronically with the SEC, which can be accessed over the Internet at http://www.sec.gov.

 

I.              Subsidiary information.

 

Not applicable.

 

Item 11.         Quantitative and Qualitative Disclosures About Market Risk

 

The Company is exposed to risks arising from changes in commodity prices, interest rates and foreign exchange rates.  Our Board of Directors approves risk management policies at all levels.

 

Commodity Price Risk

 

In our electricity generation business, we are exposed to market risks arising from the price volatility of electricity, natural gas, diesel oil, and coal.

 

Natural gas is used in some of our power plants.  We seek to ensure our supply of this fuel by securing long-term contracts with our suppliers for terms that are expected to match the lifetime of our generation assets.  These contracts generally have provisions that allow us to purchase gas at market prices prevailing at the time the purchase occurs.  As of December 31, 2010, 2009 and 2008, we did not hold any contracts classified as either derivative financial instruments, financial instruments or derivative commodity instruments related to natural gas.

 

In the countries where we operate using coal and diesel oil, the dispatch mechanism allows the thermal power plants to cover their variable costs.  However, under certain circumstances, fuel price fluctuations might affect marginal costs.  We transfer commodity prices variations to the sale contract prices according to indexing formulas but only to the degree that this

 

145



Table of Contents

 

is possible in our different markets.  As of December 31, 2010, 2009 and 2008, we did not hold any contracts classified as either derivative financial instruments, financial instruments or derivative commodity instruments related either to coal or to diesel oil.

 

Additionally, through adequate commercial risk mitigation policies, and a hydro-thermal power plant mix, we seek to naturally protect our operating income from electricity price volatility.  As of December 31, 2010, 2009 and 2008, we did not hold electricity price-sensitive instruments.

 

The Company is permanently analyzing ways for hedging commodity price risk.  In the future we may use price-sensitive instruments.

 

Interest Rate and Foreign Currency Risk

 

The recorded values of our financial debt as of December 31, 2010, are detailed below, according to maturity.  Total values do not include the effect of derivatives.

 

 

 

Expected Maturity Date

 

As of December 31,

 

2011

 

2012

 

2013

 

2014

 

2015

 

Thereafter

 

Total

 

Fair
Value (1)

 

 

 

(in millions of Ch$)

 

Fixed Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chilean $ /UF

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

Weighted average interest rate

 

 

 

 

 

 

 

 

 

$

 

46,209

 

29,589

 

202,957

 

185,819

 

113,977

 

316,583

 

895,134

 

1,154,196

 

Weighted average interest rate

 

6.9

%

6.8

%

8.8

%

7.7

%

8.9

%

7.5

%

8.0

%

 

 

Other currencies (2)

 

127,593

 

65,162

 

73,120

 

59,268

 

25,222

 

46,682

 

397,408

 

414,620

 

Weighted average interest rate

 

6.6

%

8.5

%

6.4

%

7.7

%

6.9

%

7.0

%

7.1

%

 

 

Total Fixed Rate

 

174,162

 

94,751

 

276,078

 

245,087

 

139,199

 

363,264

 

1,292,542

 

1,569,116

 

Weighted average interest rate

 

6.7

%

7.9

%

8.2

%

7.7

%

8.5

%

7.5

%

7.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Variable Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chilean $ /UF

 

10,023

 

9,478

 

10,099

 

10,419

 

11,076

 

408,013

 

459,108

 

205,877

 

Weighted average interest rate

 

8.4

%

8.5

%

8.5

%

8.5

%

8.5

%

7.1

%

7.3

%

 

 

$

 

50,724

 

37,896

 

10,795

 

104,147

 

16,459

 

38,856

 

258,878

 

258,600

 

Weighted average interest rate

 

3.3

%

3.2

%

2.6

%

1.8

%

2.8

%

2.8

%

2.6

%

 

 

Other currencies (2)

 

356,945

 

335,415

 

146,244

 

135,537

 

74,595

 

318,636

 

1,367,191

 

1,433,744

 

Weighted average interest rate

 

10.2

%

10.2

%

10.3

%

11.7

%

8.2

%

7.6

%

9.6

%

 

 

Total Variable Rate

 

417,692

 

382,789

 

167,138

 

249,922

 

102,130

 

765,505

 

2,085,177

 

2,195,221

 

Weighted average interest rate

 

9.3

%

9.5

%

9.7

%

7.4

%

7.4

%

7.1

%

8.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL

 

591,854

 

477,540

 

443,216

 

495,010

 

241,329

 

1,128,770

 

3,377,719

 

3,764,337

 

 


(1)          As of December 31, 2010, fair values were calculated based on the discounted value of future cash flows expected to be paid (or received), considering current discount rates that reflect the different risks involved.

 

(2)          “Other currencies” includes the Euro, reais, Colombian pesos, Argentine pesos and soles.

 

The recorded values of our financial debt as of December 31, 2009, are detailed below, according to maturity.  Total values do not include the effect of derivatives.

 

146



Table of Contents

 

 

 

Expected Maturity Date

 

As of December 31,

 

2010

 

2011

 

2012

 

2013

 

2014

 

Thereafter

 

Total

 

Fair
Value (1)

 

 

 

(in millions of Ch$)

 

Fixed Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chilean $ /UF

 

 

 

 

 

 

 

0

 

0

 

Weighted average interest rate

 

 

 

 

 

 

 

0

 

0

 

US$

 

59,199

 

31,511

 

30,934

 

219,994

 

201,527

 

443,111

 

986,277

 

1,179,135

 

Weighted average interest rate

 

7.5

%

7.0

%

6.7

%

8.6

%

7.4

%

8.0

%

7.9

%

 

 

Other currencies (2)

 

101,568

 

71,436

 

72,471

 

53,898

 

53,528

 

55,050

 

407,950

 

438,993

 

Weighted average interest rate

 

4.0

%

8.0

%

7.5

%

7.0

%

7.8

%

7.0

%

6.6

%

 

 

Total Fixed Rate

 

160,767

 

102,947

 

103,405

 

273,892

 

255,055

 

448,616

 

1,027,072

 

1,618,128

 

Weighted average interest rate

 

5.3

%

7.7

%

7.3

%

8.3

%

7.5

%

8.0

%

7.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Variable Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chilean $ /UF

 

15,374

 

7,057

 

7,176

 

7,616

 

7,749

 

405,056

 

450,028

 

569,917

 

Weighted average interest rate

 

7.2

%

3.7

%

3.7

%

3.7

%

3.7

%

2.4

%

2.7

%

 

 

US$

 

175,297

 

147,598

 

53,624

 

12,887

 

111,493

 

28,772

 

529,671

 

529,671

 

Weighted average interest rate

 

2.3

%

2.5

%

3.1

%

5.0

%

2.4

%

3.1

%

2.6

%

 

 

Other currencies (2)

 

313,116

 

350,462

 

342,360

 

124,379

 

135,539

 

364,045

 

1,629,901

 

1,751,004

 

Weighted average interest rate

 

10.9

%

11.5

%

12.3

%

10.9

%

9.8

%

8.9

%

10.8

%

 

 

Total Variable Rate

 

503,787

 

505,117

 

403,160

 

144,882

 

254,781

 

797,873

 

2,609,600

 

2,850,292

 

Weighted average interest rate

 

7.8

%

8.8

%

10.9

%

10.0

%

6.4

%

5.4

%

7.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL

 

664,554

 

608,063

 

506,564

 

418,774

 

509,837

 

1,296,034

 

4,003,827

 

4,468,720

 

 


 

(1)          As of December 31, 2009, fair values were calculated based on the discounted value of future cash flows expected to be paid (or received), considering current discount rates that reflect the different risks involved.

 

(2)          “Other currencies” includes the Euro, reais, Colombian pesos, Argentine pesos and soles.

 

Interest Rate Risk

 

At December 31, 2009 and 2010, 63.8% and 48.6% of our outstanding net debt obligations were subject to floating interest rates.

 

We maintain an appropriate mix of variable and fixed rate debt, calculated based on total net debt, according to the policy approved by our Board of Directors.  We manage interest rate risk through the use of interest rate derivatives.  The percentages mentioned above include the effect of interest rate derivatives (swaps or collars) that hedge the risk for part of our debt.

 

As of December 31, 2010, the recorded values for financial accounting purposes and the corresponding fair value of the instruments that hedge for our interest rate risk are as follows:

 

 

 

Expected Maturity Date

 

As of December 31,

 

2011

 

2012

 

2013

 

2014

 

2015

 

Thereafter

 

Total

 

Fair
Value(2)

 

 

 

(in millions of Ch$) (1)

 

Variable to fixed rates

 

21,056

 

8,786

 

4,627

 

295,687

 

3,752

 

5,959

 

339,867

 

21,257

 

Fixed to variable rates

 

0

 

0

 

0

 

272,885

 

0

 

203,222

 

476,107

 

(232,551

)

 


(1)          Calculated based on the Observed Exchange Rate as of December 31, 2010, which was Ch$ 468.01 = $ 1.00.

 

(2)          Fair values were calculated based on the discounted value of future cash flows expected to be paid (or received), considering current discount rates that reflect the different risks involved.

 

By comparison, as of December 31, 2009 the recorded values for financial accounting purposes and the corresponding fair values of the instruments that hedge for our interest rate risk exposure, were as follows:

 

147



Table of Contents

 

 

 

Expected Maturity Date

 

As of December 31,

 

2010

 

2011

 

2012

 

2013

 

2014

 

Thereafter

 

Total

 

Fair 
Value (2)

 

 

 

(in millions of Ch$) (1)

 

Variable to fixed rates

 

39,095

 

26,128

 

26,393

 

3,188

 

117,499

 

1,564

 

213,866

 

(2,174

)

Fixed to variable rates

 

 

 

 

 

266,365

 

198,366

 

464,731

 

(198,660

)

 


(1)          Calculated based on the Observed Exchange Rate as of December 31, 2009, which was Ch$ 507.10 = $ 1.00.

 

(2)          Fair values were calculated based on the discounted value of future cash flows expected to be paid (or received), considering current discount rates that reflect the different risks involved.

 

Foreign Currency Risk

 

We are exposed to foreign currency risk arising from debt denominated in dollars, Chilean pesos and other currencies.  Some of our subsidiaries have a natural hedge between their revenues and the currency in which their debt is denominated. For example, in the case of our subsidiaries in Colombia, both revenues and debt are linked to the Colombian peso.  In other cases, we do not have this natural hedge or we have it to a lesser degree, and we therefore try to manage this exposure with currency derivatives, such as UF/dollar exchange, dollar/UF exchange and dollar/local currency derivatives.  However, this is not always possible because of market conditions.  For instance, it is not possible in the case of Endesa Costanera in Argentina, because its revenues are linked to the Argentine peso and a substantial part of its debt is denominated in dollars, and there is no possibility of obtaining acceptable market conditions to hedge for this debt.

 

Since 2004, we have had a corporate currency risk policy.  This policy takes the level of operating income of each country that is indexed to the dollar and seeks to hedge with dollar liabilities.

 

As of December 31, 2010, the recorded values for financial accounting purposes and the corresponding fair value of the instruments that hedge for our foreign exchange risk were as follows:

 

 

 

Expected Maturity Date

 

As of December 31,

 

2011

 

2012

 

2013

 

2014

 

2015

 

Thereafter

 

Total

 

Fair
Value(2)

 

 

 

(in millions of Ch$) (1)

 

UF to $

 

 

 

 

185,166

 

 

 

185,166

 

24,971

 

$ to Ch$/UF

 

 

 

 

272,885

 

 

203,222

 

476,107

 

(232,551

)

$ to Other currencies (3)

 

12,386

 

5,909

 

1,794

 

1,923

 

2,060

 

 

32,861

 

(11,592

)

 


(1)          Calculated based on the Observed Exchange Rate as of December 31, 2010, which was Ch$ 468.01 = $ 1.00.

 

(2)         Fair values were calculated based on the discounted value of future cash flows expected to be paid (or received), considering current discount rates that reflect the different risks involved.

 

(3)          Other currencies include reais, Argentinean pesos and soles.

 

By comparison, as of December 31, 2009 the recorded values for financial accounting purposes and the corresponding fair values of the instruments that hedge for our interest rate risk, were as follows:

 

 

 

Expected Maturity Date

 

As of December 31,

 

2010

 

2011

 

2012

 

2013

 

2014

 

Thereafter

 

Total

 

Fair
Value (2)

 

 

 

(in millions of Ch$) (1)

 

UF to $

 

 

 

 

 

 

 

0

 

0

 

$ to Ch$/UF

 

 

 

 

 

266,365

 

198,366

 

464,731

 

(198,660

)

$ to Other currencies (3)

 

7,114

 

6,624

 

11,324

 

1,944

 

2,083

 

 

29,088

 

(12,181

)

 


(1)          Calculated based on the Observed Exchange Rate as of December 31, 2009, which was Ch$ 507.10 = $ 1.00.

 

(2)          Fair values were calculated based on the discounted value of future cash flows expected to be paid (or received), considering current discount rates that reflect the different risks involved.

 

(3)          Other currencies include reais and soles.

 

148



Table of Contents

 

(d)                             Safe Harbor

 

The information in this “Item 11.  Quantitative and Qualitative Disclosures About Market Risk,” contains information that may constitute forward—looking statements.  See “Forward—Looking Statements” in the Introduction of this report, for safe harbor provisions.

 

Item 12.     Description of Securities Other Than Equity Securities

 

A.            Debt Securities.

 

Not applicable.

 

B.            Warrants and Rights.

 

Not applicable.

 

C.            Other Securities.

 

Not applicable.

 

D.            American Depositary Shares.

 

Depositary Fees and Charges

 

The Company’s ADS program is administered by Citibank, N.A., as Depositary.  Under the terms of the Deposit Agreement, an ADS holder may have to pay the following service fees to the Depositary:

 

Service Fees

 

Fees

(1) Issuance of ADS upon deposit of Shares.

 

Up to $5.00 per 100 ADS (or fraction thereof) issued.

(2) Delivery of deposited securities against surrender of ADS

 

Up to $5.00 per 100 ADS (or fraction thereof) surrendered.

(3) Distribution of cash dividends or other cash distributions (i.e., sale of rights and other entitlements).

 

Up to $5.00 per 100 ADS (or fraction thereof) held.

(4) Distribution of ADS pursuant to (i) stock dividends or other free stock distributions, or (ii) exercise of rights to purchase additional ADS.

 

Up to $5.00 per 100 ADS (or fraction thereof) held.

(5) Distribution of securities other than ADS or rights to purchase additional ADS (i.e., spin—off of shares).

 

Up to $5.00 per 100 ADS (or fraction thereof) held.

(6) Depositary services

 

Up to $5.00 per 100 ADS (or fraction thereof) held on the applicable record date(s) established by the Depositary.

 

Depositary Payments for Fiscal Year 2010

 

The Depositary has agreed to reimburse certain expenses related to the Company’s ADS program and incurred by the Company in connection with the program.  In 2010, the Depositary reimbursed expenses related to Investor Relations’ activities for a total amount of $ 440,851.

 

149



Table of Contents

 

PART II

 

Item 13.         Defaults, Dividend Arrearages and Delinquencies

 

None.

 

Item 14.         Material Modifications to the Rights of Security Holders and Use of Proceeds

 

None.

 

Item 15.         Controls and Procedures

 

(a) Disclosure Controls and Procedures

 

The Company carried out an evaluation under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rules 13 (a) - 15 (e) and 15 (d) - 15 (e) under the Exchange Act) for the year ended December 31, 2010.

 

There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error, and the circumvention or overriding of the controls and procedures. Accordingly, the Company’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their control objectives.

 

Based upon the Company’s evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the disclosure controls and procedures are effective in providing reasonable assurance that information required to be disclosed in the reports the Company files and submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms, and that it is gathered and communicated to the Company’s Management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

 

Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, and our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are effective at that reasonable assurance level.

 

(b) Management’s Annual Report on Internal Control Over Financial Reporting

 

As required by Section 404 of the Sarbanes—Oxley Act of 2002, Enersis’ management is responsible for establishing and maintaining “adequate internal control over financial reporting” (as defined in Rule 13(a)-15 (f) under the Exchange Act).  The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with IFRS, as issued by the IASB.

 

Because of its inherent limitations, internal control over financial reporting may not necessarily prevent or detect some misstatements.  It can only provide reasonable assurance regarding financial statement preparation and presentation.  Also, projections of any evaluation of effectiveness for future periods are subject to the risk that controls may become inadequate because of changes in conditions or because the degree of compliance with the policies or procedures may deteriorate over time.

 

Management assessed the effectiveness of its internal control over financial reporting for the year ended December 31, 2010.  The assessment was based on criteria established in the “Internal Controls — Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).  Based on the assessment, Enersis’ Management has concluded that as of December 31, 2010, the Company’s internal control over financial reporting was effective.

 

150



Table of Contents

 

(c) Attestation Report

 

Deloitte Auditores y Consultores Ltda., the independent registered public accounting firm that has audited our Consolidated Financial Statements, has issued an attestation report on the company’s internal control over financial reporting as of December 31, 2010.  This attestation report appears on page F—2.

 

(d) Changes in internal control

 

There were no changes in the Company’s internal control over financial reporting that occurred during 2010 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

Item 16.         [Reserved]

 

Item 16A.      Audit Committee Financial Expert

 

As of December 31, 2010, the Directors’ Committee’s (which performs the functions of the Audit Committee) financial expert was Mr. Leonidas Vial, as determined by the Board of Directors.  Mr. Vial is an independent member of the Directors’ Committee pursuant to the requirement of both Chilean law and NYSE corporate governance rules.

 

Item 16B.      Code of Ethics

 

The standards of ethical conduct at Enersis are currently governed by means of four corporate rulings or policies: the Charter Governing Executives (Estatuto del Directivo), the Code of Ethics, the Zero Tolerance anti—Corruption Plan (the “ZTAC Plan”) and the Manual for the Management of Information of Interest to the Market (the “Manual”).

 

The Charter Governing Executives, approved as a corporate statute, was adopted by the Board of Directors in May 2003 and is applicable to all managers contractually related to Enersis, including the Chief Executive Officer, the Chief Financial Officer and other senior officers of the Company, and to all senior management of controlled subsidiaries in which Enersis is the majority shareholder, both in Chile and internationally.  The objective of this statute is to establish standards for the governance of our management’s actions.

 

The Manual, adopted by Enersis’ Board of Directors in May 2008 and amended in February 2010, addresses the following issues: applicable standards to the information of transactions of the Company’s securities or those of its affiliates by directors, management, principal executives, employees and other related parties; existence of blackout periods for such transactions by directors, management, principal executives, employees and other related parties; existence of mechanisms for the continuous release of information that is of interest to the market; and mechanisms that provide protection for confidential information.

 

In addition to the above mentioned corporate governance rules, the Board of the Company in its meeting of June 24, 2010 approved the Code of Ethics and the ZTAC Plan.  The Code of Ethics is based on general principles such as impartiality, honesty, integrity and other qualities of similar importance, which are translated into detailed behavioral criteria.  The ZTAC Plan reinforces the principles included in the Code of Ethics, but with a special emphasis in avoiding corruption in the form of bribery, preferential treatment, and other similar acts.

 

A copy of these documents is available upon request, free of charge, by writing or calling us at:

 

Investor Relations Department
ENERSIS S.A.
Santa Rosa 76, Piso 15
Santiago, Chile
(56-2) 353-4682

 

During fiscal year 2010, there have been no amendments to any provisions of the Charter Governing Executives.  The Manual was amended in February 2010, to comply with the new regulations imposed by the authority.  The Internal Regulations on Conduct in Securities Markets, approved by the Board on January 31, 2002, was revoked by the Board of Enersis on June 24, 2010 because contents of this document were included in the Manual.

 

No waivers from any provisions of the Charter Governing Executives, the Code of Ethics, the ZTAC Plan or the Manual, were expressly or implicitly granted to the Chief Executive Officer, the Chief Financial Officer or any other senior financial officer of the Company in fiscal year 2010.

 

151



Table of Contents

 

Item 16C.      Principal Accountant Fees and Services

 

The following table provides information on the aggregate fees billed by our principal accountants, Deloitte Auditores y Consultores Ltda., as well as the other member firms of Deloitte Touche Tohmatsu and their respective affiliates (including Deloitte Consulting) by type of service rendered for periods indicated.

 

Services Rendered

 

2009

 

2010

 

 

 

(in $ million)

 

Audit Fees (1)

 

3.1

 

3.7

 

Audit—Related Fees (2)

 

0.2

 

0.6

 

Tax Fees

 

 

 

All Other Fees  (3)

 

 

0.1

 

Total

 

3.3

 

4.3

 

 


(1)

Corresponds to fees billed for each of the last two fiscal years for professional services rendered by Deloitte for the audit of Enersis’s annual consolidated financial statements or services that are normally provided by Deloitte, in connection with statutory and regulatory filings or engagements for those fiscal years.  The increase of $0.3 million in fees during 2010 was mainly due to the appreciation of the Chilean peso against the dollar and also an increase in services that are normally provided by Deloitte, in connection with statutory and regulatory filings.

(2)

Corresponds to fees billed in each of the last two fiscal years for assurance and related services by Deloitte that are reasonably related to the performance of the audit or review of Enersis’s subsidiaries financial statements and are not reported under (1) above.

(3)

Corresponds to fees billed in each of the last two fiscal years for products and services provided by Deloitte other than the services reported in (1) and (2) above.

 

The amounts included in the table above and the related footnotes have been classified in accordance with SEC guidance.

 

All of the fees disclosed under Audit—Related Fees and All Other Fees were pre—approved by the Audit Committee.

 

Audit Committee Pre—Approval Policies and Procedures

 

Our external auditors are appointed by our shareholders at the OSM.  Similarly, the shareholders of our subsidiaries, which are located in countries where applicable law and regulation so establishes, appoint their own external auditors.

 

The Directors’ Committee (which performs the functions of the Audit Committee), through the Economic Financial General Directorate, or EFGD, manages appointment proposals, review of engagement letters, fee negotiations, quality control in respect of the services provided, review and control of independence issues and other related matters.

 

The Directors’ Committee has a pre—approval policy regarding the contracting of Enersis’ external auditor, or any affiliate of the external auditor, for professional services.  The professional services covered by such policy include audit and non—audit services provided to Enersis.

 

Fees payable in connection with recurring audit services are pre—approved as part of our annual budget. Fees payable in connection with non—recurring audit services, once they have been analyzed by the EFGD, are submitted to the Audit Committee for approval or rejection.

 

The pre—approval policy established by the Directors’ Committee for non—audit services and Audit-Related Fees is as follows:

 

152



Table of Contents

 

·                  The business unit that has requested the service and the audit firm expected to perform the service must request that the EFGD manager review the nature of the service to be provided.

 

·                  At that point, the EFGD analyzes the request and requires the audit firm that will provide the service to issue a certificate signed by the partner responsible for the audit of our Consolidated Financial Statements confirming such audit firm’s independence.

 

·                  Finally, the proposal is submitted to the Audit Committee for approval or denial.

 

The services described in footnote (2) and (3) to the table above have been approved in line with the procedure described immediately above since July 2005.

 

In addition, due to the SEC release number 34—53677 File No. PCAOB—2006—01 (Audit Committee Pre—Approval of Certain Tax Services), the Directors’ Committee has designed, approved and implemented the necessary procedures to fulfill the new requirements described by this rule.

 

Item 16D.      Exemptions from Listing Requirements for Audit Committees

 

Not applicable.

 

Item 16E.       Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

Neither Enersis nor any affiliated purchaser acquired any shares of Enersis during 2010.

 

Item 16F.       Change in Registrant’s Certifying Accountants

 

On March 29, 2011, the Director’s Committee recommended to the Board of Directors that the Board propose to shareholders a change in the Company’s independent registered public accounting firm at the General Shareholders’ Meeting to be held on April 26, 2011. On such date, the shareholders approved the Board of Directors’ proposal to nominate Ernst & Young Servicios Profesionales de Auditoría  y Asesorías Limitada (“E&Y”) as the new independent registered public accounting firm for Enersis. Deloitte Auditores y Consultores Ltda. (“Deloitte”) served as the independent registered public accounting firm for Enersis for the 2009 and 2010 fiscal years, in each case pursuant to the terms of an annual engagement letter. On April 27, 2011, Deloitte was notified by the Company that shareholders had approved appointment of another independent registered public accounting firm for the 2011 fiscal year, and Deloitte was discharged from its engagement by the Company.

 

The audit reports of Deloitte on the Company’s consolidated financial statements as of and for the years ended December 31, 2009 and 2010 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

 

The audit reports of Deloitte on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2009 and 2010 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

 

During the Company’s two most recent fiscal years ended December 31, 2009 and 2010, and the subsequent interim periods through April 26, 2011, there were no disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Deloitte’s satisfaction, would have caused Deloitte to make reference to the subject matter of such disagreements in connection with its reports on the Company’s consolidated financial statements for such periods.

 

During the Company’s two most recent fiscal years ended December 31, 2009 and 2010 and the subsequent periods through April 26, 2011, there were no reportable events (as defined in Item 16F(a)(1)(v) of Form 20-F).

 

The Company has provided Deloitte with a copy of this Form 20-F prior to its filing with the Securities and Exchange Commission (“SEC”). The Company requested Deloitte to furnish the Company with a letter addressed to the SEC stating whether or not it agrees with the above statements, as required by Item 16F(a)(3) of Form 20-F. Such letter is filed as Exhibit 15.1.

 

153



Table of Contents

 

The Company’s Board of Directors, no later than June 30, will engage E&Y as the Company’s new independent registered public accounting firm to audit the Company’s consolidated financial statements and internal control over financial reporting for the fiscal year ending December 31, 2011.

 

During the Company’s two most recent fiscal years and any subsequent interim periods prior to the Company’s engagement of E&Y, neither the Company nor anyone acting on its behalf has consulted E&Y on any of the matters or events set forth in Item 16F(a)(2)(i) and Item 16F(a)(2)(ii) of Form 20-F.

 

Item 16G.      Corporate Governance

 

To review the significant differences between our corporate governance practices and the NYSE Corporate Governance Standards, please see “Item 6. Directors, Senior Management and Employees—C. Board practices.”

 

154



Table of Contents

 

PART III

 

Item 17.         Financial Statements

 

None.

 

Item 18.         Financial Statements

 

ENERSIS S.A. and Subsidiaries

 

Index to the Audited Consolidated Financial Statements

 

Reports of Independent Registered Public Accounting Firms:

 

Report of Deloitte Auditores y Consultores Ltda.— Enersis S.A.

F-1

Report of Deloitte Auditores y Consultores Ltda. — Enersis S.A. — Internal Control over Financial Reporting

F-2

Report of KPMG. Auditores Consultores Ltda. — Empresa Nacional de Electricidad S.A.

F-4

Report of KPMG Auditores Consultores Ltda. — Empresa Nacional de Electricidad S.A. — Internal Control over Financial Reporting

F-6

Reports of Deloitte Touche Tohmatsu Auditores Independentes — Endesa Brasil S.A.

F-8

Reports of Deloitte & Touche Ltda. — Emgesa S.A. E.S.P.

F-10

 

 

Consolidated Financial Statements:

 

Consolidated Statements of Financial Position as of December 31, 2010 and 2009

F-12

Consolidated Statements of Comprehensive Income  for the years ended December 31, 2010, 2009 and 2008

F-14

Consolidated Statements of Changes in Equity for the years ended December 31, 2010, 2009 and 2008

F-16

Consolidated Statements of Cash Flows for the years ended December 31, 2010, 2009 and 2008

F-18

Notes to the Consolidated Financial Statements

F-19

 

 

SCHEDULE I Enersis S.A.’s condensed unconsolidated financial information

F-143

 

Item 19.         Exhibits

 

Exhibit

 

Description

1.1

 

By—laws (Estatutos) of ENERSIS S.A., as amended. (*)

8.1

 

List of Subsidiaries as of December 31, 20010

12.1

 

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes—Oxley Act

12.2

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes—Oxley Act

13.1

 

Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes—Oxley Act

15.1

 

Letter dated April 27, 2011 of Deloitte S.L. as required by Item 16F of Form 20-F.

 


(*)           Incorporated by reference to Enersis’ Form 20-F for the year ended December 31, 2009.

 

We will furnish to the Securities and Exchange Commission, upon request, copies of any not filed instruments that define the rights of stakeholders of Enersis.

 

155



Table of Contents

 

SIGNATURES

 

The registrant certifies that it meets all of the requirements for filing on Form 20—F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

 

 

 

ENERSIS S.A.

 

 

 

 

 

 

 

 

 

 

By:

/s/ Ignacio Antoñanzas A.

 

 

Name:

Ignacio Antoñanzas A.

 

 

Title:

Chief Executive Officer

 

 

 

 

Date:  May 31, 2011.

 

 

 

 

156



Table of Contents

 

Enersis and Subsidiaries

 

Audited Consolidated Financial Statements as of
December 31, 2010 and 2009 and for each of the three years in the period ended December 31, 2010
together with the Reports of Independent Registered Public Accounting Firms

 



Table of Contents

 

Enersis and Subsidiaries

 

Index to the Audited Consolidated Financial Statements

 

Reports of Independent Registered Public Accounting Firms:

 

Report of Deloitte Auditores y Consultores Ltda.— Enersis S.A.

F-1

Report of Deloitte Auditores y Consultores Ltda. — Enersis S.A. — Internal Control over Financial Reporting

F-2

Report of KPMG. Auditores Consultores Ltda. — Empresa Nacional de Electricidad S.A.

F-4

Report of KPMG Auditores Consultores Ltda. — Empresa Nacional de Electricidad S.A. — Internal Control over Financial Reporting

F-6

Reports of Deloitte Touche Tohmatsu Auditores Independentes — Endesa Brasil S.A.

F-8

Reports of Deloitte & Touche Ltda. — Emgesa S.A. E.S.P.

F-10

 

 

Consolidated Financial Statements:

 

Consolidated Statements of Financial Position as of December 31, 2010 and 2009

F-12

Consolidated Statements of Comprehensive Income  for the years ended December 31, 2010, 2009 and 2008

F-14

Consolidated Statements of Changes in Equity for the years ended December 31, 2010, 2009 and 2008

F-16

Consolidated Statements of Cash Flows for the years ended December 31, 2010, 2009 and 2008

F-18

Notes to the Consolidated Financial Statements

F-19

 

 

SCHEDULE I Enersis S.A.’s condensed unconsolidated financial information

F-143

 

Ch$

Chilean pesos

US$

United States dollars

UF

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

ThCh$

Thousand of Chilean pesos

ThUS$

Thousand of United States dollars

 



Table of Contents

 

Deloitte Auditores y Consultores Ltda.

RUT: 80.276.200-3

Av. Providencia 1760

Pisos 6, 7, 8, 9 y 13

Providencia, Santiago

Chile

Fono: (56-2) 729 7000

Fax: (56-2) 374 9177

e-mail: deloittechile@deloitte.com

www.deloitte.cl

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Stockholders of
Enersis S.A.:

 

We have audited the accompanying consolidated statements of financial position of Enersis S.A. and subsidiaries (the “Company”) as of December 31, 2010 and 2009, and the related consolidated statements of comprehensive income, changes in equity, and cash flows for each of the three years in the period ended December 31, 2010, and the schedule of Enersis S.A.’s condensed unconsolidated financial information. These consolidated financial statements and the schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and the schedule based on our audits. We did not audit the financial statements of Empresa Nacional de Electricidad S.A. (a subsidiary), certain of its consolidated subsidiaries, certain of its associates accounted for using the equity method and certain of its jointly controlled entities accounted for using proportionate consolidation (hereinafter collectively referred to as “Endesa-Chile”), which statements reflect total assets constituting 35.01% and 31.01% of the Company’s consolidated total assets as of December 31, 2010 and 2009, respectively, and total revenues constituting 27.31%, 24.03% and 28.11% of the Company’s consolidated total revenues for the years ended December 31, 2010, 2009 and 2008, respectively. Those financial statements were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it relates to the amounts included for Endesa-Chile, is based solely on the reports of the other auditors.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of the other auditors provide a reasonable basis for our opinion.

 

In our opinion, based on our audits and the reports of the other auditors, such consolidated financial statements present fairly, in all material respects, the financial position of Enersis S.A. and subsidiaries as of December 31, 2010 and 2009, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2010, in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (“IASB’’). Also, in our opinion, the related condensed unconsolidated information schedule, when considered in relation to the basic consolidated financial statements, taken as whole, present fairly, in all material respects, the information set forth therein.

 

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States of America), the Company’s internal control over financial reporting as of December 31, 2010, based on the criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated April 27, 2011 expressed an unqualified opinion on the Company’s internal control over financial reporting based on our audit and the report of the other auditors.

 

Santiago, Chile

April 27, 2011

 

F-1



Table of Contents

 

Deloitte Auditores y Consultores Ltda.

RUT: 80.276.200-3

Av. Providencia 1760

Pisos 6, 7, 8, 9 y 13

Providencia, Santiago

Chile

Fono: (56-2) 729 7000

Fax: (56-2) 374 9177

e-mail: deloittechile@deloitte.com

www.deloitte.cl

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Stockholders of
Enersis S.A.:

 

We have audited the internal control over financial reporting of Enersis S.A. and subsidiaries (the “Company”) as of December 31, 2010, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We did not examine the effectiveness of internal control over financial reporting of Empresa Nacional de Electricidad S.A. (a subsidiary) and certain of its subsidiaries, associates and jointly controlled entities (collectively hereinafter referred to as “Endesa-Chile”), whose financial statements reflect total assets and revenues constituting 35.01% and 27.31%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2010. The effectiveness of Endesa-Chile’s internal control over financial reporting was audited by other auditors whose report has been furnished to us, and our opinion, insofar as it relates to the effectiveness of Endesa-Chile’s internal control over financial reporting, is based solely on the report of the other auditors.

 

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

 

A company’s internal control over financial reporting is a process designed by, or under the supervision of, the company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the company’s board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

F-2



Table of Contents

 

Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

In our opinion, based on our audit and the report of the other auditors, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2010, based on the criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States of America), the consolidated financial statements as of and for the year ended December 31, 2010 of the Company and the schedule of Enersis S.A.’s condensed unconsolidated financial information and our report dated April 27, 2011 expressed an unqualified opinion on those financial statements and such financial statements schedule based on our audit and the report of the other auditors.

 

Santiago, Chile
April 27, 2011

 

F-3



Table of Contents

 

GRAPHIC

 

Report of Independent Registered Public Accounting Firm

 

The Board of Directors and Shareholders of

Empresa Nacional de Electricidad S.A. (Endesa-Chile):

 

We have audited the accompanying consolidated statements of financial position of Endesa-Chile and subsidiaries (the Company) as of December 31, 2010 and 2009, and the related consolidated statements of comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2010. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We did not audit the December 31, 2010 and 2009 financial statements of certain subsidiaries and nonsubsidiary investees carried on the equity method of accounting, which statements reflect total assets constituting 31.91 percent and 33.02 percent of the Company’s consolidated total asset position as of December 31, 2010 and 2009, respectively, and total revenues constituting 27.35 percent, 23.48 percent and 18.09 percent of the Company’s consolidated revenues for the years ended December 31, 2010, 2009 and 2008, respectively. Those consolidated financial statements prepared in accordance with the local statutory accounting basis were audited by other auditors whose reports have been furnished to us and our opinion, insofar as it relates to the amounts included for those entities on such basis of accounting, is based solely on the reports of the other auditors. Accordingly, we have audited the conversion adjustments to the financial statements of these subsidiaries and nonsubsidiary investees prepared in accordance with the local statutory accounting basis to conform them to the Company’s accounting basis referred to below.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of the other auditors provide a reasonable basis for our opinion.

 

In our opinion, based on our audits and the reports of the other auditors, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Endesa-Chile and subsidiaries as of December 31, 2010 and 2009, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2010, in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

 

© 2011 KPMG Auditores Consultores Ltda., a Chilean limited liability partnership and a member firm of the KPMG network of Independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

F-4



Table of Contents

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Endesa-Chile’s internal control over financial reporting as of December 31, 2010, based on the criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated April 27, 2011, expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

 

 

KPMG Auditores Consultores Ltda.

 

Santiago, Chile

 

April 27, 2011

 

© 2011 KPMG Auditores Consultores Ltda., a Chilean limited liability partnership and a member firm of the KPMG network of Independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

 

F-5



Table of Contents

 

GRAPHIC

 

Report of Independent Registered Public Accounting Firm

 

The Board of Directors and Shareholders of

Empresa Nacional de Electricidad S.A.(Endesa-Chile):

 

We have audited Endesa-Chile’s internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Endesa-Chile’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on Endesa-Chile’s internal control over financial reporting based on our audit.

 

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

 

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

© 2011 KPMG Auditores Consultores Ltda., a Chilean limited liability partnership and a member firm of the KPMG network of Independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

 

F-6



Table of Contents

 

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

 

In our opinion, Endesa-Chile maintained, in all material respects, effective internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated statement of financial position of Endesa-Chile and subsidiaries as of December 31, 2010, and the related consolidated statements of comprehensive income, changes in stockholder’s equity, and cash flows for the year then ended, and our report dated April 27, 2011 expressed an unqualified opinion on those consolidated financial statements.

 

 

KPMG Auditores Consultores Ltda.

 

Santiago, Chile

 

April 27, 2011

 

© 2011 KPMG Auditores Consultores Ltda., a Chilean limited liability partnership and a member firm of the KPMG network of Independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

 

F-7



Table of Contents

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Shareholders of
Endesa Brasil S.A.

Niterόi - RJ

 

We have audited the accompanying consolidated financial statements of Endesa Brasil S.A., and subsidiaries (the “Company”) as of December 31, 2010 and 2009, and the related consolidated statement of income, statement of comprehensive income, changes in shareholders’ equity and cash flows for the years then ended. These financial statements, prepared in accordance with accounting practice adopted in Brazil and presented in Brazilian real, are the responsibility of the Company’s Management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Endesa Brasil S.A. and subsidiaries as of December 31, 2010 and 2009, and the results of their operations and cash flows for the years then ended in accordance with accounting practices adopted in Brazil.

 

As discussed in note 2 to the financial statements, in the fiscal year 2010 the Company adopted the new accounting practices adopted in Brazil which contemplate the pronouncements, guidelines and interpretations issued by CPC — Accounting Pronouncements Committee and approved by CFC Brazilian Federal Accounting Council. The new accounting practices adopted in Brazil substantially changed all accounting pronouncements and standards which were in use through December 31, 2009. Therefore, the financial statements for the year 2009 have been restated to reflect the new accounting standards.

 

As mentioned in note 1 to the consolidated financial statements, the subsidiary Companhia de Interconexão Energética — CIEN is discussing with the regulatory agencies to change C1EN’s “trading” activity to “transmission” activity, in order to obtain the Allowed Annual Revenue (RAP).

 

 

DELOITTE TOUCHE TOHMATSU

Auditores Independentes

Rio de Janeiro

April 26, 2011

 

F-8



Table of Contents

 

Deloitte Touche Tohmatsu
Auditores Independentes
Av. Presidente Wilson, 231
22
o andar

Rio de Janeiro - RJ -

20030-021

Brasil

 

Tel: + 55 (21) 3981-0500
Fax:+ 55 (21) 3981-0600
www.deloitte.com.br

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Shareholders of
Endesa Brasil S.A.

Niterόi - RJ

 

1.        We have audited the accompanying consolidated balance sheets of Endesa Brasil S.A. and subsidiaries (the “Company”) as of December 31, 2009 and 2008, and the related consolidated statements of income, changes in shareholders’ equity, and cash flows for the years then ended. These financial statements, prepared in accordance with accounting practices adopted in Brazil and presented in Brazilian real, are the responsibility of the Company’s Management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

2.        We conducted our audits in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

3.        In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of Endesa Brasil S.A. and subsidiaries as of December 31, 2009 and 2008, and the results of their operations, changes in shareholders’ equity, and cash flows for the years then ended in accordance with accounting practices adopted in Brazil.

 

4.        As mentioned in note 1 to the consolidated financial statements, the subsidiary Companhia de Interconexão Energética — CIEN is seeking alternatives for new businesses, including the discussions with the regulatory agencies to change CIEN’s “trading” activity to “transmission” activity, in order to obtain the Allowed Annual Revenue (RAP).

 

DELOITTE TOUCHE TOHMATSU

Auditores Independentes

 

Rio de Janeiro

May 25, 2010

 

F-9



Table of Contents

 

Deloitte & Touche Ltda.

Carrera 7 No. 74 - 09

Nit. 860.005.813-4

Bogotá

 

Colombia

 

 

 

Tel. +57(1) 5461810

 

Fax. +57(1) 2178088

 

www.deloitte.com/co

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Shareholders of

Emgesa S.A. E.S.P.:

 

We have audited the balance sheet of EMGESA S.A. E.S.P. (the “Company”) as of December 31, 2010, and the statements of income, shareholders’ equity and cash flows for the three month period ended December 31, 2010 and the nine month period ended September 30, 2010. These financial statements are the responsibility of the Company’s management (none of which are included herein). Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, such financial statements present fairly, in all material respects, the financial position of EMGESA S.A. E.S.P. as of December 31, 2010, and the results of its operations and its cash flows for the three month period ended December 31, 2010, and the nine month period ended September 30, 2010, in conformity with accounting principles generally accepted in Colombia.

 

Deloitte & Touche Ltda.

 

 

Bogotá, Colombia

March 25, 2011

 

© 2011 Deloitte Touche Tohmatsu.

Deloitte se refiere a una o más de las firmas miembros de Deloitte Touche Tohmatsu Limited, una compañia privada del Reino Unido limitada por garantia, y su red de firmas miembros, cada una como una entidad única e independiente y legalmente separada. Una descripción detallada de la estructura legal de Deloitte Touche Tohmatsu Limited y sus firmas miembros puede verse en el sitio web www.deloitte.com/about.

 

“ Deloitte Touche Tohmatsu Limited es una compañia privada limitada por garantia constituida en Inglaterra & Gales bajo el número 07271800, y su domicilio registrado: Hill House, 1 Little New Street, London, EC4A 3TR, Reino Unido”

 

F-10



Table of Contents

 

Deloitte & Touche Ltda.

Carrera 7 No. 74 - 09

Nit. 860.005.813-4

Bogotá

Colombia

 

 

 

Tel. +57(1) 5461810

 

Fax. +57(1) 2178088

 

www.deloitte.com/co

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Directors and Shareholders of

Emgesa S.A. E.S.P.:

 

We have audited the accompanying balance sheet of EMGESA S.A. E.S.P. (the “Company”) as of December 31, 2009, and the statements of income, shareholders’ equity and cash flows for each of the two years in the period ended December 31, 2009 (none of which are included herein). These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, such financial statements present fairly, in all material respects, the financial position of EMGESA S.A. E.S.P. as of December 31, 2009, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2009, in conformity with accounting principles generally accepted in Colombia.

 

Deloitte & Touche Ltda.

 

 

Bogotá, Colombia

March 25, 2011

 

© 2011 Deloitte Touche Tohmatsu

Deloitte se refiere a una o más de las firmas miembros de Deloitte Touche Tohmatsu Limited, una compañia privada del Reino Unido limitada por garantia, y su red de firmas miembros, cada una como una entidad única e independiente y legalmente separada. Una descripcion detallada de la estructura legal de Deloitte Touche Tohmatsu Limited y sus firmas miembros puede verse en el sitio web www.deloitte,com/about

 

“ Deloitte Touche Tohmatsu Limited es una compañia privada limitada por garantia constituida en Inglaterra & Gales bajo el número 07271800, y su domicilio registrado: Hill House, 1 Little New Street, London, EC4A 3TR, Reino Unido”

 

F-11



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

 

Consolidated Statements of Financial Position

As of December 31, 2010 and 2009

(In thousands of Chilean pesos - ThCh$)

 

 

 

 

 

12-31-2010

 

12-31-2009

 

 

 

Note

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

 

Cash and cash equivalents

 

5

 

961,355,037

 

1,134,900,821

 

Other current financial assets

 

6

 

7,817,509

 

1,536,149

 

Other current non-financial assets

 

 

 

35,993,248

 

35,181,784

 

Trade and other current receivables

 

7

 

1,038,098,240

 

1,141,966,600

 

Accounts receivable from related companies

 

8

 

20,471,607

 

19,014,232

 

Inventories

 

9

 

62,651,704

 

56,319,268

 

Current tax assets

 

10

 

137,987,341

 

112,175,952

 

Total current assets other than assets classified as held for sale and discontinued operations

 

 

 

2,264,374,686

 

2,501,094,806

 

Non-current assets classified as held for sale and discontinued operation

 

11

 

73,893,290

 

70,360,851

 

TOTAL CURRENT ASSETS

 

 

 

2,338,267,976

 

2,571,455,657

 

 

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

 

 

 

 

 

 

Other non-current financial assets

 

6

 

62,968,722

 

30,496,757

 

Other non-current non-financial assets

 

 

 

103,736,295

 

94,255,253

 

Non-current receivables

 

7

 

319,567,960

 

194,977,413

 

Investment accounted for using equity method

 

12

 

14,101,652

 

21,281,461

 

Intangible assets other than goodwill

 

13

 

1,452,586,405

 

1,446,122,245

 

Goodwill

 

14

 

1,477,021,924

 

1,501,351,933

 

Property, plant and equipment, net

 

15

 

6,751,940,655

 

6,864,071,242

 

Investment property

 

16

 

33,019,154

 

31,231,839

 

Deferred tax assets

 

17

 

452,634,364

 

454,896,521

 

TOTAL NON-CURRENT ASSETS

 

 

 

10,667,577,131

 

10,638,684,664

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

 

 

13,005,845,107

 

13,210,140,321

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-12



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

 

Consolidated Statements of Financial Position

As of December 31, 2010 and 2009

(In thousands of Chilean pesos — ThCh$)

 

 

 

 

 

12-31-2010

 

12-31-2009

 

 

 

Note

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

Other current financial liabilities

 

18

 

665,598,018

 

729,028,195

 

Trade and other current payables

 

21

 

1,224,489,998

 

979,906,352

 

Accounts payable to related companies

 

8

 

148,202,260

 

111,955,779

 

Other short-term provisions

 

22

 

115,449,236

 

100,024,455

 

Current tax liabilities

 

10

 

147,666,655

 

185,285,671

 

Current provisions for employee benefits

 

23

 

5,450,382

 

4,915,167

 

Other current non-financial liabilities

 

 

 

35,790,548

 

33,621,553

 

Total current liabilities other than liabilities associated with non-current assets classified as held for  sale and discontinued operations

 

 

 

2,342,647,097

 

2,144,737,172

 

Liabilities associated with non-current assets classified as held for sale and discontinued operations

 

11

 

64,630,389

 

50,650,366

 

TOTAL CURRENT LIABILITIES

 

 

 

2,407,277,486

 

2,195,387,538

 

 

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

 

 

 

 

 

 

Other non-current financial liabilities

 

18

 

3,014,956,447

 

3,533,443,820

 

Other non-current payables

 

21

 

37,236,712

 

68,909,402

 

Accounts payable to related companies

 

8

 

1,084,290

 

3,556,672

 

Other-long term provisions

 

22

 

225,522,329

 

250,286,912

 

Deferred tax liabilities

 

17

 

555,923,578

 

573,049,297

 

Non-current provisions for employee benefits

 

23

 

215,818,975

 

182,688,990

 

Other non-current non-financial liabilities

 

 

 

33,997,334

 

25,814,046

 

TOTAL NON-CURRENT LIABILITIES

 

 

 

4,084,539,665

 

4,637,749,139

 

TOTAL LIABLITIES

 

 

 

6,491,817,151

 

6,833,136,677

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

Issued capital

 

24

 

2,824,882,835

 

2,824,882,835

 

Retained earnings

 

24

 

2,103,689,509

 

1,817,613,206

 

Share premium

 

24

 

158,759,648

 

158,759,648

 

Other reserves

 

24.5

 

(1,351,787,356

)

(1,282,776,134

)

Equity attributable to owners of parent

 

 

 

3,735,544,636

 

3,518,479,555

 

Non-controlling interests

 

24.6

 

2,778,483,320

 

2,858,524,089

 

TOTAL EQUITY

 

 

 

6,514,027,956

 

6,377,003,644

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

 

 

13,005,845,107

 

13,210,140,321

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-13



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

 

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$, except share data)

 

 

 

 

 

2010

 

2009

 

2008

 

 

 

Note

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

STATEMENT OF COMPREHENSIVE INCOME

 

 

 

 

 

 

 

 

 

Sales

 

25

 

6,179,229,824

 

6,113,283,615

 

6,100,864,285

 

Other operating income

 

25

 

384,351,289

 

358,772,038

 

479,080,416

 

Total Revenues

 

 

 

6,563,581,113

 

6,472,055,653

 

6,579,944,701

 

 

 

 

 

 

 

 

 

 

 

Raw materials and consumable used

 

26

 

(3,521,646,254

)

(3,210,593,577

)

(3,547,990,286

)

Contribution Margin

 

 

 

3,041,934,859

 

3,261,462,076

 

3,031,954,415

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

 

 

44,869,365

 

33,730,519

 

32,599,560

 

Employee benefits expense

 

27

 

(374,678,013

)

(370,402,445

)

(322,628,433

)

Depreciation and amortization expense

 

28

 

(449,017,275

)

(454,369,959

)

(417,710,326

)

Reversal of impairment loss (impairment loss) recognized in profit or loss

 

28

 

(108,373,429

)

(85,285,525

)

(20,353,265

)

Other expenses

 

29

 

(450,434,769

)

(457,689,197

)

(440,211,323

)

Operating Income

 

 

 

1,704,300,738

 

1,927,445,469

 

1,863,650,628

 

 

 

 

 

 

 

 

 

 

 

Other gains (losses)

 

30

 

11,983,434

 

50,640,278

 

2,538,961

 

Financial income

 

31

 

171,236,948

 

159,670,405

 

181,753,335

 

Financial costs

 

31

 

(438,358,251

)

(482,472,627

)

(515,108,257

)

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

 

12

 

1,015,739

 

2,235,579

 

3,261,180

 

Foreign currency exchange differences

 

31

 

11,572,474

 

(8,235,253

)

(23,632,778

)

Gain (loss) for indexed assets and liabilities

 

31

 

(15,055,706

)

21,781,329

 

(62,378,252

)

 

 

 

 

 

 

 

 

 

 

Net Income Before Tax

 

 

 

1,446,695,376

 

1,671,065,180

 

1,450,084,817

 

Income tax

 

32

 

(346,006,968

)

(359,737,610

)

(415,902,784

)

Net Income from continuing operations

 

 

 

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Net Income from discontinued operations

 

 

 

 

 

 

Net Income

 

 

 

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Attributable to:

 

 

 

 

 

 

 

 

 

Owners of parent

 

 

 

486,226,814

 

660,231,043

 

507,589,633

 

Non-controlling interests

 

 

 

614,461,594

 

651,096,527

 

526,592,400

 

Net Income

 

 

 

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

 

 

 

 

 

 

 

 

Basic earnings  per share from continuing operations

 

Ch$/share

 

14.89

 

20.22

 

15.55

 

Basic earnings per share

 

Ch$/share

 

14.89

 

20.22

 

15.55

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per  share

 

 

 

 

 

 

 

 

 

Diluted earnings per share from continuing operations

 

Ch$/share

 

14.89

 

20.22

 

15.55

 

Diluted earnings per share

 

Ch$/share

 

14.89

 

20.22

 

15.55

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-14



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

 

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

 

 

 

 

2010

 

2009

 

2008

 

 

 

Note

 

ThCh$

 

ThCh$

 

ThCh$

 

STATEMENT OF COMPREHENSIVE INCOME

 

 

 

 

 

 

 

 

 

Net income

 

 

 

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Components of other comprehensive income, before tax

 

 

 

 

 

 

 

 

 

Exchange differences on translation

 

 

 

 

 

 

 

 

 

Foreign currency translation gains (losses)

 

 

 

(138,554,045

)

(246,854,956

)

191,370,521

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale financial assets

 

 

 

 

 

 

 

 

 

Gain (losses) on exchange differences on translation, before tax

 

 

 

(179

)

61,031

 

436

 

 

 

 

 

 

 

 

 

 

 

Cash flow hedge

 

 

 

 

 

 

 

 

 

Gains (losses) on cash flow hedge, before tax

 

 

 

50,576,145

 

201,567,024

 

(278,888,089

)

Reclassification adjustments on cash flow hedge, before tax

 

 

 

(19,664,842

)

(8,765,356

)

(22,119,660

)

Total cash flow hedge

 

 

 

30,911,303

 

192,801,668

 

(301,007,749

)

 

 

 

 

 

 

 

 

 

 

Actuarial gains (losses) on defined benefit plans

 

 

 

(48,495,375

)

(15,599,453

)

(34,060,925

)

Total other Components of other comprehensive income, before tax

 

 

 

(156,138,296

)

(69,591,710

)

(143,697,717

)

 

 

 

 

 

 

 

 

 

 

Income tax relating to components of other comprehensive income

 

 

 

 

 

 

 

 

 

Income tax relating to available-for-sale financial assets of other comprehensive income

 

 

 

 31

 

 (10,528

)

 (3

)

Income tax relating to cash flow hedge of other comprehensive income

 

 

 

 (5,301,050

)

 (33,917,966

)

 46,849,978

 

Income tax relating to defined benefit plans of other comprehensive income

 

 

 

 16,515,279

 

 1,369,374

 

 11,439,369

 

Total income tax

 

 

 

11,214,260

 

(32,559,120

)

58,289,344

 

 

 

 

 

 

 

 

 

 

 

Other Comprehensive Income

 

 

 

(144,924,036

)

(102,150,830

)

(85,408,373

)

Total Comprehensive Income

 

 

 

955,764,372

 

1,209,176,740

 

948,773,660

 

Comprehensive income attributable to

 

 

 

 

 

 

 

 

 

Owners of parent

 

 

 

396,687,094

 

655,007,019

 

433,164,534

 

Non-controlling interests

 

 

 

559,077,278

 

554,169,721

 

515,609,126

 

Total Comprehensive Income

 

 

 

955,764,372

 

1,209,176,740

 

948,773,660

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-15



Table of Contents

 

ENERSIS S. A. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2010, 2009 and 2008.

(In thousands of Chilean pesos - ThCh$)

 

Changes in other reserves

 

Statement of changes in Equity, Net

 

Issued capital

 

Share
premium

 

Reserve of
exchange
differences on
translation

 

Reserve of cash
flow hedge

 

Reserve of
actuarial gains or
losses on defined
benefit plans

 

Reserve of gains
and losses on
remeasuring
available-for-sale
financial assets

 

Other
miscellaneous
reserves

 

Other reserves

 

Retained
earnings

 

Equity
attributable
to owners of
parent

 

Non-
controlling
interest

 

Total Equity

 

Equity at beginning of period 1/01/2010

 

2,824,882,835

 

158,759,648

 

196,973,210

 

(188,691,145

)

 

41,699

 

(1,291,099,898

)

(1,282,776,134

)

1,817,613,206

 

3,518,479,555

 

2,858,524,089

 

6,377,003,644

 

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

486,226,814

 

486,226,814

 

614,461,594

 

1,100,688,408

 

Other comprehensive income

 

 

 

(83,694,320

)

14,682,972

 

(20,528,498

)

126

 

 

(89,539,720

)

 

(89,539,720

)

(55,384,316

)

(144,924,036

)

Comprehensive income

 

 

 

 

 

 

 

 

 

 

396,687,094

 

559,077,278

 

955,764,372

 

Dividends

 

 

 

 

 

 

 

 

 

(179,622,013

)

(179,622,013

)

 

(179,622,013

)

Increase (decrease) through transfers and other changes

 

 

 

 

 

20,528,498

 

 

 

20,528,498

 

(20,528,498

)

 

(639,118,047

)

(639,118,047

)

Total changes in equity

 

 

 

(83,694,320

)

14,682,972

 

 

126

 

 

(69,011,222

)

286,076,303

 

217,065,081

 

(80,040,769

)

137,024,312

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity at end of period 12/31/2010

 

2,824,882,835

 

158,759,648

 

113,278,890

 

(174,008,173

)

 

41,825

 

(1,291,099,898

)

(1,351,787,356

)

2,103,689,509

 

3,735,544,636

 

2,778,483,320

 

6,514,027,956

 

 

Changes in other reserves

 

Statement of changes in Equity, Net

 

Issued capital

 

Share
premium

 

Reserve of
exchange
differences on
translation

 

Reserve of cash
flow hedge

 

Reserve of
actuarial gains or
losses on defined
benefit plans

 

Reserve of gains
and losses on
remeasuring
available-for-sale
financial assets

 

Other
miscellaneous
reserves

 

Other reserves

 

Retained
earnings

 

Equity
attributable
to owners of
parent

 

Non-
controlling
interest

 

Total Equity

 

Equity at beginning of period 01/01/2009

 

2,824,882,835

 

158,759,648

 

283,959,611

 

(276,767,607

)

 

9,565

 

(1,291,099,898

)

(1,283,898,329

)

1,391,570,726

 

3,091,314,880

 

2,937,816,340

 

6,029,131,220

 

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

660,231,043

 

660,231,043

 

651,096,527

 

1,311,327,570

 

Other comprehensive income

 

 

 

(86,986,401

)

88,076,462

 

(6,346,219

)

32,134

 

 

(5,224,024

)

 

(5,224,024

)

(96,926,806

)

(102,150,830

)

Comprehensive income

 

 

 

 

 

 

 

 

 

 

655,007,019

 

554,169,721

 

1,209,176,740

 

Dividends

 

 

 

 

 

 

 

 

 

(227,842,344

)

(227,842,344

)

 

(227,842,344

)

Increase (decrease) through transfers and other changes

 

 

 

 

 

6,346,219

 

 

 

6,346,219

 

(6,346,219

)

 

(633,461,972

)

(633,461,972

)

Total changes in equity

 

 

 

(86,986,401

)

88,076,462

 

 

32,134

 

 

1,122,195

 

426,042,480

 

427,164,675

 

(79,292,251

)

347,872,424

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity at end of period 12/31/2009

 

2,824,882,835

 

158,759,648

 

196,973,210

 

(188,691,145

)

 

41,699

 

(1,291,099,898

)

(1,282,776,134

)

1,817,613,206

 

3,518,479,555

 

2,858,524,089

 

6,377,003,644

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-16



Table of Contents

 

ENERSIS S. A. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2010, 2009 and 2008.

(In thousands of Chilean pesos - ThCh$)

 

Changes in other reserves

 

Statement of changes in Equity, Net

 

Issued capital

 

Share
premium

 

Reserve of
exchange
differences on
translation

 

Reserve of cash
flow hedge

 

Reserve of
actuarial gains
or losses on
defined benefit
plans

 

Reserve of gains
and losses on
remeasuring
available-for-sale
financial assets

 

Other
miscellaneous
reserves

 

Other reserves

 

Retained
earnings

 

Equity
attributable to
owners of
parent

 

Non-
controlling
interest

 

Total Equity

 

Equity at beginning of period 01/01/2008

 

2,594,015,459

 

158,759,648

 

199,615,814

 

(44,390,168

)

 

9,108

 

(841,137,396

)

(685,902,642

)

834,258,472

 

2,901,130,937

 

2,604,433,149

 

5,505,564,086

 

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

507,589,633

 

507,589,633

 

526,592,400

 

1,034,182,033

 

Other comprehensive income

 

 

 

84,591,396

 

(145,917,895

)

(13,099,057

)

457

 

 

(74,425,099

)

 

(74,425,099

)

(10,983,274

)

(85,408,373

)

Comprehensive income

 

 

 

 

 

 

 

 

 

 

433,164,534

 

515,609,126

 

948,773,660

 

Dividends

 

 

 

 

 

 

 

 

 

(242,980,591

)

(242,980,591

)

 

(242,980,591

)

Increase (decrease) through transfers and other changes

 

230,867,376

 

 

(247,599

)

(86,459,544

)

13,099,057

 

 

(449,962,502

)

(523,570,588

)

292,703,212

 

 

(182,225,935

)

(182,225,935

)

Total changes in equity

 

230,867,376

 

 

84,343,797

 

(232,377,439

)

 

457

 

(449,962,502

)

(597,995,687

)

557,312,254

 

190,183,943

 

333,383,191

 

523,567,134

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity at end of period 12/31/2008

 

2,824,882,835

 

158,759,648

 

283,959,611

 

(276,767,607

)

 

9,565

 

(1,291,099,898

)

(1,283,898,329

)

1,391,570,726

 

3,091,314,880

 

2,937,816,340

 

6,029,131,220

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-17



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

 

 

 

 

2010

 

2009

 

2008

 

 

 

Note

 

ThCh$

 

ThCh$

 

ThCh$

 

Indirect Statement of Cash Flow

 

 

 

 

 

 

 

 

 

Cash flows from (used in) operating activities

 

 

 

 

 

 

 

 

 

Net income

 

 

 

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Adjustments to reconcile net income

 

 

 

 

 

 

 

 

 

Adjustments for income tax expense

 

32

 

346,006,968

 

359,737,610

 

415,902,784

 

Adjustments for decrease (increase) in inventories

 

 

 

13,375,040

 

31,682,662

 

8,248,778

 

Adjustments for decrease (increase) in trade accounts receivable

 

 

 

(164,046,056

)

112,512,315

 

(168,319,588

)

Adjustments for decrease (increase) in other operating receivables

 

 

 

(171,236,948

)

(159,670,405

)

(181,753,335

)

Adjustments for increase (decrease) in trade accounts payable

 

 

 

128,804,617

 

(218,629,211

)

(55,137,025

)

Adjustments for increase (decrease) in other operating payables

 

 

 

453,413,957

 

460,691,298

 

577,486,509

 

Adjustments for depreciation and amortization expense

 

28

 

449,017,275

 

454,369,959

 

417,710,326

 

Adjustments for impairment loss (reversal of impairment loss) recognised in profit or loss

 

28

 

108,373,429

 

85,285,525

 

20,353,265

 

Adjustments for provisions

 

 

 

(29,193,303

)

16,436,304

 

(22,406,116

)

Adjustments for unrealized foreign exchange losses (gains)

 

31

 

(11,572,474

)

8,235,523

 

23,632,778

 

Adjustments for undistributed profits of associates

 

 

 

(1,015,739

)

(2,235,579

)

(3,261,180

)

Other adjustments for non-cash items

 

 

 

71,286,149

 

(53,398,066

)

5,959,027

 

Total adjustments to reconcile net income

 

 

 

1,193,212,915

 

1,095,017,935

 

1,038,416,223

 

 

 

 

 

 

 

 

 

 

 

Income taxes refund (paid)

 

 

 

(349,296,688

)

(367,981,146

)

(160,176,953

)

Other inflows (outflows) of cash

 

 

 

(1,189,488

)

(34,668

)

(1,224,517

)

Net cash flows from (used in) operating activities

 

 

 

1,943,415,147

 

2,038,329,691

 

1,911,196,786

 

 

 

 

 

 

 

 

 

 

 

Cash flows from (used in) investing activities

 

 

 

 

 

 

 

 

 

Cash flows used to acquire non-controlling interests

 

 

 

 

(290,471,658

)

 

Other cash payments to acquire interests in joint ventures

 

 

 

 

(19,912,162

)

 

Loans to related companies

 

 

 

 

(8,615,091

)

(27,298,838

)

Proceeds from sales of property, plant and equipment

 

 

 

8,889,879

 

7,559,368

 

14,139,478

 

Purchase of property, plant and equipment

 

 

 

(473,921,829

)

(526,521,933

)

(496,750,943

)

Proceeds from sales of intangible assets

 

 

 

1,424,691

 

5,292,416

 

 

Purchase of intangible assets

 

 

 

(227,418,842

)

(209,939,738

)

(284,740,824

)

Proceeds from other long-term assets

 

 

 

 

190,166,892

 

7,730,911

 

Purchase of other long-term assets

 

 

 

 

(12,641

)

(50,359

)

Dividends received

 

 

 

3,278,931

 

2,675,741

 

5,826,418

 

Interest received

 

 

 

6,807,678

 

4,346,438

 

11,043,445

 

Other inflows (outflows) of cash

 

 

 

(94,841,624 

)

(21,834,208

)

62,999,998

 

Net cash flows from (used in) investing activities

 

 

 

(775,781,116

)

(867,266,576

)

(707,100,714

)

 

 

 

 

 

 

 

 

 

 

Cash flows from (used in) financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from borrowings

 

 

 

263,124,754

 

826,440,011

 

1,424,250,917

 

Proceeds from loans from related companies

 

 

 

821,636

 

 

412,223

 

Repayments of borrowings

 

 

 

(740,286,720

)

(1,283,351,536

)

(1,223,027,402

)

Payments of finance lease liabilities

 

 

 

(24,129,963

)

(3,171,884

)

(6,996,069

)

Repayment of loans to related companies

 

 

 

 

(16,986,597

)

(14,159,571

)

Dividends paid

 

 

 

(556,087,040

)

(578,607,484

)

(460,210,179

)

Interest paid

 

 

 

(244,595,847

)

(252,736,851

)

(230,036,860

)

Other inflows (outflows) of cash

 

 

 

18,132,411

 

8,350

 

470,255

 

Net cash flows from (used in) financing activities

 

 

 

(1,283,020,769

)

(1,308,405,991

)

(509,296,686

)

 

 

 

 

 

 

 

 

 

 

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

 

 

 

(115,386,738

)

(137,342,876

)

(694,799,386

)

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

 

(58,159,046

)

(45,818,128

)

34,385,374

 

Net increase (decrease) in cash and cash equivalents

 

 

 

(173,545,784

)

(183,161,004

)

729,184,760

 

Cash and cash equivalents at beginning of period

 

5

 

1,134,900,821

 

1,318,061,825

 

588,877,065

 

Cash and cash equivalents at end of period

 

5

 

961,355,037

 

1,134,900,821

 

1,318,061,825

 

 

The attached notes are an integral part of these consolidated financial statements

 

F-18



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 

Index

 

 

 

1.

Financial statements and activities of the Group

 

 

2.

Basis of presentation of the consolidated financial statements

 

2.1

Accounting principles

 

2.2

New accounting pronouncements

 

2.3

Responsibility for the information and  estimates made

 

2.4

Subsidiaries and jointly controlled entities

 

 

2.4.1.

Changes in the scope of consolidation

 

 

2.4.2.

Companies consolidated with less than 50% share

 

 

2.4.3.

Companies not consolidated with greater  50% share

 

2.5

Basis of consolidation and business combinations

 

2.6

Reclassifications

 

 

 

 

3.

Accounting principles applied

 

a)

Property, plant and equipment

 

b)

Investment property

 

c)

Goodwill

 

d)

Intangible assets other than goodwill

 

 

d.1)

Concessions

 

 

d.2)

Research and development expenses

 

 

d.3)

Other intangible assets

 

e)

Asset impairment

 

f)

Leases

 

g)

Financial instruments

 

 

g.1)

Financial assets other than derivatives

 

 

g.2)

Cash and cash equivalents

 

 

g.3)

Financial liabilities other than derivatives

 

 

g.4)

Derivative financial instruments and hedge accounting

 

 

g.5)

Fair value measurements and classifications of financial instruments

 

 

g.6)

Derecognition of financial assets

 

h)

Investments accounted for using equity method

 

i)

Inventories

 

j)

Non-current assets held for sale and discontinued operations

 

k)

Treasury shares

 

l)

Provisions

 

 

l.1)

Provisions for post-employment benefit and similar obligations

 

m)

Conversion of balances  in foreign currency

 

n)

Current/Non-current classification

 

o)

Income tax

 

p)

Revenue and expense recognition

 

q)

Earnings per share

 

r)

Dividends

 

s)

Cash flow statement

 

 

 

4.

Sector regulation and electricity system operations

 

4.1

Generation

 

4.2

Distribution

 

 

 

 

5.

Cash and cash equivalents

 

F-19



Table of Contents

 

6.

Other financial assets

 

 

7.

Trade and other receivables

 

 

 

8.

Balances and transactions with related companies

 

8.1

Balances and transactions with related companies

 

a)

Receivables from related companies

 

b)

Payables to related companies

 

c)

Significant transactions and income/expense effects

 

8.2

Board of directors and key management personnel

 

8.3

Compensation of key management personnel

 

8.4

Compensation plans linked to share price

 

 

 

9.

Inventories

 

 

10.

Current tax receivables and payables

 

 

11.

Non-current assets and disposal groups held for sale

 

 

12.

Investments accounted for using equity method and jointly-controlled companies

 

12.1

Equity method accounted investments

 

12.2

Jointly co ntrolled companies

 

 

 

13.

Intangible assets other than goodwill

 

 

14.

Goodwill

 

 

15.

Property, plant and equipment

 

 

16.

Investment property

 

 

 

17.

Deferred tax

 

 

18.

Other financial liabilities

 

18.1

Breakdown of interest-bearing liabilities

 

18.2

Unsecured liabilities detailed by currency and maturity

 

18.3

Secured liabilities breakdown by currency and maturity

 

18.4

Hedged debt

 

18.5

Other information

 

 

 

19.

Risk management policy

 

19.1

Interest rate risk

 

19.2

Exchange rate risk

 

19.3

Commodities risk

 

19.4

Liquidity risk

 

19.5

Credit risk

 

19.6

Risk measurement

 

 

 

20.

Financial instruments

 

20.1

Financial instruments classified by nature and category

 

20.2

Derivative instruments

 

20.3

Fair value hierarchies

 

 

 

21.

Trade and other payables

 

F-20



Table of Contents

 

22.

Provisions

 

22.1

Provisions

 

22.2

Lawsuits and arbitration proceedings

 

 

 

23.

Provisions for employee benefits

 

23.1

General information

 

23.2

Details, movements and financial statement presentation

 

23.3

Other disclosures

 

 

 

24.

Equity

 

24.1

Equity attributable to the parent company´s owners

 

24.2

Foreign currency translation reserves

 

24.3

Capital management

 

24.4

Restrictions on the ability of subsidiaries to transfer funds to the parent

 

24.5

Other reserves

 

24.6

Non-controlling interests

 

 

 

25.

Revenues

 

 

26.

Raw materials and consumables used

 

 

27.

Employee benefits expense

 

 

28.

Depreciation, amortization and impairment losses

 

 

29.

Other expenses

 

 

30.

Other gains (losses)

 

 

31.

Financial costs

 

 

32.

Income tax

 

 

33.

Segment information

 

33.1

Segmentation criteria

 

33.2

Generation, distribution and other

 

33.3

Countries

 

33.4

Generation and distribution by countries

 

 

 

34.

Third party guarantees  other contingent assets and liabilities, and other commitments

 

34.1

Direct guarantees

 

34.2

Indirect guarantees

 

34.3

Other information

 

 

 

35.

Personnel figures

 

 

 

36.

Subsequent events

 

 

 

37.

Environment

 

 

 

38.

Summarized financial information of principal subsidiaries and jointly-controlled entities

 

 

Appendix No. 1 Enersis group companies

 

F-21



Table of Contents

 

Appendix No. 2 Changes in the scope of consolidation

 

Appendix No. 3 Enersis Group associated companies

 

Appendix No. 4 Additional information on financial debt

 

Appendix No. 5 Assets and liabilities in foreign currencies

 

F-22



Table of Contents

 

ENERSIS S.A. AND SUBSIDIARIES

 

CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2010

(In thousands of Chilean pesos - ThCh$)

 

1.        FINANCIAL STATEMENTS AND ACTIVITIES OF THE GROUP

 

Enersis S.A. (hereinafter the “Parent Company” or the “Company”) and its subsidiaries the Enersis Group (hereinafter, Enersis or the Group).

 

Enersis S.A. is a publicly-traded corporation with registered address and head office located at Avenida Santa Rosa, No. 76, Santiago, Chile. The Company was registered in the securities register of the Superintendency of Securities and Insurance of Chile (Superintendencia de Valores y Seguros or “SVS”), under number 175. In addition, the Company is registered with the Securities and Exchange Commission of the United States of America (hereinafter “U.S. SEC”), and with Spain’s “Comisión Nacional del Mercado de Valores.” The Company’s shares are listed in the New York Stock Exchange since 1993, and in Latibex since 2001.

 

Enersis S.A. is a subsidiary of ENDESA, S.A., a Spanish entity controlled by Enel S.p.A. (hereinafter, “Enel”).

 

Initially, the Company was created under the corporate name of “Compañía Chilena Metropolitana de Distribución Eléctrica S.A.” back in 1981. Later on, the Company changed its by-laws and its name to Enersis S.A. effective August 1, 1988.  For tax purposes, the Company operates under Chilean tax identification number 94,271,000-3.

 

As of December 31, 2010, the Group had 12,264 employees. During 2010, the Group’s average total employees were 12,261. See Note 35 for additional information regarding employee distribution by class and country.

 

The Company’s corporate purpose consists in engaging, whether in Chile or abroad, in exploration, development, operation, generation, distribution, transmission, and transformation and/or sale of energy in any form or nature, either directly or through another company; and also performing telecommunication activities, and providing engineering advice in Chile or abroad. The Company’s corporate purpose also includes investing in, and the management of investments made in, subsidiaries and associates that are generators, transmitters, distributors, or traders of electricity, or whose corporate purpose includes anyone of the following:

 

(i)            energy in any form or nature,

(ii)           supply of public services or of services whose main component is energy,

(iii)          telecommunications and computer services, and

(iv)          intermediation businesses on the internet.

 

The Company’s 2009 consolidated financial statements were approved by the Board of Directors at a meeting held on January 27, 2010. Subsequently, the consolidated financial statements were submitted to the consideration of a General Shareholders Meeting held on April 22, 2010, which provided the final approval on the consolidated financial statements.

 

These consolidated financial statements are presented in thousands of Chilean pesos (unless expressly stated otherwise), as the Chilean peso is the functional currency of the main economic environment in which the Company operates. Foreign operations are recorded, in accordance with the accounting policies set forth in footnotes 2.5 and 3m.

 

F-23



Table of Contents

 

2.        BASIS OF PRESENTATION OF THE CONSOLIDATED FINANCIAL STATEMENTS

 

2.1 Accounting Principles

 

The consolidated financial statements of Enersis and subsidiaries as of December 31, 2010 have been prepared in accordance with International Financial Reporting Standards (“IFRS”) and approved by its Board of Directors’ at its meeting held on January 26, 2011.

 

These consolidated financial statements present fairly the financial position of Enersis and subsidiaries as of December 31, 2010 and 2009, as well as the results of operations, the changes in equity and the cash flows for each of the three years in the period ended December 31, 2010.

 

The consolidated financial statements included herein have been prepared from accounting records maintained by the Company and its subsidiaries. Each entity prepares its financial statements according to the accounting principles and standards in force in each country, and through the consolidation process, the corresponding adjustments and reclassifications have been made in order to present the consolidated financial statements in accordance with IFRS.

 

2.2  New accounting pronouncements

 

a)         Accounting pronouncement effective from January 1, 2010

 

Standards, Interpretations and Amendments

 

Mandatory application for:

IFRS 3 revised:

Business Combinations

 

Annual periods beginning on or after July 1, 2009.

Amendment to IAS 39:

Eligible Hedged Items

 

Annual periods beginning on or after July 1, 2009.

Amendment to IAS 27:

Consolidated and Separate Financial Statements

 

Annual periods beginning on or after July 1, 2009.

Improvements to IFRS (issued in 2009):

 

The majority of annual periods beginning on or after July 1, 2009.

Amendment to IFRS 2:

Share-Based Payments

 

Annual periods beginning on or after January 1, 2010.

IFRIC 17:

Distributions of Non-cash Assets to Owners

 

Annual periods beginning on or after July 1, 2009.

 

The application of these accounting pronouncements has not had any significant effects for the Group.  The remaining accounting criteria applied in 2010 are consistent with those applied in 2009.

 

F-24



Table of Contents

 

b)          Accounting pronouncements effective January 1, 2011 and after:

 

As of the issuance date of the consolidated financial statements presented herein, the following accounting pronouncements have been issued by the IASB but their application was not yet mandatory.

 

Standards, Interpretations and Amendments

 

Mandatory application for:

Amendment to IAS 32:

Classification of Rights Issues

 

Annual periods beginning on or after February 1, 2010.

IFRS 9:

Financial Instruments: Classification and Measurement

 

Annual periods beginning on or after January 1, 2013.

IAS 24 Revised:

Related Party Disclosures

 

Annual periods beginning on or after January 1, 2011.

IFRIC 19:

Extinguishing Financial Liabilities with Equity Instruments

 

Annual periods beginning on or after July 1, 2010.

Amendment to IFRIC 14:

Prepayments of a Minimum Funding Requirement

 

Annual periods beginning on or after January 1, 2011.

Improvements to IFRS (issued in 2010):

 

The majority of annual periods beginning on or after January 1, 2011.

Amendment to IFRS 7:

Financial Instruments: Disclosures

 

Annual periods beginning on or after July 1, 2011.

Amendment to IAS 12:

Income Taxes

 

Annual periods beginning on or after January 1, 2012.

 

The Group is assessing the impact of the application of IFRS 9 from its effective date.  In Management’s opinion, the application of other standards, interpretations and amendments pending application will not have a significant effect on the consolidated financial statements of Enersis and subsidiaries.

 

2.3  Responsibility for the information and estimates made.

 

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

 

In preparing the consolidated financial statements, certain estimates made by the Company’s Management have been used in order to quantify some of the assets, liabilities, income, expenses and commitments recorded in such statements.

 

These estimates basically refer to:

 

·      The valuation of assets and goodwill to determine the existence of impairment losses (see Note 3.e).

 

·      The assumptions used to calculate the actuarial liabilities and obligations to employees (see Note 23).

 

·      The useful life of property, plant and equipment and intangible assets (see Notes 3.a and 3.d).

 

·      The assumptions used to calculate the fair value of financial instruments (see Notes 3.g.5. and 20).

 

·      Energy supplied to customers and not invoiced at the end of each year.

 

F-25



Table of Contents

 

·      Certain assumptions inherent in the electricity system affecting transactions with other companies, such as production, customer billings, energy consumption, etc. used on the estimations of electricity system settlements.  These settlements must occur in the corresponding final settlement dates, which have not occured as of the date of issuance of the consolidated financial statements, and could affect the balances of assets, liabilities, income and expenses recorded in such statements.

 

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

 

·      Future disbursement for the closure of facilities and restoration of land (see Note 3.a).

 

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

 

Although these estimates have been based on the best information available at the date of issuance of the consolidated financial statements presented herein, it is possible that events may occur in the future that will require a change (increase or decrease) to these estimates in subsequent years, which would be done prospectively, recognizing the effects of such estimation change in the corresponding future consolidated financial statements.

 

2.4  Subsidiaries and jointly-controlled entities

 

Subsidiaries are defined as entities in which the Parent Company controls the majority of the voting rights or, should that not be the case, is authorized to direct the financial and operating policies of such entities.

 

Jointly-controlled entities are entities in which the situation described in the preceding paragraph exists as a result of an agreement with other shareholders and control is exercised jointly with them.

 

Appendix No. 1 of these consolidated financial statements, titled “Enersis Group Companies,” described Enersis relationship with each of its subsidiaries and jointly-controlled entities.

 

2.4.1              Changes in the scope of consolidation

 

During 2010 there were no significant changes in Enersis Group’s scope of consolidation. In 2009 the following transactions occurred that changed the Group’s scope of consolidation:

 

On February 25, 2009, our subsidiary Compañía Distribuidora y Comercializadora de Energía S.A. (“Codensa S.A.”) made a capital contribution amounting to ThCh$ 23,744,357 in Distribuidora Eléctrica de Cundinamarca S.A. (“DECA”), that was used to subscribe and pay 489,997 shares, that represents a 48.997% of DECA’s ownership interest.  The remaining 51.003% ownership interest in DECA was subscribed and paid by Empresa Eléctrica de Bogotá, a company that has entered into an agreement with Codensa S.A. for the joint control of DECA.

 

Subsequently, on March 13, 2009, DECA acquired an 82.34% ownership interest in Empresa de Energía de Cundinamarca for ThCh$ 48,460,838. As a result of this acquisition DECA recognized goodwill amounting to ThCh$ 14,457,069 (see Notes 5.c and 14).

 

The section titled “Changes in the scope of consolidation,” included as Appendix No. 2 to the consolidated financial statements, shows the companies included within the scope of the Group’s consolidation, together with a detail of the Group’s respective ownership interest percentages.

 

F-26



Table of Contents

 

2.4.2              Companies consolidated with less than 50% share.

 

Although Enersis Group holds less than a 50% share in Codensa and in Empresa Generadora de Energía Eléctrica S.A. (“Emgesa”), they are deemed to be subsidiaries since the Group exercises control over the entity, directly or indirectly, through contracts or agreements with shareholders, or as a consequence of its structure, composition and shareholder classes.

 

2.4.3              Companies not consolidated with greater 50% share.

 

Although Enersis Group holds more than 50% interest in Centrales Hidroeléctricas de Aysén, S.A. (hereinafter “Hidroaysén”), Hydroaysén is considered to be a jointly-controlled entity because the Group, through contracts and agreements with shareholders, exercises joint control of the entity.

 

2.5  Basis of consolidation and business combinations

 

The subsidiaries are consolidated and all their assets, liabilities, income, expenses and cash flows are included in the consolidated financial statements after making the adjustments and eliminations related to intra-Group transactions.

 

Jointly-controlled entities are consolidated by using the proportional consolidation method. The Group recognizes, line by line, its share of the assets, liabilities, income and expenses of such entities, so that the aggregation of balances and subsequent eliminations, takes place only in the proportion of Group’s ownership interest in them.

 

The results of subsidiaries and jointly-controlled entities are included in the consolidated comprehensive income statement, from the effective date of acquisition until the effective date of disposal or termination of joint control, as appropriate.

 

The consolidation of the operations of the Parent Company and its subsidiaries, as well as the jointly-controlled entities, was performed applying the following basic principles:

 

1.    At the date of acquisition, the assets, liabilities and contingent liabilities of the subsidiary or jointly-controlled entity are recorded at market value. In the event that there is a positive difference between the acquisition cost and the fair value of the assets and liabilities of the acquired entity, including contingent liabilities, corresponding to the parent’s share, this difference is recorded as goodwill. In the event that the difference is negative, it is recorded with a credit to income.

 

2.    Non-controlling interests in equity and in the financial results of the consolidated subsidiaries are presented, respectively, under the line items “Non-controlling interests” in the consolidated statement of financial position and “Net Income attributable to non-controlling interests” and “Other comprehensive income attributable to non controlling interests” in the consolidated statement of comprehensive income.

 

3.    Translation of financial statements of foreign companies with functional currencies other than the Chilean peso is performed as follows:

 

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

 

b.      For items in the comprehensive income statement, the average exchange rate for the year is used.

 

c.      Equity remains at the historical exchange rate from the date of acquisition or contribution, and for retained earnings at the average exchange rate at the date of generation.

 

Exchange differences arising in the conversion of the financial statements are recognized within the heading “Exchange difference on translation” within the consolidated statement of comprehensive income: Other comprehensive income. (see Note 24.2).

 

F-27



Table of Contents

 

Translation adjustments that existed at the Group’s transition date to IFRS, January 1, 2004, were deemed to be zero and transferred to reserves, using the exemption for that purpose in IFRS 1 “First time Adoption of IFRS” (see Note 24.5).

 

All balances and transactions between consolidated companies, as well as the share of the proportionally consolidated companies, were eliminated in the consolidation process.

 

2.6  Reclassifications

 

The Group has made certain reclassifications to the consolidated financial statements as of December 31, 2009 and 2008, as a result of new instructions issued on March 25, 2010 by the SVS through Circular No. 1975. These reclassifications relate mainly to regrouping of financial assets and liabilities within current or non-current, as applicable, and regrouping items under the statements of comprehensive income, but they do not affect the operating income

 

F-28



Table of Contents

 

3.        ACCOUNTING PRINCIPLES APPLIED

 

The main accounting policies used in preparing the accompanying consolidated financial statements were as follows:

 

a)      Property, plant and equipment

 

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

 

·       Finance expenses accrued during the construction period that are directly attributable to the acquisition, construction or production of qualified assets, which require substantial period of time before being ready for use such as, for example, electricity generating or distribution facilities. The interest rate used is that of the specific financing or, if none exists, the mean financing rate of the company carrying out the investment. The mean financing rate depends principally on the geographic area and ranges between 5.19% and 7.46%. The amount capitalized for this concept amounted to ThCh$ 15,137,380, ThCh$ 9,173,217 and ThCh$ 9,470,558 for the years ended December 31, 2010, 2009 and 2008, respectively.

 

·       Capitalized employee expenses directly related to work in progress for the years ended December 31, 2010, 2009 and 2008, were ThCh$ 26,741,111, ThCh$ 16,723,291 and ThCh$ 18,611,427, respectively.

 

·       Future disbursements that the Group must make to close their facilities are incorporated into the value of the asset at present value, recording the corresponding provision in accounting. On a yearly basis, the Group reviews their estimate of these future disbursements, increasing or decreasing the value of the asset based on the results of this estimate. (see Note 22).

 

·       Items acquired before the Group’s date of transtion to IFRS, January 1, 2004, include, where appropriate, asset reappraisals permitted in various countries to adjust the value of the property, plant and equipment for inflation as of that date. (see Note 24.5).

 

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

 

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

 

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

 

Periodic maintenance, conservation and repair expenses are recorded directly in income as an expense for the year in which they are incurred.

 

The Company, based on the outcome of impairment testing explained in Note 3.e, believes that the book value of these assets does not exceed their net recoverable value.

 

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

 

F-29



Table of Contents

 

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

 

Classes of Property, Plant and Equipment

 

Years of estimated useful life

 

 

 

 

 

Buildings

 

22 – 100

 

Plant and Equipment

 

3 – 65

 

IT Equipment

 

3 – 15

 

Fixtures and Fittings

 

5 – 21

 

Motor Vehicles

 

5 – 10

 

Other

 

2 – 33

 

 

Additionally, and for more information, there is a greater opening of the useful lives for plant and equipment class:

 

 

 

Years of estimated useful life

 

Generating facilities:

 

 

 

Hydroelectric power plants

 

 

 

Civil engineering work

 

35-65

 

Electromechanical equipment

 

10-40

 

Coal-fired/fuel-oil power plants

 

25-40

 

Combined cycle plants

 

10-25

 

Renewable energy power plants

 

35

 

Transmission and distribution facilities:

 

 

 

High-voltage network

 

10-60

 

Low- and medium-voltage network

 

10-60

 

Measuring and remote control equipment

 

3-50

 

Other facilities

 

4-25

 

 

In relation to the administrative concessions held by the Group companies, following is a detail of the years to maturity period for concessions that do not have an indefinite term:

 

Concession holder and operator 

 

Country

 

Concession
term

 

Period remaining
until expiration

 

Empresa Distribuidora Sur S.A.Edesur (Distribution)

 

Argentina

 

95 years

 

77 years

 

Hidroeléctrica El Chocón S.A. (Generation)

 

Argentina

 

30 years

 

13 years

 

Transportadora de Energía S.A. (Transmission)

 

Argentina

 

85 years

 

77 years

 

Compañía de Transmisión del Mercosur S.A. (Transmission)

 

Argentina

 

87 years

 

77 years

 

Central Electrica Cachoeira Dourada S.A. (Generation)

 

Brazil

 

30 years

 

17 years

 

Central Generadora Termeléctrica Fortaleza S.A (Generation)

 

Brazil

 

30 years

 

21 years

 

Compañía de Interconexión Energética S.A.Cien (Transmission, Line 1)

 

Brazil

 

20 years

 

10 years

 

Compañía de Interconexión Energética S.A.Cien (Transmission, Line 2)

 

Brazil

 

20 years

 

12 years

 

 

Management of the Group evaluated the specific contract term of each of the aforementioned concessions, which vary by country, business or legal jurisprudence, and concluded that no determining factors exist to indicate that the grantor, which in each case is a government entity, controls the infrastructure and, at the same time, can continuously set the price to be charged for services. Those requirements are essential for applying IFRIC 12 “Service Concession Arrangements,” which establishes how to record and value certain types of concessions (see Note 3.d.1 for concession arrangement within the scope of IFRIC 12).

 

Gains or losses that arise from the sale or disposal of items of property, plant and equipment are recognized in income for the period and calculated as the difference between the sale value and the net book value.

 

F-30



Table of Contents

 

b)      Investment property

 

Investment property includes land and buildings held for the purpose to earn rentals and/or for capital appreciation.

 

Investment property is measured initially at its cost. Subsequent to initial recognition, investment property is measured at cost less any accumulated depreciation and any accumulated impairment losses. Investment property, excluding land, is depreciated on a straight-line basis over the useful lives of the related assets.

 

The fair value of the investment property is disclosed in Note 16.

 

c)      Goodwill

 

Goodwill generated upon consolidation represents the difference between the acquisition cost and the Group share of the fair value of assets and liabilities, including identifiable contingent assets and liabilities of a subsidiary as of the acquisition date.

 

Acquired assets and liabilities are temporarily valued as of the date the company takes control and reviewed within no more than a year after the acquisition date. Until the fair value of assets and liabilities is ultimately determined, the difference between the acquisition price and the book value of the acquired company is temporarily recorded as goodwill.

 

If goodwill is finally determined to exist in the financial statements the year following the acquisition, the prior year accounts presented for comparison purposes, are modified to include the value of acquired assets and liabilities and final goodwill from the acquisition date.

 

Goodwill generated from acquiring companies with functional currencies other than the Chilean peso is valued at the functional currency of the acquired company and converted to Chilean pesos using the exchange rate in effect as of the date of the statement of financial position.

 

Goodwill generated before the date of transition to IFRS, January 1, 2004, is maintained at its net value recorded as of that date, while goodwill originated afterwards is valued at acquisition cost (see Notes 14 and 24.5).

 

Goodwill is not amortized, instead, at each period end the Company estimates whether any impairment has reduced its recoverable value to an amount less than the net recorded cost and, if appropriate, immediately adjusts for impairment (see Note 3.e).

 

Until December 31, 2009, in those cases where the Group acquired an additional ownership interest in a company already controlled and consolidated, the difference between the price of the additional ownership interest and the balance of “Equity attributable to non-controlling interests” that was derecognized as a result of the acquisition was recorded as goodwill. In those cases where the Group sold part of its interest in a controlled company that did not result in loss of control, the difference between the sale price and the balance of “Equity attributable to non-controlling interests” was recognized in net income for the year.

 

Beginning in 2010, as part of the adoption of the amendments related to IAS 27 (Revised 2008) “Consolidated and Separate Financial Statements,” any change in ownership interests in subsidiaries that do not result in loss of control are recognized within Equity attributable to owners of parent. During 2010, there were no transactions with non-controlling interests.

 

F-31



Table of Contents

 

d)      Intangible assets other than goodwill

 

d.1)   Concessions

 

IFRIC 12 “Service Concession Arrangements” provides accounting guidance operators for public-to-private service concession arrangements. This accounting interpretation applies if:

 

a)      The grantor controls or regulates which services the operator should provide with the infrastructure, to whom it must provide them and at what price; and

 

b)      The grantor controls - through ownership, beneficial entitlement or otherwise-any significant residual interest in the infrastructure at the end of the term of the arrangement.

 

If both of the above conditions are met, the consideration received by the Group for the infrastructure construction is recognized at its fair value, as either, an intangible asset to the extent that the Group receives the right to charge users of the public service/facility as long as those charges are conditional on usage of the facility, or as a financial asset to the extent that the Group has an unconditional contractual right to receive cash or another financial asset from the grantor or a third party. The Group recognizes the contractual obligations assumed for the infrastructure maintenance during the infrastructure’s use, or for its return to the grantor at the end of the concession agreement within the conditions specified in such concession agreement, as long as it does not relate to an activity that generates income, in accordance with the Group’s provision accounting policy.

 

Finance expenses attributable to the concession arrangement are capitalized based on criteria established in Note 3 a) above, to the extent that the Group has a contractual right to receive an intangible asset. The median financing rate in Brazil, where the concession arrangements that require capital expenditures are located, ranges between 9.5% and 12.5% in prior periods. During 2010, we did not capitalize finance expenses.  Note that the finance expenses capitalized in 2009 and 2008 were ThCh$ 1,992,733 and ThCh$ 2,648,915, respectively.

 

Additionally, during the years ended December 31, 2010, 2009, and 2008 we capitalized employee expenses attributable to construction in progress in the amount of ThCh$ 18,128,254, ThCh$ 17,007,228 and ThCh$ 13,988,133, respectively.

 

Intangible assets from concession arrangements are amortized over the term of the concessions.

 

The subsidiaries that have recognized an intangible asset from their service concession agreements are the following:

 

Concession hoder and operator

 

Country

 

Term

 

Remaining period to
maturity

 

Ampla Energía e Serviços S.A. (*)

(Distribution)

 

Brazil

 

30 years

 

16 years

 

Companhia Energética do Ceará S.A. (*)

(Distribution)

 

Brazil

 

30 years

 

17 years

 

Sociedad Concesionaria Túnel El Melón S.A.

(Highway infrastructure)

 

Chile

 

23 years

 

6 years

 

 


(*)   Considering that part of the rights acquired by our subsidiaries are unconditional, a financial asset at amortized cost has also been recognized (see Notes 3.g.1 and 7).

 

d.2)   Research and development expenses

 

The Group follows the policy of recording as intangible assets in the statement of financial position, the costs incurred in a project’s development phase as long as its technical viability and economic returns are reasonably assured.

 

F-32



Table of Contents

 

Expenditures on research activities are recognized as an expense in the period in which they are incurred. In 2010, 2009 and 2008 no research and development expenses were recognized.

 

d.3)         Other intangible assets

 

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

 

Computer softwares are amortized, on an average, in five years. Certain easements and water rights have indefinite useful lives, as such, they are not amortized. Easements and water rights in some cases have indefinite useful live, as thus, are not amortized. In others cases, they have a useful live that, depending on their own characteristics, range between 40 and 60 years, term which is used to amortize the asset.

 

The criteria for recognizing impairment losses or, if appropriate, recoveries of impairment losses recorded in prior periods are explained in letter e) of this Note.

 

e)                  Asset impairment

 

During the period, and principally at period end, the Company evaluates whether there is any indication that an asset has been impaired. Should any such indication exist, the company estimates the recoverable amount of that asset to determine, where appropriate, the amount of impairment. In the case of identifiable assets that do not independently generate cash flows, the company estimates the recoverability of the Cash Generating Unit to which the asset belongs, which is understood to be the smallest identifiable group of assets that generates independent cash inflows.

 

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

 

The recoverable amount is the greater between the fair value less the cost needed to sell and the value in use, which is defined as the present value of the estimated future cash flows. In order to calculate the recoverable value of property, plant and equipment, goodwill and intangible assets, value in use criteria is used by the Group in practically all cases.

 

To estimate the value in use, the Group prepares future cash flow projections, before tax, based on the most recently available budgets. These budgets incorporate management’s best estimates of revenue and costs of Cash Generating Units using sector projections, past experience and future expectations.

 

In general, these projections cover the next ten years, estimating cash flows for subsequent years by applying reasonable growth rates between 3.3% and 6.7% that, in no case, are increasing nor exceed the average long-term growth rates for the particular sector and country.

 

These cash flows are discounted at a given pre-tax rate in order to calculate their present value. This rate reflects the cost of capital of the business and the geographical area in which the business is carried on. In order to calculate the discount rate, the current time value of money and the risk premiums generally used by analysts for the business and the geographical area are taken into account.

 

The discount rates, before tax, expressed in nominal terms and applied in 2010 and 2009 are the following:

 

 

 

 

 

2010

 

2009

 

Country

 

Currency

 

Minimum

 

Maximum

 

Minimum

 

Maximum

 

Chile

 

Chilean peso

 

7.5

%

8.8

%

9.2%

 

9.5%

 

Argentina

 

Argentine peso

 

15.0

%

16.9

%

19.5%

 

Brazil

 

Brazilian reais

 

9.6

%

10.8

%

11.3%

 

Peru

 

Peruvian sol

 

7.9

%

8.1

%

9.1%

 

Colombia

 

Colombian peso

 

9.6

%

9.8

%

11.5%

 

 

F-33



Table of Contents

 

If the recoverable amount is less than the net carrying amount of the asset, the corresponding provision for impairment loss is recorded for the difference, and charged to “Reversal of impairment loss (impairment loss) recognized in profit or loss” in the consolidated statement of comprehensive income.

 

Impairment losses recognized for an asset in prior periods are reversed when its estimated recoverable amount changes, increasing the asset’s value with a credit to earnings, limited to the asset’s carrying amount if no adjustment had occurred. In the case of goodwill, adjustments that would have been made are not reversible.

 

The following procedure is used to determine the need to adjust financial assets for impairment:

 

·                       In the case of commercial assets, the Group has a policy to record impairment through an allowance account determined based on the age of past-due balances, which is generally applied except in those cases where a specific collectability analysis is recommended, such as the case for receivables from public-related companies.

 

·                       In the case of receivables of a financial nature, impairment is determined on case-by-case basis. As of the date of issuance of these consolidated financial statements, the Company had no significant past due non commercial financial assets.

 

f)                    Leases

 

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

 

Finance leases in which the Group acts as a lessee are recognized when the agreement begins.  At that point, the Group records an asset based on the nature of the lease and a liability for the same amount, equal to the lower of the fair value of the leased asset or the present value of the minimum lease payments. Subsequently, the minimum lease payments are divided between finance expense and principal reduction. The finance expense is recorded in the income statement and distributed over the lease term, so as to obtain a constant interest rate for each period over the balance of the debt pending amortization. The asset is amortized in the same terms as other similar depreciable assets, as long as there is reasonable certainty that the lessee will acquire ownership of the asset at the end of the lease. If no such certainty exists, the asset will be amortized over the lesser term between the useful life of the asset and the term of the lease.

 

Operating lease payments are expensed on a straight-line basis over the term of the lease unless another type of systematic basis of distribution is deemed more representative.

 

g)                 Financial instruments

 

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

 

g.1)        Financial assets other than derivatives

 

The Group classifies its financial assets other than derivatives, whether permanent or temporary, and excluding equity method investments (see Note 12) and investments held for sale (see Note 11), into four categories:

 

·                       Trade and other current receivables and Accounts receivable from related companies: These are recorded at amortized cost, which corresponds to initial fair value less principal repayments made, plus accrued and uncharged interest, calculated using the effective interest method.

 

The effective interest method is used to calculate the amortized cost of a financial asset or liability (or group of financial assets or financial liabilities) and is charged to finance income or cost over the

 

F-34



Table of Contents

 

relevant period. The effective interest rate is the discount rate that matches the estimated cash flows to be received or paid over the expected life of the financial instrument (or, when appropriate, over a shorter period) to the net carrying amount of the financial asset or financial liability.

 

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

 

·                       Financial assets at fair value with changes in net income: This includes the trading portfolio and those financial assets that have been designated as such upon initial recognition and that are managed and evaluated using fair value criteria. They are valued in the consolidated statement of financial position at fair value, with changes in value recorded directly in income when they occur.

 

·                       Available-for-sale financial assets: These are financial assets specifically designated as available for sale or that do not fit within any of the three preceding categories and consist almost entirely of financial investments in equity instruments (see Note 6).

 

These investments are recorded in the consolidated statement of financial position at fair value when it can be reliably determined. Changes in fair value, net of taxes, are recorded with a charge or credit to an equity reserve known as “Gains (losses) on remeasuring available-for-sale financial assets” until the investment is disposed of, at which time the amount accumulated in this account for that investment is fully charged to the comprehensive income statement. Should the fair value be less than the acquisition cost and  if there is objective evidence that the asset has been more than temporarily impaired, the difference is recorded directly in the comprehensive income statement.

 

In the case of interests in unlisted companies or companies with very little liquidity, normally the market value cannot be reliably determined. When this occurs, those interests are valued at acquisition cost or a lesser amount if evidence of impairment exists.

 

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

 

g.2)        Cash and cash equivalents

 

This account within the statement of consolidated financial position includes cash and in banks, time deposits and other highly liquid short-term investments readily convertible to cash and which are subject to insignificant risk of changes in value.

 

g.3)        Financial liabilities other than derivatives

 

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

 

In the particular case that a liability is the underlying item of a fair value hedge derivative, as an exception, such liability will be valued at its fair value for the portion of the hedged risk.

 

In order to calculate the fair value of debt, both in the cases when it is recorded in the statement of financial position and for fair value disclosure purposes as seen in Note 20, debt has been divided into fixed interest rate debt (hereinafter “fixed-rate debt”) and variable interest rate debt (hereinafter “floating-rate debt”). Fixed-rate debt is that on which fixed-interest coupons established at the beginning of the transaction are paid explicitly or implicitly over its term. Floating-rate debt is that issued at a floating interest rate, i.e., each coupon is established at the beginning of each period based on the reference interest rate. All debt has been valued by discounting expected future cash flows with a market-interest rate curve based on the payment’s currency.

 

F-35



Table of Contents

 

g.4)        Derivative financial instruments and hedge accounting

 

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

 

Derivatives are recorded at fair value as of the date of the statement of financial position as follows; if their fair value is positive, they are recorded within “Other financial assets”; and if their fair value is negative, they are recorded within “Other financial liabilities.”

 

Changes in fair value are recorded directly in income except when the derivative has been designated for accounting purposes as a hedge instrument and all of the conditions established under IFRS for applying hedge accounting are met, including that the hedge is highly effective. In this case, changes are recorded as follows:

 

·                       Fair value hedges: The underlying portion for which the risk is being hedged is valued at its fair value as is the hedge instrument, recording any changes in the value of both in the comprehensive income statement by netting the effects in the same comprehensive income statement account.

 

·                       Cash flow hedges: Changes in the fair value of the effective portion of derivatives are recorded in an equity reserve known as “Reserve of cash flow hedges.” The cumulative loss or gain in this account is transferred to the comprehensive income statement to the extent that the underlying item impacts the comprehensive income statement because of the hedged risk, netting the effect in the same comprehensive income statement account. Gains or losses from the ineffective portion of the hedge are recorded directly in the comprehensive income statement.

 

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

 

The Company does not apply hedge accounting to its investments abroad.

 

As a general rule, long-term commodity purchase or sale agreements are recorded in the consolidated statement of financial position at their fair value as of period end, recording any differences in value directly in income, except when all of the following conditions are met:

 

·                       The sole purpose of the agreement is for the own use.

 

·                       The Group’s futures projections justify the existence of these agreements with the purpose of own use.

 

·                       Past experience with agreements shows that they have been utilized for own use, except in certain isolated cases in which they had to be used for exceptional reasons or reasons associated with logistical management issues outside the control and projection of the Group.

 

·                       The agreement does not stipulate settlement by differences and the parties do not make it a practice to settle similar contracts by differences in the past.

 

The long-term commodity purchase or sale agreements maintained by the Group, which are mainly for electricity, fuel and other supplies, meet the conditions described above. Thus, the purpose of fuel purchase agreements is to be used to generate electricity, the electricity purchase contracts are used to materialize sales to end-customers and the electricity sale contracts are used to sell the company’s own product.

 

The Company also evaluates the existence of embedded derivatives in contracts or financial instruments to determine if their characteristics and risk are closely related to the principal contract as long as the set is not being accounted for at fair value. If they are not closely related, they are recorded separately and changes in value are accounted for directly in the comprehensive income statement.

 

F-36



Table of Contents

 

g.5)        Fair value measurement and classification of financial instruments

 

The fair value of the various derivative financial instruments is calculated as follows:

 

·. For derivatives traded on a formal market, by its quoted price as of year end.

 

·. Enersis and subsidiaries value derivatives not traded on formal markets, using discounted expected cash flows and generally accepted options valuation models, based on current and future market conditions as of year-end.

 

Based on the described procedures, the Group classifies financial instruments in the different levels:

 

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

 

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

 

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

 

g.6)        Derecognition of financial assets

 

Financial assets are derecognized when:

 

·                       The contractual rights to receive the financial asset’s cash flows expire or have been transferred, or if the contractual rights are retained, the Group has assumed a contractual obligation to pay the financial asset’s cash flows to one or more receiver.

 

·                       The Group has transferred substantially all the risks and rewards of ownership of the financial asset, or, when it neither transfers nor retains substantially all the risks and rewards but does not retain control over the asset.

 

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

 

h)                 Investments accounted for using equity method

 

Investments in associates in which the Group has significant influence are recorded using the equity method. In general, significant influence is assumed in cases in which the Group has more than 20% interest.

 

The equity method consists of recording the investment in the statement of financial position based on the share of its equity that the Group’s interest represents in its capital, adjusted for, if appropriate, the effect of transactions with subsidiaries plus any goodwill generated in acquiring the company. If the resulting amount were negative, zero is recorded for that investment in the statement of financial position, unless there is a commitment from the Group to support the company’s negative equity situation, in which case a provision is recorded.

 

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

 

Appendix No. 3 “Enersis Group Associated Companies,” included in these consolidated financial statements, provides information about Enersis’s relation with each of its associates.

 

F-37



Table of Contents

 

i)                    Inventories

 

Inventories are valued at the lesser of their weighted average acquisition price or net realizable value.

 

j)                    Non-current assets held for sale and discontinued operations

 

The Group classifies as “Non-current assets held for sale,” property, plant and equipment; intangible assets; investments accounted for using the equity method; and disposals groups (group of assets to be disposed of and liabilities directly associated with those assets), if as of the date of the consolidated financial statements, the Group has taken active measures for their sale and estimates that such sale is highly probable

 

These held-for-sale assets or disposal groups are measured at the lower of their carrying amount and fair value less costs to sell. Depreciation and amortization on these assets cease when they meet the criteria to be classified as held for sale.

 

Non-current assets held for sale and the components of the disposal groups classified as held for sale are presented in the accompanying consolidated statement of financial position as a single line item within assets called “Non-current assets or disposal groups classified as held for sale” and the respective liabilities are presented as a single line item within liabilities called “Liabilities included in disposal groups classified as held for sale.”

 

The Group classifies as “Discontinued operations” those which represent separate major lines of business or are part of a single coordinated plan to dispose of a separate major line of business that either has been disposed of, or are classified as held for sale. Additionally, the Group classifies as “Discontinued operations” subsidiaries that have been acquired exclusively for resale.

 

The components of profit or loss after taxes from discontinued operations are presented as a single line item in the consolidated comprehensive income statement as “Net income from discontinued operations.”

 

k)                Treasury shares

 

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

 

The gains and losses from the disposal of treasury shares are recorded under the heading Total equity: treasury shares.  As of December 31, 2010, there are no treasury shares and no transactions with equity share were made during 2010, 2009 and 2008.

 

l)                    Provisions

 

Obligations existing as of the date of the consolidated financial statements resulting from past events which may negatively impact the Group’s equity and whose amount and timing of payment are uncertain, are recorded as provisions in the consolidated statement of financial position at the present value of the most likely amount that it is believed that the Group will have to disburse to settle the obligation.

 

Provisions are quantified using the best information available as of the date of issuance of the consolidated financial statements regarding the consequences of the event causing the provision and are re-estimated at each subsequent accounting close.

 

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

 

Some of the Group’s subsidiaries have pension and similar obligations to their employees. Such obligations, which combine defined benefits and defined contributions, are basically formalized through pension plans, except for certain non-monetary benefits, mainly electricity supply obligations, which, due to their nature, have not been externalized, and are covered by the related in-house provisions.

 

F-38



Table of Contents

 

For defined benefit plans, the cost of providing benefits is determined using the Projected Unit Credit Method, with actuarial valuations being carried out at the end of each reporting period. Past service costs relating to changes in benefits are recognized immediately to the extent that the benefits are already vested, and otherwise are amortized on a straight-line basis over the average period until the benefits become vested.

 

The defined benefit plan obligations in the statement of financial position represent the present value of the defined benefit obligations a adjusted for unrecognized actuarial gains and losses and unrecognized past service costs, and reduced by the fair value of plan assets.

 

For each of the plans, any positive difference between the actuarial liability for past services and the plan assets is recognized under line item “Provisions for employee benefits” within current and non-current liabilities in the consolidated statement of financial position and any negative difference is recognized under line item “Other financial assets” within non-current assets in the consolidated statement of financial position, provided that such negative difference is recoverable by the Group, usually through a reduction in future contributions and taking into consideration the limit established in IFRIC 14, “IAS 19 The limit on a defined benefit asset, minimum funding requirements and their interaction.”

 

Contributions to defined contribution benefit plans are recognized as an expense in the consolidated statement of comprehensive income when the employees have rendered their services.

 

Actuarial gains and losses arising in the measurement of both the plan liabilities and the plan assets, including the limit in IFRIC 14, are recognized directly under “Equity — Retained earnings.”

 

m)              Conversion of balances in foreign currency

 

Transactions carried out by each company in a currency other than its functional currency are recorded using the exchange rates in effect as of the date of each transaction. During the year, any differences that arise between the exchange rate recorded in accounting and the rate prevailing as of the date of collection or payment are recorded as “Foreign currency exchange differences” in the comprehensive income statement.

 

Likewise, as of each year end, balances receivable or payable in a currency other than each company’s functional currency are converted using the period-end exchange rate. Any valuation differences are recorded as “Foreign currency exchange differences” in the comprehensive income statement.

 

The Group has established a policy to hedge the portion of its revenue that is directly linked to the US dollar by obtaining financing in this currency. Exchange differences related to this debt, as they are cash flow hedge transactions, are charged, net of taxes, to a reserve account in equity and recorded in income during the period in which the hedged cash flows are realized. This term has been estimated at ten years.

 

n)                 Current/Non-Current Classification

 

In the accompanying consolidated statement of financial position, assets and liabilities expected to be recovered or settled within twelve months are presented as current items and those assets and liabilities expected to be recovered or settled in more than twelve months are presented as non-current items.

 

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

 

F-39



Table of Contents

 

o)                  Income tax

 

Income taxes for the year are determined as the sum of current taxes from the Group numerous subsidiaries and result from applying the tax rate to the taxable base for the year, after allowable deductions have been made, plus any changes in deferred tax assets and liabilities and tax credits, both for tax losses and deductions. Differences between the book value and tax basis of assets and liabilities generate deferred tax asset and liability balances, which are calculated using tax rates expected to be in effect when the assets and liabilities are realized.

 

Current taxes and changes in deferred tax assets and liabilities not arising from business combinations are recorded in income or in equity in the statement of financial position, based on where the gains or losses originating them were recorded.

 

Any fluctuations from business combinations that are not recorded upon taking control because their recovery is not assured are recognized by reductions, if appropriate, to the value of goodwill accounted for in the business combination.

 

Deferred tax assets and tax credits are recognized only when it is likely that there will be future tax gains sufficient enough to recover deductions for temporary differences and make use of tax losses.

 

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

 

Any deductions that can be applied at a given moment to current tax liabilities are credited to earnings within the income tax account, except when doubts exist about their tax realization, in which case they are not recognized until they are effectively realized, or when they correspond to specific tax incentives, in which case they are recorded as grants.

 

At each accounting period close, the Company reviews the deferred taxes it has recorded, both assets and liabilities, in order to ensure they remain current and otherwise make any necessary corrections based on the results of this analysis.

 

p)                  Revenue and expense recognition

 

Revenue and expense are recognized on an accrual basis.

 

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

 

Revenue associated with the rendering of services is only recognized if it can be estimated reliably, by reference to the stage of completion of the transaction at the date of the statement of financial position.

 

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

 

When goods or services are exchanged or swapped for goods or services which are of a similar nature, the exchange is not regarded as a transaction which generates revenue.

 

F-40



Table of Contents

 

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

 

Interest income (expense) is recognized by reference to the effective interest rate applicable to the principal outstanding over the related repayment period.

 

q)                  Earnings per share

 

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

 

During 2010, 2009 and 2008, the Group did not engage in any transaction of any kind that have potential dilutive effects leading to diluted earnings per share that could differ from basic earnings per share.

 

r)                  Dividends

 

Article No. 79 of Chilean Companies Act establishes that, except if unanimously agreed otherwise by shareholders of all issued shares, listed corporations should distribute a cash dividend to its shareholders on a yearly basis, prorated based on their shares or the proportion established in the company’s by laws if there are preferred shares, of at least 30% of net income for each period, except when accumulated losses from prior years must be absorbed.

 

As it is practically impossible to achieve a unanimous agreement given Enersis’s highly fragmented share capital, as of the end of each year the amount of the dividend obligation to its shareholders, net of interim dividends approved during the year, is determined and accounted for in “Trade and other current payables” or “Accounts payable to related companies,” as appropriate, and charged to Equity.

 

Interim and final dividends are deducted from equity as soon as they are approved by the competent body, which in the first case is normally the Company’s Board of Directors and in the second case is the Ordinary Shareholders’ Meeting.

 

s)                  Cash flow statement

 

The cash flow statement reflects the changes in cash that took place during the year in relation to both continuing and discontinued operations, calculated using the indirect method. The following terms are used in the consolidated cash flow statements:

 

·                       Cash flows: inflows and outflows of cash or cash equivalents, which are defined as highly-liquid investments maturing in less than three months with a low risk of changes in value.

 

·                       Operating activities are the principal revenue-producing activities of the Group and other activities that are not investing or financing activities.

 

·                       Investing activities are the acquisition and disposal of long-term assets and other investments not included in cash and cash equivalents.

 

·                       Financing activities are activities that result in changes in the size and composition of the contributed equity and borrowings of the Group.

 

F-41



Table of Contents

 

4.                            SECTOR REGULATION AND ELECTRICITY SYSTEM OPERATIONS

 

There are different regulations in the Latin American countries in which the Group operates. We discuss below the main characteristics of each business.

 

4.1 Generation:

 

Chile

 

In Chile the electricity sector is regulated by the General Law of Electrical Services (Chilean Electricity Law), also known as DFL No. 1 of 1982, of the Ministry of Mining —whose compiled and coordinated text was established by DFL No. 4 issued in 2006 by the Ministry of Economy (“Electricity Law”)— as well as by an associated Regulation (D.S. No. 327 issued in 1998). Three government bodies are primarily responsible for enforcing this law: The National Energy Commission (“CNE”), which has the authority for proposing regulated tariffs (node prices), which require the final approval of the Ministry of Economy and prepares the indicative plan, a ten-year guide for the expansion of the system that must be consistent with the calculated node prices; the Superintendency of Electricity and Fuels ( “SEF”), which sets and enforces the technical standards of the system and the proper compliance with the law; and, the recently created Ministry of Energy, which will be responsible for proposing and guiding public policies on energy matters, and it combines together the SEF, the CNE and the Chilean Commission for Nuclear Energy (“ChCNE”), thus strengthening coordination and allowing an integrated view of the energy sector. The Ministry of Energy also includes an Agency for Energy Efficiency and a Center for Renewable Energy.  The Chilean Electricity Law has established an “Experts Panel” whose main task is to resolve potential discrepancies among all participants in the electricity market such as electricity companies, system operator, regulator, etc.

 

The Chilean electrical sector is divided into four interconnected electrical systems: the Sistema Interconectado Central (SIC), the Sistema Interconectado del Norte Grande ( “SING”), and two separate medium-size systems located in southern Chile, one in Aysén and the other in Magallanes. The SIC is the main electrical system covering 2,400 km, connecting Taltal in the northern part with Quellon, located on the island of Chiloe, in the southern part of the country . The SING covers the northern part of the country, from Arica down to Coloso, covering approximately 700 km.

 

The electricity industry is divided into three business segments: generation, transmission, and distribution, operating in an interconnected and coordinated manner, and whose main purpose is to supply electrical energy to the market at minimum cost while maintaining quality and safety service standards required by the electrical regulations. Given their characteristics, Transmission and Distribution businesses are natural monopolies, and are segments regulated as such by the electricity low, requiring free access to networks and establishing regulated tariffs.

 

Under the Chilean Electricity Law, companies engaged in generation and transmission on an interconnected electrical system must coordinate their operations in a centralized manner through an operating agent, the Centro de Despacho Económico de Carga (“CDEC”), in order to operate the system at minimum cost while maintaining service safety. For this reason, the CDEC plans and operates the system, including the calculation of the so called “marginal cost,” which is the price at which energy transfers among generators performed through the CDEC are valued.

 

Therefore, a company’s decision to generate electricity is subject to CDEC’s operation plan. On the other hand, a company is free to decide whether to sell its energy to regulated or unregulated customers. Any surplus or deficit between sales to customers and energy supply, is sold to, or purchased from, other generators at the spot market price.

 

An electricity generator company may have the following types of clients:

 

(i)                 Regulated customers: Corresponds to those residential and commercial consumers and small and medium size businesses with a connected maximum capacity equal to or less than, 2,000 KW that are located in the concession area of a distribution company. Until 2009, the transfer prices between generators and distribution companies were capped at a maximum value called node price, which is regulated by the

 

F-42



Table of Contents

 

Ministry of Economy. Node prices are determined every six months, in April and October, based on a report prepared by the CNE that takes into account projections of expected marginal costs in the system over the next 48 months for the SIC and 24 months for the SING. Beginning on 2010, the transfer prices between generators and distributors will be established in regulated bidding processes carried out by these companies.

 

(ii)              Unregulated customers: Corresponds to those customers, mainly industrial and mining companies, with a connected maximum capacity over 2,000 KW. These consumers can freely negotiate prices for electrical supply with generators and/or distributors. Customers with capacity between 500 and 2,000 KW have the option to contract energy at prices agreed upon with their suppliers or be subject to regulated prices, with a minimum stay of at least four years under each price regime.

 

(iii)           Spot market: Represents the energy and capacity transactions among generators that result from the CDEC coordination to achieve the economical operation of the system, where the excess (surpluses/deficits) between the energy supply and the energy to comply with business commitments is transferred through sale (purchase) to (from) other generators in the CDEC. In the case of energy, transfers are valued at the marginal cost; in the case of capacity, at the node prices set every semester by the regulators.

 

In Chile, the capacity that must be paid back to each generator depends on an annual calculation performed by the CDEC, which yields the final capacity of each power plant, that is independent from the dispatched capacity.

 

Beginning in 2010 with the enactment of Law 20,018 distribution companies must have permanently available supply to cover their entire demand projected for a period of three years; as such they have to undertake long-term public bids.

 

Regarding renewable energy, in April of 2008 Law 20,257 was enacted, which encourages the use of Non-Conventional Renewable Energies (“ERNC”). This law requires generators to provide at least 5% of their energy from renewable sources between years 2010 and 2014.  This requirement progressively increases by 0.5% from years 2015 until 2024, where a 10% renewable energy requirement would be reached.

 

Rest of Latin America

 

In the other Latin American countries where the Group operates, different regulations are enforced. In general, regulations in Brazil, Argentina, Peru and Colombia allow participation of private capital in the electricity sector, uphold free competition in electricity generation, and define criteria to avoid certain levels of economic concentration and/or market practices that may cause a decline in this activity. Unlike Chile, state-owned companies participate in the electricity sector together with private companies in the electricity generation, transmission and distribution activities

 

The participation of companies in different activities (generation, distribution, and commercial), is allowed, as long as these activities are properly separated, both from an accounting and corporate point of view. Nevertheless, the transmission sector is where the strictest restrictions are usually imposed, mainly due to its nature and the need to assure adequate access to all players.

 

In regards to the main characteristics of the electricity generation business, one can indicate that in general these are open markets in which private players are free to make their own investment decisions. The exceptions are Brazil, a country which, based on the contractual needs of the distribution companies, the Ministry of Energy actively participates in the electricity system’s expansion by establishing capacity quotas by technology (separate bids for thermal, hydraulic, or renewable energies) or participates directly by organizing public bids for specific projects; and Argentina where despite the government has promoted initiatives to encourage electricity investments, such as “Energia Plus,” the increase in installed capacity has not been as expected. On November 25, 2010, the Ministry of Energy of Argentina and the participants in the electricity generation market signed an agreement that, among other aspects, seeks to increase new generation project developments financed with funds that make up part of the outstanding debt that the Argentine government has with electricity companies.

 

The operation in these countries is coordinated in a centralized manner in which an independent operator coordinates the dispatch of electrical charges.  Except for Colombia, where charge dispatched is based on prices offered by the players, in the other countries charge dispatched is centralized, based on variable production costs

 

F-43



Table of Contents

 

that seeks to assure the fulfillment of the demand at a minimum cost for the system. From that dispatch, the marginal cost, which defines the price for spot transactions, is determined.

 

Nevertheless, Argentina and Peru currently intervene to some extent in the formation of price in these marginal generation markets. This occurs in Argentina after the 2002 crisis, and in Peru as a result of a recent Emergency Law enacted in 2008 that defines a marginal idealized cost, considering that no actual restrictions exist on the transportation system for gas and electricity.

 

In Colombia, Brazil, Peru and Argentina generation players are able to sell energy through contracts in the regulated market or in the unregulated market, and trade their surplus/deficit on the spot market. The unregulated market is focused on the segment of large users, although the limits that define such a status vary in each market. The principal differences among the markets involve the way of regulating the sale of energy among generators and distributors and how regulated prices are established for the determination of the tariffs charged to end users.

 

Initially, Argentine law contemplated that the selling price charged by generators to distributors would have to be obtained from a centralized calculation of the average spot price expected for the next six months. However, after the 2002 crisis, Argentine authorities have established the price arbitrarily, forcing intervention in the marginal system and provoking a mismatch between actual generation costs and payment of the demand through distributors. Additionally, energy that can be sold by generators is limited to the demand that each generator had sold via energy contracts during the May - June 2005 period.

 

In Brazil, the regulated purchase price used in the determination of tariffs to end users is based on average prices of open bids, and there are separate bidding processes for existing and new energy. Bidding processes for new energy contemplate long-term generation contracts in which new generation projects must cover the growth of demand foreseen by distributors. The open bids for existing energy consider shorter contractual terms and seek to cover the distributors’ contractual needs arising from the expiry of prior contracts. Each bidding process is coordinated centrally. Authorities define maximum prices and, as a result, contracts are signed where all distributors participating in the process buy pro rata from each offering generator.

 

In Colombia distributors are free to decide their supply, being able to define the conditions of public bidding processes where they acquire energy for the regulated market and are able to buy energy in the spot market. Prices paid by end users reflect an average of the purchase price. Since 2004, the CREG (the Colombian energy and gas regulation commission) is working in a proposal to modify the energy contracting system in the Colombian market.  Under the proposal, the existing contracting system will be modified into an electronic contract system.  This mechanism will replace the current bidding process for energy auctions with standardized commercial conditions, where contractual demand will be treated as one aggregate demand.

 

In Peru, similar to Chile, distributors are obligated to enter into contracts, and the legislation was amended so that the public bids for energy would be based on distributor requirements. Currently, there are only a few contracts between generators and distributors that are in force at “bar price,” which is defined based on a centralized calculation. Nevertheless, since 2007 contracts are based on public bids. Authorities approve bidding bases and define the maximum price for each bid.

 

With the exception of Colombia, in all the other countries there is some statute in force that promotes use of renewable energy. In practical terms, there are no incentives or obligations similar to those in Chile that would push these renewable energy technologies to be competitive on a greater scale. Authorities are responsible for promoting specific bidding processes benefiting from special conditions in order to make these projects viable.

 

4.2        Distribution:

 

In the five countries where the Group operates, selling prices charged to clients are based on the purchase price paid to generators plus a component associated with the value added in distribution. Regulators set this value periodically through reviews of distribution tariffs. As a result, distribution is an essentially regulated activity.

 

Chile

 

In Chile, the distribution value added (“VAD”) is established every four years.  For this, the local regulator, (i.e. the CNE) classifies companies in accordance with typical areas that group companies with similar distribution

 

F-44


 

 


Table of Contents

 

costs.  A distribution company’s return on investment is dependent on the company’s performance in relation to model company standards defined by the regulator.  In April 2009, the regulator published tariff formulas which are effective for the period November 2008 through November 2012.

 

Rest of Latin America

 

In Peru, the VAD is calculated every 4 years, also using a model company method based on a typical area.  In October 2009 the tariffs for the 2009-2013 period were published

 

In Brazil there are three types of tariff adjustments:

 

(i)                 Ordinary Tariff Reviews (“RTO”) which are conducted periodically in accordance with the provisions in the concession contracts (in Coelce every 4 years and in Ampla every 5 years).

 

(ii)              Annual adjustment (IRT); and

 

(iii)           Extraordinary Reviews.

 

The latest RTO for Ampla is applicable for the 2009-2014 periods and for Coelce for the 2007-2011 periods. The most recent annual adjustments made by Aneel were in March 2010 for Ampla and April 2010 for Coelce.

 

In Colombia, the CREG established in 2008 a new methodology for calculating the rate of return applicable to the compensation of the distribution, and a new methodology for establishing the charges for regional transmission and local distribution systems use. In October 2009 the CREG published the distribution charges for Codensa for the period 2009-2013.

 

In Argentina, tariffs were frozen after the country’s debt default in 2001.  Edesur’s tariff restructuring started in 2007 with the enforcement of the “acta de acuerdo.”  In the current year, tariff adjustments (positive impact in the VAD) and inflation readjustments (via the cost monitoring mechanism, “MMC”) have been made. In July 2008 increases were authorized for clients with consumption in excess of 650kWh quarterly, and in October 2008 the government approved an increase for consumption in excess of 1,000kWh per month; this last increase is a pass-through to the generators and was suspended between June and September 2010 but restarted in October 2010.  The RTI (comprehensive tariff review) related to Edesur’s concession contract is still pending.

 

·             Market for unregulated customers

 

In the countries where the Group operates, distributors can supply their customers under a regulated or freely-agreed conditions.  The supply limitations imposed on the unregulated market are as follows:

 

Country

 

kW Threshold

Argentina

 

> 30 kW

Brazil

 

> 3,000 kW

Chile

 

> 500 kW

Colombia

 

> 100 kW o 55 MWh-month (**)

Peru

 

> 200 kW (*)

 


(*)               In April 2009, Peru established that clients between 200 and 2,500 kW could choose between regulated or unregulated market.

(**)        Colombia wants to decrease this threshold to 65kW or 35 MWh per month starting in January 2011.  However, this decision has not been ratified.

 

·             Limits on integration and concentration

 

In general, current legislation defends free competition and defines criteria to avoid certain levels of economic concentration and/or market practices that would lead to a deterioration of the market.

 

In principle, the regulators allow the participation of companies in different activities (e.g. generation, distribution, and commercialization) as long as there is an adequate separation of each activity, for both

 

F-45



Table of Contents

 

accounting and company purposes.  Nevertheless, most of the restrictions imposed involve the transport sector mainly because of its nature and the need to guarantee adequate access to all agents.  In Argentina and Colombia there are specific restrictions if generation or distribution companies want to become majority shareholders in transportation companies.

 

Additionally, in Colombia, companies that were created subsequent to 1994 cannot be vertically integrated.  Furthermore, generation companies cannot participate in a distribution company if the participation rate is greater than 25% and vice versa.  Moreover, companies in Peru need a permit from the local authority if they have a interest stake greater than 5% in a business and want to participate in another business.

 

Regarding concentration in a specific sector, in Argentina and Chile, there are no specific limits that affect the vertical or horizontal integration of a company.  On the other hand, in Peru, integrations are subject to authorization if such integration is 5% vertical and 15% horizontal.  In Colombia, for the generation and commercialization sectors, companies cannot have a market participation that exceeds 25%.  Finally in Brazil, since 2007 there have been no restrictions to generation integration.  As for distribution, there are concentration limits, both on a national and electric subsystem level. On a national level, the authorities allow a 20% concentration in both segments.  As for the electric subsystem, the limit is 35% of the North and Northeast subsystems and 25% of the South, Southeast, and Midwest subsystems.

 

With regard to consolidations and mergers between agents of the same segment, current regulation requires authorization from the local regulator.

 

·             Access to the Network.

 

In the countries where the Group operates, the right of access and toll or access price is regulated by the local authority.  In Peru, the toll setting process that recognizes investments in Secondary and Complementary Transmission Systems for the period July 2006 through April 2013, and which are effective starting November 1, 2009 concluded back in 2009.

 

In Chile, during 2010, local authorities developed part of the tariff process for the determination of the Subtransmission System Annual Value for the period 2011 through 2014.  The CNE is preparing the respective technical report, which should be published on January 21.  In case there are any discrepancies, companies can present them to the Experts Panel. Subsequently, the CNE will incorporate such report and create a final technical report, which the Ministry of Energy will use to publish its subtransmission tariff decreed.

 

F-46



Table of Contents

 

5.                            CASH AND CASH EQUIVALENTS

 

a)      The detail of cash and cash equivalents as of December 31, 2010, 2009 and 2008 is as follows:

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

Cash and Cash Equivalents

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

Cash balances

 

279,960

 

2,033,228

 

3,141,215

 

Bank balances

 

186,975,512

 

280,296,850

 

186,008,671

 

Time Deposits

 

518,742,837

 

631,827,134

 

671,273,838

 

Other fixed-income investments

 

255,356,728

 

220,743,609

 

457,638,101

 

 

 

 

 

 

 

 

 

Total

 

961,355,037

 

1,134,900,821

 

1,318,061,825

 

 

Time deposits have a maturity of three months or less from their date of acquisition and accrue the market interest for this type of investments. The other short-term investments debt securities mainly comprise of resale agreements with maturity of 30 days or less. There are no amounts of cash and cash equivalents balances held by the Group that are not available for its use.

 

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

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

Currency

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

Chilean peso

 

322,190,328

 

171,799,777

 

462,051,789

 

Argentine peso

 

45,357,753

 

28,624,735

 

34,431,374

 

Colombian peso

 

150,964,209

 

395,598,094

 

237,747,307

 

Brazilian reais

 

309,896,646

 

370,793,677

 

318,762,025

 

Peruvian sol

 

39,467,666

 

21,485,345

 

17,347,852

 

U.S. dollar

 

93,478,435

 

146,599,193

 

247,721,478

 

 

 

 

 

 

 

 

 

Total

 

961,355,037

 

1,134,900,821

 

1,318,061,825

 

 

c)                  The following table sets forth the amounts paid for the acquisition of associates, jointly controlled entities and other entities, during 2010, 2009 and 2008:

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

Acquisitions of Associates and Other Entities

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

Amounts Paid for Acquisitions in Cash and Cash Equivalents

 

 

(23,744,357

)

 

Amount of Cash and Cash Equivalents in Entities Acquired

 

 

3,832,195

 

 

Assets and Liabilities Other than Cash or Cash Equivalents in Entities Acquired

 

 

12,828,632

 

 

Total Purchase Consideration Paid to Acquired Entities, Net (*)

 

 

(7,083,530

)

 

 


(*)               Corresponds to a 48.997% of goodwill recognized by DECA in the acquisition of Empresa de Energía de Cundinamarca. As DECA is a jointly controlled entity, is reported by our subsidiary Codensa S.A. using proportionate consolidation (see Notes 2.4.2 and 14).

 

F-47



Table of Contents

 

6.                            OTHER FINANCIAL ASSETS

 

The detail of other financial assets as of December 31, 2010 and 2009 is as follows:

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

Other Financial Assets

 

Current
ThCh$

 

Non-
Current

ThCh$

 

Current
ThCh$

 

Non-
Current

ThCh$

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale financial investments - unquoted equity securities

 

 

2,422,288

 

 

2,423,878

 

Available-for-sale financial investments - quoted equity securities

 

 

88,909

 

 

88,838

 

Post-employment benefit (Surplus) (*)

 

 

3,352,698

 

 

 

Financial assets held-to-maturity

 

7,735,440

 

29,461,230

 

 

24,548,711

 

Hedging derivatives (**)

 

64,518

 

27,212,944

 

 

2,238,039

 

Non-hedging derivatives (***)

 

17,551

 

91,262

 

1,536,089

 

732,253

 

Other assets

 

 

339,391

 

60

 

465,038

 

 

 

 

 

 

 

 

 

 

 

Total

 

7,817,509

 

62,968,722

 

1,536,149

 

30,496,757

 

 


(*)                       See Note 23.2

(**)                See Note 20.2.a

(***)         See Note 20.2.b

 

7.                            TRADE AND OTHER RECEIVABLES

 

a)                  The detail of trade and other receivables as of December 31, 2010 and 2009, is as follows:

 

 

 

Balance as of

 

 

 

12-31-2010

 

12-31-2009

 

Trade and other receivables, Gross

 

Current
ThCh$

 

Non-Current
ThCh$

 

Current
ThCh$

 

Non-Current
ThCh$

 

Trade and Other Receivables, Gross

 

1,216,533,291

 

335,892,068

 

1,303,666,808

 

198,609,866

 

Trade Receivables, Gross

 

1,124,250,876

 

206,462,719

 

1,254,497,316

 

128,738,890

 

Other Receivables, Gross

 

92,282,415

 

129,429,349

 

49,169,492

 

69,870,976

 

 

 

 

Balance as of

 

 

 

12-31-2010

 

12-31-2009

 

Trade and other receivables, Net

 

Current
ThCh$

 

Non-Current
ThCh$

 

Current
ThCh$

 

Non-Current
ThCh$

 

 

 

 

 

 

 

 

 

 

 

Trade and Other Receivables, Net

 

1,038,098,240

 

319,567,960

 

1,141,966,600

 

194,977,413

 

Trade Receivables, Net (1)

 

953,663,462

 

190,617,091

 

1,097,562,493

 

126,907,444

 

Other Receivables, Net (2)

 

84,434,778

 

128,950,869

 

44,404,107

 

68,069,969

 

 


(1)              Includes ThCh$ 40,268,000 corresponding to receivables due to our subsidiary Cachoeira Dourada S.A. from Compañía de Electricidade de Goiás (CELG). CELG a state-owned entity of the State of Goiás has recognized its outstanding debt and is negotiating the best financing alternative to obtain the proceeds to pay its debt. The Group anticipates a favorable outcome as a result of such negotiations and expects to at least recover the carrying amount recognized.

 

F-48



Table of Contents

 

(2)              The non-current portion includes the financial asset classified as loans and receivables measured at amortized cost arising from application of IFRIC 12, Service Concession Arrangement totaling ThCh$ 122,301,426 and ThCh$ 34,203,618 as of December 31, 2010 and 2009, respectively.

 

In general, no interest is charged on trade and other receivables.

 

There are no trade and other receivables balances held by the Group that are not available for its use.

 

There are no significant balance transactions with single external customers in relation to the Group’s total revenues or receivables.

 

Refer to Note 8.1 for detail information about amounts, terms and conditions associated with accounts receivable from related companies.

 

b)                 As of December 31, 2010 and December 31, 2009, the balance of unimpaired past due trade receivables is as follows:

 

 

 

Balance as of

 

Trade accounts receivable past due and unpaid but not impaired

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

Less than three months

 

249,377,836

 

170,338,640

 

Between three and six months

 

38,107,825

 

29,491,746

 

Between six and twelve months

 

29,162,945

 

67,272,982

 

Greater than twelve months

 

173,268,810

 

108,528,471

 

Total

 

489,917,416

 

375,631,839

 

 

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

 

Trade Receivables Past Due Impaired

 

Current and
Non-Current
ThCh$

 

Balance at January 1, 2009

 

163,511,186

 

Increases (decreases) for the year (*)

 

22,179,120

 

Amounts written-off

 

(23,420,721

)

Foreign Currency Translation Differences

 

3,063,076

 

Balance at December 31, 2009

 

165,332,661

 

Increases (Decreases) for the year (*)

 

95,391,111

 

Amounts Written-off

 

(60,563,032

)

Foreign Currency Translation Differences

 

(5,401,581

)

Balance at December 31, 2010

 

194,759,159

 

 


(*) See Note 28 for impairment of financial assets

 

F-49



Table of Contents

 

8.                            BALANCES AND TRANSACTIONS WITH RELATED COMPANIES

 

Related party transactions are performed at current market conditions.

 

Balances and transactions between the Company and its subsidiaries and jointly-controlled entities have been eliminated on consolidation and are not disclosed in this note.

 

As of the date of these financial statements, no guarantees have been given or received nor has any allowance for bad or doubtful accounts been recorded in respect of the receivable balances for related party transactions

 

8.1             Balances and transactions with related companies

 

The detail of the amounts receivable and payable between the Company and its related companies is as follows:

 

a)       Receivables from related companies:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Taxpayer
ID Number

 

Company

 

Description
of transaction

 

Term
of transaction

 

Nature
of relationship

 

Currency

 

Country

 

12/31/2010
ThCh$

 

12/31/2009
ThCh$

 

12/31/2010
ThCh$

 

12/31/2009
ThCh$

 

Foreign

 

E. E. Piura

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

Soles

 

Peru

 

144,144

 

187,654

 

 

 

Foreign

 

E. E. Piura

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

Ch$

 

Peru

 

 

5,199

 

 

 

Foreign

 

Endesa Energía S.A.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

CPs

 

Spain

 

57,725

 

23,575

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U

 

Expenses

 

Less than 90 days

 

Related to Immediate Parent

 

US$

 

Spain

 

26,166

 

245,659

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U

 

Other services

 

Less than 90 days

 

Related to Immediate Parent

 

CPs

 

Spain

 

27,787

 

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U

 

Other services

 

Less than 90 days

 

Related to Immediate Parent

 

Ar$

 

Spain

 

 

52,688

 

 

 

Foreign

 

Endesa España

 

Other services

 

Less than 90 days

 

Related to Immediate Parent

 

US$

 

Spain

 

4230

 

 

 

 

Foreign

 

Endesa España

 

Other services

 

Less than 90 days

 

Related to Immediate Parent

 

Ch$

 

Spain

 

47,229

 

 

 

 

Foreign

 

Eléctrica Cabo Blanco S.A.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

Soles

 

Peru

 

 

1,579

 

 

 

Foreign

 

Generalima S.A.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

Ch$

 

Peru

 

134,482

 

1,579

 

 

 

Foreign

 

Enel

 

Other services

 

Less than 90 days

 

Ultimate Controlling Party

 

Ch$

 

Italy

 

 

219,278

 

 

 

Foreign

 

SACME

 

Other services

 

Less than 90 days

 

Associate

 

Ar$

 

Argentina

 

312,951

 

154,115

 

 

 

Foreign

 

Endesa CEMSA S.A.

 

Commercial Current Account

 

Less than 90 days

 

Associate

 

Ar$

 

Argentina

 

18,413,497

 

16,241,814

 

 

 

Foreign

 

Endesa CEMSA S.A.

 

Commercial Current Account

 

Less than 90 days

 

Associate

 

Ch$

 

Argentina

 

 

3,121

 

 

 

Foreign

 

Endesa Servicios S.L.U.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

US$

 

Spain

 

 

15,586

 

 

 

Foreign

 

Endesa Servicios S.L.U.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

Euros

 

Spain

 

 

26,98

 

 

 

Foreign

 

Endesa Servicios S.L.U.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

Ch$

 

Spain

 

 

424,958

 

 

 

76,788,080-4

 

GNL Quintero S.A.

 

Other services

 

Less than 90 days

 

Associate

 

US$

 

Chile

 

458,094

 

 

 

 

76,418,940-k

 

GNL Chile S.A.

 

Other services

 

Less than 90 days

 

Associate

 

US$

 

Chile

 

533,218

 

577,755

 

 

 

76,418,940-k

 

GNL Chile S.A.

 

Loans

 

Less than 90 days

 

Associate

 

Ch$

 

Chile

 

312,084

 

285,024

 

 

 

76,583,350-7

 

Konecta Chile S.A.

 

Other services

 

Less than 90 days

 

Associate

 

Ch$

 

Chile

 

 

547,668

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

20,471,607

 

19,014,232

 

 

 

 

b)                   Payables to related companies:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Taxpayer
ID Number

 

Company

 

Description
of transaction

 

Term
of transaction

 

Nature
of relationship

 

Currency

 

Country

 

12/31/2010
ThCh$

 

12/31/2009
ThCh$

 

12/31/2010
ThCh$

 

12/31/2009
ThCh$

 

Foreign

 

E E Piura

 

Other services

 

Less than 90 days

 

Common Parent

 

Soles

 

Peru

 

858,345

 

718,613

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U.

 

Dividends

 

Less than 90 days

 

Related to immediate Parent

 

Ar$

 

Spain

 

127,669

 

144,655

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U.

 

Dividends

 

Less than 90 days

 

Related to Immediate Parent

 

Ch$

 

Spain

 

89,382,016

 

72,313,821

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U.

 

Dividends

 

Less than 90 days

 

Related to Immediate Parent

 

R$

 

Spain

 

 

582

 

 

 

Foreign

 

Endesa Latinoamérica S.A.U. (1)

 

Loans

 

More than one year

 

Related to Immediate Parent

 

US$

 

Spain

 

2,428,068

 

2,644,130

 

1,084,290

 

3,556,672

 

Foreign

 

SACME

 

Other services

 

Less than 90 days

 

Associate

 

Ar$

 

Argentina

 

139,826

 

99,036

 

 

 

96,806,130-5

 

Electrogas S.A.

 

Other services

 

Less than 90 days

 

Associate

 

Ch$

 

Chile

 

217,889

 

263,041

 

 

 

Foreign

 

Endesa CEMSA S.A.

 

Commercial Current Account

 

Less than 90 days

 

Associate

 

Ar$

 

Argentina

 

15,953,845

 

16,763,778

 

 

 

Foreign

 

Endesa CEMSA S.A.

 

Other services

 

Less than 90 days

 

Associate

 

R$

 

Argentina

 

15,658,298

 

19,000,085

 

 

 

Foreign

 

Endesa CEMSA S.A.

 

Other services

 

Less than 90 days

 

Associate

 

Ar$

 

Argentina

 

3,006

 

 

 

 

Foreign

 

Endesa Servicios S.L.U.

 

Other services

 

Less than 90 days

 

Common Immediate Parent

 

US$

 

Spain

 

 

8,038

 

 

 

76,418,940-k

 

GNL Chile S.A.

 

Other services

 

Less than 90 days

 

Associate

 

Ch$

 

Chile

 

23,427,988

 

 

 

 

Foreign

 

Carboex S.A.

 

Other services

 

Less than 90 days

 

Common Parent

 

Ch$

 

Spain

 

5,310

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

148,202,260

 

111,955,779

 

1,084,290

 

3,556,672

 

 


(1)     The balance payable to Endesa Latinoamérica S.A.U. relates to a loan granted to Compañía Interconexao Energética S.A. (“Cien”) to purchase machinery and equipment necessary to complete the construction of its second transmission line. The loan is denominated in US dollars, bears an annual interest rate of 3.49% and matures in May 2012.

 

F-50


 

 


Table of Contents

 

c)                    Significant transactions and income/expense effects:

 

Transactions with related companies and their effects in profit or loss for the years ended December 31, 2010, 2009 and 2008 are as follows:

 

Taxpayer
ID Number

 

Company

 

Country

 

Nature of the Relationship

 

Description of
the Transaction

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

Foreign

 

E E Piura

 

Peru

 

Common Immediate Parent

 

Energy Purchases

 

(14,267,877

)

(9,528,999

)

(9,935,134

)

Foreign

 

E E Piura

 

Peru

 

Common Immediate Parent

 

Other Services Rendered

 

191,034

 

243,809

 

5,176

 

Foreign

 

E E Piura

 

Peru

 

Common Immediate Parent

 

Energy Sales

 

3,512

 

968,848

 

 

Foreign

 

E E Piura

 

Peru

 

Common Immediate Parent

 

Other Operating Expenses

 

(56,482

)

 

 

Foreign

 

E E Piura

 

Peru

 

Common Immediate Parent

 

Other Operating Income

 

162,670

 

 

 

Foreign

 

Endesa Energía S.A.

 

Spain

 

Common Immediate Parent

 

Other Services Rendered

 

39,585

 

35,352

 

 

Foreign

 

Endesa Latinoamérica S.A

 

Spain

 

Immediate Parent

 

Financial Interest

 

(178,114

)

1,533,007

 

(797,186

)

Foreign

 

Endesa Servicios

 

Spain

 

Common Immediate Parent

 

Other Services Rendered

 

70,331

 

480,584

 

909,196

 

Foreign

 

Endesa Servicios

 

Spain

 

Common Immediate Parent

 

Other Sales

 

127,091

 

 

 

Foreign

 

Endesa Servicios

 

Spain

 

Common Immediate Parent

 

Other Operating Expenses

 

(7,380

)

 

 

Foreign

 

Eléctrica Cabo Blanco S.A.

 

Colombia

 

Common Immediate Parent

 

Other Services Rendered

 

2,705

 

 

 

Foreign

 

Generalima S.A.

 

Peru

 

Common Immediate Parent

 

Other Services Rendered

 

395,480

 

113,001

 

 

76,418,940-k

 

GNL Chile S.A.

 

Chile

 

Associate

 

Gas Consumption

 

(157,412,913

)

 

 

76,788,080-4

 

GNL Quinteros S.A.

 

Chile

 

Associate

 

Energy Sales

 

418,290

 

398,267

 

 

76,788,080-4

 

GNL Quinteros S.A.

 

Chile

 

Associate

 

Loans

 

 

(247,192

)

 

76,788,080-4

 

GNL Quinteros S.A.

 

Chile

 

Associate

 

Other Services Rendered

 

86,563

 

37,651

 

11,256

 

Foreign

 

SACME

 

Argentina

 

Associate

 

Other Services Rendered

 

(759,389

)

(759,968

)

 

96,880,800-1

 

Empresa Eléctrica Puyehue S.A.

 

Chile

 

Associate

 

Energy Purchases

 

(1,919,788

)

 

 

96,880,800-2

 

Empresa Eléctrica Puyehue S.A.

 

Chile

 

Associate

 

Energy Sales

 

48,042

 

 

 

96.524.140-K

 

Empresa Eléctrica Panguipulli S.A.

 

Chile

 

Associate

 

Energy Purchases

 

(3,554,055

)

 

 

96,524,140-K

 

Empresa Eléctrica Panguipulli S.A.

 

Chile

 

Associate

 

Energy Sales

 

8,876

 

 

 

Foreign

 

Enel S.P.A.

 

Italy

 

Ultimate Controlling Party

 

Other Services Rendered

 

 

688,898

 

 

Foreign

 

Enel

 

Italy

 

Ultimate Controlling Party

 

Other sales

 

175,358

 

 

 

96,806,130-5

 

Electrogas S.A.

 

Chile

 

Associate

 

Gas TransportationTolls

 

(2,814,618

)

(1,239,471

)

 

76,583,350-7

 

Konecta Chile S.A.

 

Chile

 

Associate

 

Loans

 

 

49,992

 

 

76,583,350-8

 

Konecta Chile S.A.

 

Chile

 

Associate

 

Other Variable Expenses

 

(22,179

)

 

 

76,583,350-7

 

Konecta Chile S.A.

 

Chile

 

Associate

 

Other Services Rendered

 

170,762

 

3,028

 

12,120

 

 

 

 

 

 

 

 

 

Total

 

(179,092,496

)

(7,223,193

)

(9,794,572

)

 

Transfers of short-term funds between related companies are treated as current cash transactions, with associated variable interest rates based on market conditions. The resulting amounts receivable or payable are usually at 30 days term, with automatic rollover for the same term and amortization in line with cash flows.

 

F-51



Table of Contents

 

8.2             Board of directors and key management personnel

 

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

 

The Board of Directors was elected at the Ordinary Shareholders Meeting held on April 22, 2010. The Chairman, Vice Chairman, and Secretary were designated at the same Meeting.

 

a)                  Accounts receivable and payable and other transactions

 

·             Accounts receivable and payable

 

There are no outstanding amounts receivable or payable between the Company and the members of the Board of Directors and Key Management Personnel.

 

·             Other transactions

 

No other transactions have been performed between the Company and the members of the Board of Directors and Key Management Personnel.

 

F-52



Table of Contents

 

b)                  Compensation of Directors

 

In accordance with article 33 of Law No. 18,046, which governs stock corporations, the compensation of Directors is established each year at the Ordinary Shareholders Meeting of Enersis S.A.

 

The remuneration consists of paying a variable annual compensation equal to one-thousandth portion of the profit for the year (attributable to Shareholders of the company). Also, each member of the Board will be paid a monthly compensation determined as follows:

 

·             UF 72.00 as monthly fee fixed; and

 

·             UF 36.00 as per diem for Board meetings attendance.

 

The amounts paid for the monthly fee will be treated as payment in advance of the variable annual compensation described above. The remuneration for the Chairman of the Board will be twice than that for a director, and the compensation of the Vice Chairman will be 50% higher than that for a director.

 

Any payment in advance received will be deducted from the annual variable compensation with no reimbursement if the annual variable compensation is lower than the aggregated payment in advances. The variable compensation will be paid after the Ordinary Shareholders’ Meeting approves the Annual Report, Balance Sheet and Financial Statements, and the Independent Auditors’ Reports and Account Inspectors’ Reports relating to a corresponding year.

 

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

 

The Executive Officers of Enersis S.A. and/or any of its Chilean or foreign subsidiaries or associates will not receive any compensation or per diem if they hold the position of director in any of the Chilean or foreign subsidiaries or associates of Enersis S.A. Nevertheless, the executives can receive such compensation or per diem provided they are authorized as payment in advance over the variable portion of their remuneration received from the respective companies for which the executives are employed.

 

Directors Committee:

 

Each member of the Directors Committee shall receive a variable remuneration equal to 0.11765 thousandth of the profit for the year (attributable to owners of parent). Also each member will be paid a monthly compensation determined as follows:

 

· UF 24.00 as monthly fixed fee, and

· UF 12.00 as per diem for meetings attendance.

 

The amounts paid for the monthly fee will be treated as payment in advance of the variable annual compensation described above.

 

Any payment in advance received will be deducted from the annual variable compensation with no reimbursement if the annual variable compensation is lower than the aggregated payments in advance. The variable compensation will be paid after the Ordinary Shareholders’ Meeting approves the Annual Report, Financial Statements, and the Independent Auditors’ Reports and Account Inspectors’ Reports relating to the corresponding year.

 

F-53



Table of Contents

 

The following tables set forth the compensation paid to the members of the Board of Directors, Directors Committee and Audit Committee as of December 31, 2010 and 2009:

 

 

 

 

 

 

 

12-31-2010

 

ID

 

Name

 

Position

 

Period in position

 

Enersis
Board
ThCh$

 

Board of
Subsidiaries
or
Associates
ThCh$

 

Directors
Committee
ThCh$

 

Audit
Committee
ThCh$

 

5,710,967-k

 

Pablo Yrarrázaval Valdés

 

Chairman

 

January to December 2010

 

55,023

 

 

759

 

 

Foreing

 

Andrea Bentran (1)

 

Vice Chairman

 

January to December 2010

 

 

 

 

 

48,070,966-7

 

Rafael Miranda Robredo (2)

 

Director

 

January to December 2010

 

27,511

 

 

 

 

5,719,922-9

 

Leonidas Vial Echeverría (3)

 

Director

 

April to  December 2010

 

19,138

 

 

6,638

 

 

6,429,250-1

 

Rafael Fernández Morandé (3)

 

Director

 

April to December 2010

 

19,138

 

 

6,638

 

 

4,132,185-7

 

Hernán Somerville Senn

 

Director

 

January to December 2010

 

26,743

 

 

8,665

 

1,520

 

5,715,860-3

 

Eugenio Tironi Barrios

 

Director

 

January to December 2010

 

26,750

 

 

764

 

 

5,206,994-7

 

Patricio Claro Grez (4)

 

Director

 

January to April 2010

 

8,373

 

 

2,284

 

1,520

 

 

 

 

 

 

 

Total

 

182,676

 

 

25,748

 

3,040

 

 

 

 

 

 

 

 

12-31-2009

 

ID

 

Name

 

Position

 

Period in position

 

Enersis
Board
ThCh$

 

Board of
Subsidiaries
or
Associates
ThCh$

 

Directors
Committee
ThCh$

 

Audit
Committee
ThCh$

 

5,710,967-k

 

Pablo Yrarrázaval Valdés

 

Chairman

 

January to December 2009

 

55,012

 

 

8,388

 

 

Foreing

 

Andrea Brentan

 

Vice Chairman

 

August to December 2009

 

 

 

 

 

48,070,966-7

 

Rafael Miranda Robredo (2)

 

Director

 

January to December 2009

 

35,855

 

 

 

 

48,077,275-k

 

Pedro Larrea Paguaga

 

Director

 

January to July 2009

 

16,856

 

 

 

 

4,132,185-7

 

Hernán Somerville Senn

 

Director

 

January to December 2009

 

28,280

 

 

9,163

 

3,824

 

5,715,860-3

 

Eugenio Tironi Barrios

 

Director

 

January to December 2009

 

28,279

 

 

 

 

5,206,994-7

 

Patricio Claro Grez

 

Director

 

January to December 2009

 

28,280

 

 

9,163

 

3,824

 

4,108,103-1

 

Juan Eduardo Errázuriz Ossa (5)

 

Director

 

January to October 2009

 

23,698

 

 

 

3,061

 

 

 

 

 

 

 

Total

 

216,260

 

 

26,714

 

10,709

 

 

F-54



Table of Contents

 

 

 

 

 

 

 

12-31-2008

 

ID

 

Name

 

Position

 

Period in position

 

Enersis
Board
ThCh$

 

Board of
Subsidiaries
or
Associates
ThCh$

 

Directors
Committee
ThCh$

 

Audit
Committee
ThCh$

 

5,710,967-k

 

Pablo Yrarrázaval Valdés

 

Chairman

 

January to December 2008

 

53,446

 

 

8,939

 

 

48,070,966-7

 

Rafael Miranda Robredo

 

Vice Chairman

 

January to December 2008

 

40,335

 

 

 

 

48,077,275-k

 

Pedro Larrea Paguaga

 

Director

 

January to December 2008

 

25,951

 

 

 

 

4,132,185-7

 

Hernán Somerville Senn

 

Director

 

January to December 2008

 

26,722

 

 

8,939

 

5,863

 

5,715,860-3

 

Eugenio Tironi Barrios

 

Director

 

January to December 2008

 

26,721

 

 

 

 

5,206,994-7

 

Patricio Claro Grez

 

Director

 

January to December 2008

 

26,722

 

 

8,939

 

5,863

 

4,108,103-1

 

Juan Eduardo Errázuriz Ossa

 

Director

 

April to December 2008

 

19,539

 

 

 

2,982

 

48,101,910-9

 

Juan Ignacio de la Mata Gorostizaga

 

Director

 

January to March 2008

 

6,458

 

 

 

2,156

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

225,894

 

 

26,817

 

16,864

 

 


(1)          Andrea Brentan has resigned to receive his compensation as member of the Board of Directors.

(2)          Vice Chairman until July 31, 2009 and Director since August 1, 2009.

(3)          Director beginning on April 27, 2010.

(4)          Director until April 27 2010.

(5)          Director until October 28, 2009.

 

c)                  Guarantees established by the Company in favor of the Directors.

 

No guarantees have been given to or received from Directors.

 

8.3             Compensation of Key Management Personnel

 

a)                  Compensation received by Key Management personnel

 

Key Management Personnel

 

ID

 

Name

 

Position

22,298,662-1

 

Ignacio Antoñanzas Alvear

 

Chief Executive Officer

23,535,550-7

 

Massimo Tambosco (1)

 

Deputy Chief Executive Officer

9,574,296-3

 

Alfredo Ergas Segal

 

Chief Financial Officer

14,710,692-0

 

Angel Chocarro García (2)

 

Accounting Officer

22,357,225-1

 

Ramiro Alfonsín Balza

 

Planning and Control Officer

23,363,734-3

 

Urrea Gómez Alba Marina (3)

 

Internal Audit Officer

7,006,337-9

 

Francisco Silva Bafalluy (4)

 

General Services Officer

11,470,853-4

 

Juan Pablo Larraín Medina (2)

 

Communications Officer

23,014,537-7

 

Carlos Niño Forero (5)

 

Human Resources Officer

7,706,387-0

 

Eduardo Lopez Miller (3)

 

Procurement Officer

6,973,465-0

 

Domingo Valdés Prieto

 

General Counsel

 


(1) Beginning on October 1, 2010.

(2) Beginning on November 1, 2009.

(3) Beginning on April 1, 2010.

(4) Until November 2010 he was the Human Resources Officer and since December 1, 2010 he is General Services Officer.

(5) Beginning on December 1, 2010.

 

F-55



Table of Contents

 

The compensation paid to key management personnel totaled ThCh$ 2,695,060 as of December 31, 2010 (ThCh$ 2,399,672 and ThCh$ 2,230,137 as of December 31, 2009 and 2008, respectively). Such compensation includes the remunerations paid and the accrued short-term (annual bonuses) and long-term (severance indemnities payment) benefits.

 

Incentive plans for principal executives and managers

 

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

 

b)                  Guarantees established by the Company in favor of the management

 

No guarantees have been given to or received from key management personnel.

 

8.4             Compensation plans linked to share price

 

There are no share-based payments granted to the Directors or key management personnel.

 

9.                            INVENTORIES

 

The detail of inventories as of December 31, 2010 and 2009 is as follows:

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

Classes of Inventory

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Raw materials

 

10,889,721

 

3,461,372

 

Goods

 

691,241

 

1,467,734

 

Supplies for production

 

30,931,763

 

42,152,882

 

Other inventories (*)

 

20,138,979

 

9,237,280

 

 

 

 

 

 

 

Total

 

62,651,704

 

56,319,268

 

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

(*) Other Inventories

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Supplies for Projects and for Spare Parts

 

2,222,761

 

3,399,724

 

Electric Supplies

 

17,916,218

 

5,837,556

 

 

 

 

 

 

 

Total

 

20,138,979

 

9,237,280

 

 

There are no inventories pledged as security for liabilities.

 

The cost of inventories recognized as an expense as of December 31, 2010 was ThCh$ 672,038,103 (ThCh$ 580,237,613 and ThCh$ 847,411,384 as of December 31, 2009 and 2008, respectively). See Note 26.

 

As of December 31, 2010, 2009, and 2008 no inventories have been written-down.

 

F-56


 

 


Table of Contents

 

10.                   CURRENT TAX RECEIVABLES AND PAYABLES

 

The detail of current tax receivables as of December 31, 2010 and 2009 is as follows:

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

 

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Monthly provisional tax payments

 

72,580,350

 

20,644,496

 

VAT tax credit

 

29,618,364

 

51,159,855

 

Tax credit for absorbed profits

 

14,672,543

 

17,116,026

 

Tax credit for training expenses

 

242,796

 

251,365

 

Other

 

20,873,288

 

23,004,210

 

 

 

 

 

 

 

Total

 

137,987,341

 

112,175,952

 

 

The detail of current tax payables as of December 31, 2010 and 2009 is as follows:

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

 

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Income tax payable

 

72,454,199

 

118,845,936

 

VAT Tax Charge

 

36,856,368

 

37,272,870

 

Stamp Taxes

 

733

 

 

Provision for taxes

 

1,583,669

 

3,963,860

 

Other

 

36,771,686

 

25,203,005

 

 

 

 

 

 

 

Total

 

147,666,655

 

185,285,671

 

 

11.                   NON-CURRENT ASSETS AND DISPOSAL GROUPS HELD FOR SALE

 

During the fourth quarter of 2009, the Board of Directors of Enersis authorized the sale of the subsidiaries Compañía Americana de Multiservicios (“CAM”) and Synapsis Soluciones y Servicios IT Ltda. (“Synapsis”) as they were considered “non-core” businesses. The sale process included at first an internal verification of the market and the hiring of a financial advisor to provide assistance in the sale process, so that, once offers were received, they were submitted to the Board so that it can make the final decision about the sale and its specific conditions.

 

The potential sale of CAM was considered to be highly probable as of the end of 2009.  As for Synapsis, such consideration was taken into account as of the September 2010.  After those dates, the Company applied IFRS 5 Non-current Assets Held for Sale and Discontinued Operations (“IFRS 5”) to account for those transactions.

 

CAM and Synapsis provide services in the five countries where Enersis operates in Latin America, i.e. Chile, Argentina, Brazil, Colombia and Peru.  CAM is present with its products and services in the complete electric cycle such as provision, materials logistics, construction and startup of electric projects, certification of equipment, and measurement of final consumption.  On the other hand, Synapsis is a company that provides information technolog services.  It specializes in defining strategies companies can use and software selection that satisfies current business needs.  Synapsis also designs the infrastructure of the services that will be provided and the methodology that should be used among other services.

 

On December 20, 2010, the Board of Directors of Enersis accepted the offers received to purchase its entire interests in CAM and Synapsis.  The CAM offer was presented by Graña y Montero S.A.A, a Peruvian company that offered US$ 20 million, which will be paid in cash, subjet to price adjustments at the closing of the sale transaction.  As for Synapsis, Riverwood Capital L.P., a company domiciled in the United States of America,

 

F-57



Table of Contents

 

presented a US$ 52 million offer to purchase Synapsis, that will be paid upon closing of the sales transaction.  The Company foresees that both operations will be finalized during the first months of 2011.

 

As described in Note 3 j) non-current assets and disposal groups held for sale have been recorded at the lesser of book value or fair value less costs to sell.  The impact of this treatment was to record an additional impairment on CAM’s net assets as of December 31, 2010 in the amount of ThCh$ 14,881,960, which accumulates to a total impairment related to CAM in the amount of ThCh$ 36,797,809 as of December 31, 2010 (ThCh$ 21,915,849 as of December 31, 2009), which was calculated based on the sales price received (see Note 28 for additional information regarding asset impairment).

 

The detail of the assets and liabilities classified as held for sale as of December 31, 2010 and 2009, is as follows:

 

ASSETS

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

 

 

 

 

 

 

CURRENT ASSETS

 

47,201,981

 

50,431,921

 

Cash and cash equivalents

 

9,495,181

 

4,011,638

 

Other Current non-financial assets

 

1,250,133

 

 

Trade and other receivables

 

22,976,361

 

28,831,795

 

Inventories

 

7,439,747

 

14,764,600

 

Current tax assets

 

6,040,559

 

2,823,888

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

26,691,309

 

19,928,930

 

Other non-current financial assets

 

53,909

 

 

Other non-current non-financial assets

 

547,349

 

170,776

 

Non-current receivables

 

2,367,103

 

3,968,937

 

Intangible assets other tan goodwill

 

1,461,938

 

1,358,619

 

Property, plant and equipment, net

 

19,130,668

 

10,817,749

 

Deferred taxes

 

3,130,342

 

3,612,849

 

 

 

 

 

 

 

TOTAL ASSETS

 

73,893,290

 

70,360,851

 

 

LIABILITIES

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

56,007,440

 

42,058,254

 

Other current financial liabilities

 

6,210,788

 

7,013,861

 

Trade and other payables

 

28,912,663

 

21,981,684

 

Other short term provisions

 

11,739,296

 

6,856,461

 

Other current non-financial liabilities

 

9,144,693

 

6,206,248

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

8,622,949

 

8,592,112

 

Other non-current financial liabilities

 

837,446

 

1,108,759

 

Deferred taxes

 

4,171,839

 

4,727,164

 

Non-current provisions for employee benefits

 

2,582,969

 

2,108,280

 

Other non-current non-financial liabilities

 

1,030,695

 

647,909

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

64,630,389

 

50,650,366

 

 

As of December 31, 2010, the foreign currency translation difference from CAM and Synapsis recognized as other comprehensive income was ThCh$ (3,236,883). (see Note 24.2).

 

F-58


 

 


Table of Contents

 

12.                     INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD AND JOINTLY-CONTROLLED COMPANIES

 

12.1    Equity method accounted investments

 

a)                  The following tables set forth the changes in the shareholders’ equity of the Group’s equity method investments during the years ended December 31, 2010 and 2009:

 

ID

 

Movements in investments
in associates

 

Country of
origin

 

Functional
currency

 

Ownership
interest

 

Balance as of
01/01/2010

 

Share
of Profit
(Loss)

 

Dividends
declared

 

Foreign
Currency
Translation

 

Other
comprehensie
income

 

Balance at
12/31/2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

96,806,130-5

 

Electrogas S.A. (1)

 

Chile

 

US Dollar

 

0.02

%

3,775

 

1,867

 

(1,635

)

(180

)

 

3,827

 

96,889,570-2

 

Inversiones Electrogas S.A.

 

Chile

 

Chilean Peso

 

42.50

%

7,818,937

 

3,352,867

 

(3,186,199

)

104,080

 

 

8,089,685

 

76,788,080-4

 

GNL Quintero S.A.

 

Chile

 

US Dollar

 

20.00

%

10,127,465

 

(2,542,879

)

 

(569,597

)

(4,131,356

)

2,883,633

 

Foreign

 

Endesa CEMSA S.A.

 

Argentina

 

Argentine Peso

 

45.00

%

3,297,780

 

202,973

 

 

(406,675

)

 

3,094,078

 

Foreign

 

Sacme S.A.

 

Argentina

 

Argentine Peso

 

50.00

%

33,226

 

911

 

 

(3,986

)

 

30,151

 

76,583,350-7

 

Konecta Chile S.A.

 

Chile

 

Chilean Peso

 

26.20

%

278

 

 

 

 

 

278

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL

 

21,281,461

 

1,015,739

 

(3,187,834

)

(876,358

)

(4,131,356

)

14,101,652

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ID

 

Movements in investments
in associates

 

Country of
origin

 

Functional
currency

 

Ownership
interest

 

Balance as of
01/01/2009

 

Share
of Profit
(Loss)

 

Dividends
declared

 

Foreign
Currency
Translation

 

Other
comprehensive
income

 

Balance at
12/31/2009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

96,806,130-5

 

Electrogas S.A. (1)

 

Chile

 

US Dollar

 

0.02

%

4,275

 

1,632

 

(1,291

)

(841

)

 

3,775

 

96,889,570-2

 

Inversiones Electrogas S.A.

 

Chile

 

Chilean Peso

 

42.50

%

9,065,667

 

2,871,709

 

(3,202,586

)

(915,853

)

 

7,818,937

 

76,788,080-4

 

GNL Quintero S.A.

 

Chile

 

US Dollar

 

20.00

%

24,126,683

 

(825,889

)

 

(4,508,852

)

(8,664,477

)

10,127,465

 

Foreign

 

Endesa CEMSA S.A.

 

Argentina

 

Argentine Peso

 

45.00

%

4,592,900

 

186,494

 

 

(1,481,614

)

 

3,297,780

 

Foreign

 

Sacme S.A.

 

Argentina

 

Argentine Peso

 

50.00

%

43,868

 

1,633

 

 

(12,275

)

 

33,226

 

76,583,350-7

 

Konecta Chile S.A.

 

Chile

 

Chilean Peso

 

26.20

%

278

 

 

 

 

 

278

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL

 

37,833,671

 

2,235,579

 

(3,203,877

)

(6,919,435

)

(8,664,477

)

21,281,461

 

 


(1)    The Group exercises significant influence indirectly through the 42.5% ownership held in Inversiones Electrogas S.A. which is the immediate parent of Electrogas S.A.with a 99.95% of ownership interest.

 

b)                 As of December 31, 2010 and 2009 no changes in ownership interest in our investment associates have occurred.

 

F-59


 

 


Table of Contents

 

c)                  Additional financial information about the investments in associates

 

·                      Significant influence investments

 

The following tables set forth summarized information of the main investment in associates where the group has significant influence, including the aggregated amounts of assets, liabilities, revenues, expenses and profit or loss as of December 31, 2010 and 2009:

 

December 31, 2010

 

Significant influence
Investments

 

Ownership
interest

%

 

Current
assets

ThCh$

 

Non-Current
assets

ThCh$

 

Current
liabilities

ThCh$

 

Non-Current
liabilities

ThCh$

 

Revenues
ThCh$

 

Expenses
ThCh$

 

Profit (Loss)
ThCh$

 

Endesa CEMSA S.A.

 

45.00

%

42,063,375

 

710,433

 

35,898,080

 

 

3,631,967

 

(3,180,916

)

451,051

 

Inversiones Electrogas S.A.

 

42.50

%

 

19,034,552

 

 

 

8,053,180

 

(164,082

)

7,889,098

 

GNL Quintero S.A.

 

20.00

%

43,182,432

 

548,261,034

 

15,642,419

 

561,382,881

 

46,342,847

 

(59,057,243

)

(12,714,396

)

Electrogas S.A. (1)

 

0.02125

%

6,145,145

 

36,271,189

 

8,307,494

 

16,098,755

 

15,575,506

 

(6,788,817

)

8,786,689

 

 

December 31, 2009

 

Significant influence
Investments

 

Ownership
interest

%

 

Current
assets

ThCh$

 

Non-Current
assets

ThCh$

 

Current
liabilities

ThCh$

 

Non-Current
liabilities

ThCh$

 

Revenues
ThCh$

 

Expenses
ThCh$

 

Profit (Loss)
ThCh$

 

Endesa CEMSA S.A.

 

45.00

%

54,486,842

 

168,678

 

47,327,120

 

 

19,339,396

 

(18,924,965

)

414,431

 

Inversiones Electrogas S.A.

 

42.50

%

 

18,471,729

 

74,230

 

 

6,940,967

 

(184,004

)

6,756,963

 

GNL Quintero S.A.

 

20.00

%

28,098,229

 

562,965,213

 

205,586,895

 

334,839,224

 

12,893,075

 

(17,022,519

)

(4,129,444

)

Electrogas S.A. (1)

 

0.02125

%

5,606,476

 

41,393,766

 

8,210,466

 

21,027,132

 

13,510,320

 

(5,830,170

)

7,680,150

 

 

Appendix No. 3 to these consolidated financial statements provides information about the principal activities and ownership interest of the Group’s investment in associates.

 

All of our associates do not have published price quotations.

 

F-60


 

 


Table of Contents

 

12.2                        Jointly controlled companies

 

The following tables set forth summarized information of jointly controlled companies that are reported using proportional consolidation as of December 31, 2010 and 2009.

 

December 31, 2010

 

 

 

Ownership
Interest

%

 

Current
Assets

ThCh$

 

Non-Current
Assets

ThCh$

 

Current
Liabilities

ThCh$

 

Non-Current
Liabilities

ThCh$

 

Revenues
ThCh$

 

Expenses
ThCh$

 

Profit (Loss)
ThCh$

 

Hidroaysén S.A.

 

51.00

%

7,609,649

 

99,469,947

 

7,655,622

 

642,418

 

 

(7,186,862

)

(7,186,862

)

Transmisora Eléctrica de Quillota Ltda

 

50.00

%

3,226,372

 

9,502,126

 

1,730,150

 

943,702

 

2,122,132

 

(1,196,978

)

925,154

 

GasAtacama S.A.

 

50.00

%

111,484,190

 

291,968,048

 

138,310,532

 

43,440,220

 

334,321,296

 

(294,331,806

)

39,989,490

 

Sistemas Sec S.A.

 

49.00

%

4,948,616

 

6,402,040

 

4,057,366

 

3,793,979

 

5,420,246

 

(5,074,838

)

345,408

 

Distribuidora Eléctrica de Cundinamarca S.A.

 

48.99

%

22,106,093

 

95,012,672

 

25,746,539

 

29,366,858

 

71,377,710

 

(63,501,842

)

7,875,868

 

 

December 31, 2009

 

 

 

Ownership
Interest

%

 

Current
Assets

ThCh$

 

Non-Current
Assets

ThCh$

 

Current
Liabilities

ThCh$

 

Non-Current
Liabilities

ThCh$

 

Revenues
ThCh$

 

Expenses
ThCh$

 

Profit (Loss)
ThCh$

 

Hidroaysén S.A.

 

51.00

%

8,111,503

 

86,908,393

 

37,110,402

 

 

 

(5,994,070

)

(5,994,070

)

Transmisora Eléctrica de Quillota Ltda.

 

50.00

%

1,288,870

 

10,198,482

 

1,480,132

 

876,728

 

2,327,365

 

(1,207,963

)

1,119,402

 

GasAtacama S.A.

 

50.00

%

114,435,232

 

316,349,774

 

187,877,000

 

42,467,600

 

343,304,368

 

(319,108,438

)

24,195,930

 

Sistemas Sec S.A.

 

49.00

%

6,640,078

 

6,667,086

 

4,893,676

 

5,059,582

 

7,814,302

 

(7,063,659

)

750,643

 

Distribuidora Eléctrica de Cundinamarca S.A.

 

48.99

%

29,898,954

 

91,606,547

 

25,873,650

 

33,287,228

 

68,128,403

 

(66,239,227

)

1,889,176

 

 

F-61


 

 


Table of Contents

 

13.                     INTANGIBLE ASSETS OTHER THAN GOODWILL

 

Intangible asset as of December 31, 2010 and 2009 are detailed as follows:

 

 

 

12-31-2010

 

12-31-2009

 

Intangible Assets, Net

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Intangible Assets, Net

 

1,452,586,405

 

1,446,122,245

 

Easements

 

10,698,674

 

11,786,094

 

Water Rights

 

13,745,590

 

12,291,780

 

Concessions

 

1,362,756,775

 

1,357,976,679

 

Development Costs

 

2,262,982

 

12,330

 

Patents, Registered Trademarks and Other Rights

 

23,121

 

6,844,249

 

Computer Software

 

58,255,724

 

52,003,080

 

Other Identifiable Intangible Assets

 

4,843,539

 

5,208,033

 

 

 

 

12-31-2010

 

12-31-2009

 

Intangible Assets, Gross

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Intangible Assets, Gross

 

2,257,171,663

 

2,147,973,843

 

Easements

 

14,216,582

 

15,269,989

 

Water Rights

 

17,263,434

 

15,232,158

 

Concessions

 

2,052,188,016

 

1,950,821,927

 

Development Costs

 

3,875,653

 

25,522

 

Patents, Registered Trademarks and Other Rights

 

25,123

 

8,541,903

 

Computer Software

 

158,061,864

 

145,952,298

 

Other Identifiable Intangible Assets

 

11,540,991

 

12,130,046

 

 

 

 

12-31-2010

 

12-31-2009

 

Accumulated Amortization and Impairment

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Accumulated Amortization and Impairment, Total

 

(804,585,258

)

(701,851,598

)

Easements

 

(3,517,908

)

(3,483,895

)

Water Rights

 

(3,517,844

)

(2,940,378

)

Concessions

 

(689,431,241

)

(592,845,248

)

Development Costs

 

(1,612,671

)

(13,192

)

Patents, Registered Trademarks and Other Rights

 

(2,002

)

(1,697,654

)

Computer Software

 

(99,806,140

)

(93,949,218

)

Other Identifiable Intangible Assets

 

(6,697,452

)

(6,922,013

)

 

F-62



Table of Contents

 

The reconciliation of the carrying amounts of intangible assets for the years ended December 31, 2010 and 2009 is as follows:

 

Year ended December 31, 2010

 

Movements in intangible assets

 

Development
costs, net

ThCh$

 

Easements,
net

ThCh$

 

Water
rights, net
ThCh$

 

Concessions,
net

ThCh$

 

Patents,
registered
trademarks
and other
rights, net
ThCh$

 

Computer
software,
net

ThCh$

 

Other
identifiable
intangible
assets, net

ThCh$

 

Intangible
assets, net

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening Balance at 01/01/2010

 

12,33

 

11,786,094

 

12,291,780

 

1,357,976,679

 

6,844,249

 

52,003,080

 

5,208,033

 

1,446,122,245

 

Movements in Identifiable Intangible Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions

 

854,638

 

878,399

 

378,822

 

250,062,078

 

 

19,185,187

 

3,201,990

 

274,561,114

 

Transfers to (from) Non-Current Assets and Disposal Groups Held for Sale

 

 

 

 

 

 

(2,176,053

)

(216,865

)

(2,392,918

)

Disposals

 

 

 

 

(13,311,084

)

 

45,607,881

 

 

32,296,797

 

Amortization (*)

 

(1,322

)

(21,426

)

(349,391

)

(94,009,562

)

 

(12,177,319

)

(4,417,989

)

(110,977,009

)

Foreign Currency Translation Differences

 

(243,935

)

67,799

 

(388,157

)

(66,056,947

)

(1,932

)

(46,319,510

)

254

 

(112,942,428

)

Other Increases (Decreases)

 

1,641,271

 

(2,012,192

)

1,812,536

 

(71,904,389

)

(6,819,196

)

2,132,458

 

1,068,116

 

(74,081,396

)

Movements in Identifiable Intangible Assets, Total

 

2,250,652

 

(1,087,420

)

1,453,810

 

4,780,096

 

(6,821,128

)

6,252,644

 

-364,494

 

6,464,160

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Closing Balance Identifiable Intangible Assets at 12/31/2010

 

2,262,982

 

10,698,674

 

13,745,590

 

1,362,756,775

 

23,121

 

58,255,724

 

4,843,539

 

1,452,586,405

 

 


(*) See Note 28 depreciation, amortization and impairment losses.

 

Year ended as of December 31, 2009

 

Movements in intangible assets

 

Development
costs, net
ThCh$

 

Easements,
net
ThCh$

 

Water
rights, net
ThCh$

 

Concessions,
net
ThCh$

 

Patents,

registered
trademarks
and other
rights, net
ThCh$

 

Computer
software,
net
ThCh$

 

Other
identifiable
intangible
assets, net
ThCh$

 

Intangible

assets, net
ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening Balance at 01/01/2009

 

17,123

 

8,357,393

 

10,503,656

 

1,186,692,686

 

5,316,837

 

53,667,078

 

1,055,864

 

1,265,610,637

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Movements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions from Internal Developments

 

 

 

 

 

 

805,735

 

 

805,735

 

Additions

 

 

922,067

 

 

201,622,235

 

394,063

 

11,036,515

 

4,987,412

 

218,962,292

 

Transfers to (from) Non-Current Assets and Disposal Groups Held for Sale

 

 

 

 

 

 

(1,547,852

)

(233,741

)

(1,781,593

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization

 

(1,333

)

(24,159

)

(346,002

)

(94,784,374

)

(226,916

)

(11,499,590

)

(900,038

)

(107,782,412

)

Foreign Currency Translation Differences

 

(3,460

)

(62,423

)

(1,513,556

)

82,055,009

 

(907,664

)

452,281

 

(391,739

)

79,628,448

 

Other Increases (Decreases)

 

 

2,593,216

 

3,647,682

 

(17,608,877

)

2,267,929

 

(911,087

)

690,275

 

(9,320,862

)

Movements, Total

 

(4,793

)

3,428,701

 

1,788,124

 

171,283,993

 

1,527,412

 

(1,663,998

)

4,152,169

 

180,511,608

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Closing Balance Identifiable Intangible Assets at 12/31/2009

 

12,33

 

11,786,094

 

12,291,780

 

1,357,976,679

 

6,844,249

 

52,003,080

 

5,208,033

 

1,446,122,245

 

 

In accordance with estimates and projections of the management of the Group, the expected future cash flows attributable to intangible assets allow recovering the carrying amount of these assets recorded as of December 31, 2010 (see Note 3.e).

 

As of December 31, 2010 and 2009 the Company does not have significant intangible assets with indefinite useful life.

 

F-63



Table of Contents

 

14.                     GOODWILL

 

The following table sets forth goodwill by cash-generating-unit or group of them to which it belongs and their movements for the years ended December 31, 2010 and 2009:

 

Company

 

Opening
Balance at
01-01-2009

ThCh$

 

Additions
ThCh$

 

Foreign Currency
Translation

ThCh$

 

Closing Balance
at 12/31/2009

ThCh$

 

Foreign Currency
Translation

ThCh$

 

Closing
Balance at
12/31/2010

ThCh$

 

Distrilec Inversora S.A.

 

7,383,186

 

 

(2,037,713

)

5,345,473

 

(628,562

)

4,716,911

 

Empresa Distribuidora Sur S.A.

 

6,255,347

 

 

(1,726,437

)

4,528,910

 

(532,544

)

3,996,366

 

Ampla Energía e Serviços S.A.

 

231,535,198

 

 

16,093,387

 

247,628,585

 

(7,897,598

)

239,730,987

 

Investluz S.A.

 

117,678,473

 

 

8,123,310

 

125,801,783

 

(4,012,172

)

121,789,611

 

Empresa Eléctrica de Colina Ltda.

 

2,240,478

 

 

 

2,240,478

 

 

2,240,478

 

Compañía Distribuidora y Comercializadora de Energía S.A.

 

12,291,649

 

 

(1,543,016

)

10,748,633

 

(212,190

)

10,536,443

 

Empresa Eléctrica Pangue S.A.

 

3,139,337

 

 

 

3,139,337

 

 

3,139,337

 

Endesa Costanera S.A.

 

4,556,780

 

 

(1,266,688

)

3,290,092

 

(386,875

)

2,903,217

 

Southern Cone Power Argentina S.A.

 

3,779,030

 

 

(1,045,539

)

2,733,491

 

(321,426

)

2,412,065

 

Hidroeléctrica el Chocón S.A.

 

19,586,941

 

 

(5,410,532

)

14,176,409

 

(1,666,976

)

12,509,433

 

Compañía Eléctrica San Isidro S.A.

 

1,516,768

 

 

 

1,516,768

 

 

1,516,768

 

Empresa de Energía de Cundinamarca S.A. (1)

 

 

7,083,530

 

414,012

 

7,497,542

 

(149,075

)

7,348,467

 

Empresa de Distribución Eléctrica de Lima Norte S.A. (2)

 

 

43,662,944

 

(3,146,697

)

40,516,247

 

(2,010,631

)

38,505,616

 

Cachoeira Dourada S.A.

 

85,140,100

 

 

6,189,928

 

91,330,028

 

(3,426,563

)

87,903,465

 

Edegel S.A. (2)

 

553,603

 

81,370,212

 

(6,003,555

)

75,920,260

 

(2,989,192

)

72,931,068

 

Emgesa S.A. E.S.P.

 

5,455,951

 

 

(686,926

)

4,769,025

 

(95,607

)

4,673,418

 

Chilectra S.A.

 

128,374,362

 

 

 

128,374,362

 

 

128,374,362

 

Empresa Nacional de Electricidad S.A.

 

731,782,459

 

 

 

731,782,459

 

 

731,782,459

 

Inversiones Distrilima S.A.

 

13,925

 

 

(1,874

)

12,051

 

(598

)

11,453

 

Total

 

1,361,283,587

 

132,116,686

 

7,951,660

 

1,501,351,933

 

(24,330,009

)

1,477,021,924

 

 

In accordance with the Group’s management estimates and projections, the future cash flows projections used to determined the recoverable amount of the Cash Generating Units (or groups of Cash-Generating Units), to which the acquired goodwill has been allocated, exceeds its carrying amount, as such no impairment losses have been recognized as of December 31, 2010 and 2009 (see Note 3.e).

 


(1)              The addition corresponds to DECA’s purchase of Empresa de Energía de Cundinamarca’s 48.997% ownership interest in March of 2009. As DECA is jointly controlled by our subsidiary Codensa S.A., it is reported by Codensa S.A. using proportionate consolidation (see Notes 2.4.1 and 5.c).

 

(2)              The additions in Edegel and Edelnor originated as a result of the acquisitions that took place in October of 2009, as per the detail in Note 24.6. Both Edegel and Edelnor were already being consolidated.

 

F-64



Table of Contents

 

15.                     PROPERTY, PLANT AND EQUIPMENT

 

Property, plant and equipment as of December 31, 2010 and 2009 are as follows:

 

 

 

12-31-2010

 

12-31-2009

 

Classes of Property, Plant and Equipment, Net

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Property, Plant and Equipment, Net

 

6,751,940,655

 

6,864,071,242

 

Construction in Progress

 

810,013,619

 

710,996,813

 

Land

 

122,864,336

 

105,539,626

 

Buildings

 

477,500,896

 

537,134,153

 

Plant and Equipment

 

5,242,469,609

 

5,290,412,998

 

IT Equipment

 

6,929,468

 

14,165,508

 

Fixtures and Fittings

 

9,513,233

 

9,551,749

 

Motor Vehicles

 

1,892,193

 

1,702,512

 

Other

 

80,757,301

 

194,567,883

 

 

 

 

12-31-2010

 

12-31-2009

 

Classes of Property, Plant and Equipment, Gross

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Property, Plant and Equipment, Gross

 

11,520,970,856

 

11,449,077,029

 

Construction in Progress

 

810,013,619

 

710,996,813

 

Land

 

122,864,336

 

105,539,626

 

Buildings

 

669,526,026

 

729,774,296

 

Plant and Equipment

 

9,723,445,293

 

9,471,762,740

 

IT Equipment

 

28,566,533

 

44,699,294

 

Fixtures and Fittings

 

46,408,473

 

51,720,215

 

Motor Vehicles

 

7,212,430

 

8,117,546

 

Other

 

112,934,146

 

326,466,499

 

 

Classes of Accumulated Depreciation and Impairment, Property,

 

12-31-2010

 

12-31-2009

 

Plant and Equipment

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Accumulated Depreciation and Impairment, Property, Plant and Equipment, Total

 

(4,769,030,201

)

(4,585,005,787

)

Buildings

 

(192,025,130

)

(192,640,143

)

Plant and Equipment

 

(4,480,975,684

)

(4,181,349,742

)

IT Equipment

 

(21,637,065

)

(30,533,786

)

Fixtures and Fittings

 

(36,895,240

)

(42,168,466

)

Motor Vehicles

 

(5,320,237

)

(6,415,034

)

Other

 

(32,176,845

)

(131,898,616

)

 

F-65



Table of Contents

 

The reconciliation of the carrying amounts of property, plant and equipment for the years ended December 31, 2010 and 2009 is as follows:

 

Changes in 2010

 

Construction
in Progress

ThCh$

 

Land
ThCh$

 

Buildings,
Net

ThCh$

 

Plant and
Equipment,
Net

ThCh$

 

IT
Equipment,
Net

ThCh$

 

Fixtures and
Fittings, Net

ThCh$

 

Motor
Vehicles, Net

ThCh$

 

Other
Property,
Plant and
Equipment,
Net 
ThCh$

 

Property,
Plant and
Equipment,
Net

ThCh$

 

Opening Balance at January 1, 2010

 

710,996,813

 

105,539,626

 

537,134,153

 

5,290,412,998

 

14,165,508

 

9,551,749

 

1,702,512

 

194,567,883

 

6,864,071,242

 

Changes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions

 

396,969,270

 

 

 

 

 

 

 

 

396,969,270

 

Disposals

 

(56,851

)

(386,262

)

(43,444

)

(1,366,863

)

(36,068

)

(270

)

(16,026

)

(59,964

)

(1,965,748

)

Transfers to (from) Non-Current Assets and Disposal Groups Held for Sale

 

(3,390,701

)

(172,020

)

(1,442,144

)

(3,863,098

)

(4,573,105

)

(7,257,038

)

(957,760

)

(1,179,076

)

(22,834,942

)

Depreciation Expense

 

 

 

(17,163,012

)

(306,759,286

)

(5,642,316

)

(3,851,776

)

(1,017,273

)

(3,606,603

)

(338,040,266

)

Impairment Loss Recognized in profit or loss (*)

 

 

 

 

(1,340,235

)

 

 

 

 

(1,340,235

)

Foreign Currency Translation Differences

 

(12,614,659

)

(3,009,524

)

(27,306,886

)

(112,716,613

)

163,184

 

(633,677

)

(105,158

)

(5,798,019

)

(162,021,352

)

Other Increases (Decreases)

 

(281,890,253

)

20,892,516

 

(13,677,771

)

378,102,706

 

2,852,265

 

11,704,245

 

2,285,898

 

(103,166,920

)

17,102,686

 

Total Changes

 

99,016,806

 

17,324,710

 

(59,633,257

)

(47,943,389

)

(7,236,040

)

(38,516

)

189,681

 

(113,810,582

)

(112,130,587

)

Closing Balance at December 31, 2010

 

810,013,619

 

122,864,336

 

477,500,896

 

5,242,469,609

 

6,929,468

 

9,513,233

 

1,892,193

 

80,757,301

 

6,751,940,655

 

 

Changes in 2009

 

Construction
in Progress
ThCh$

 

Land
ThCh$

 

Buildings,
Net

ThCh$

 

Plant and
Equipment,
Net

ThCh$

 

IT
Equipment,
Net

ThCh$

 

Fixtures and
Fittings, Net

ThCh$

 

Motor
Vehicles, Net

ThCh$

 

Other
Property,
Plant and
Equipment,
Net
 ThCh$

 

Property,
Plant and
Equipment,
Net

ThCh$

 

Opening Balance at January 1, 2009

 

704,106,532

 

107,263,181

 

635,062,398

 

5,645,814,015

 

17,959,471

 

24,495,712

 

4,152,102

 

76,938,720

 

7,215,792,131

 

Changes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions

 

614,263,886

 

 

 

 

 

 

 

 

 

614,263,886

 

Acquisitions Through Business Combinations

 

738,56

 

321,713

 

162,902

 

31,858,508

 

119,254

 

144,707

 

25,407

 

32,58

 

33,403,631

 

Disposals

 

(5,566,491

)

(172,005

)

(28,910

)

14,737,550

 

(32,472

)

(16,548

)

(254,650

)

(11,661,348

)

(2,994,874

)

Transfers to (from) Non-Current Assets and Disposal Groups Held for Sale

 

(2,604,574

)

 

(153,130

)

(768,227

)

(1,445,215

)

(7,121,974

)

(1,113,818

)

(981,469

)

(14,188,407

)

Depreciation Expense

 

 

 

(17,141,091

)

(305,897,443

)

(5,723,356

)

(3,317,429

)

(1,144,121

)

(13,364,107

)

(346,587,547

)

Impairment Loss Recognized in profit or loss (*)

 

 

 

 

(43,999,600

)

 

 

 

 

(43,999,600

)

Foreign Currency Translation Differences

 

(21,558,720

)

(22,245,010

)

(80,797,075

)

(365,052,553

)

(5,358,344

)

(12,300,921

)

(1,465,393

)

(33,890,366

)

(542,668,382

)

Other Increases (Decreases)

 

(578,382,380

)

20,371,747

 

29,059

 

313,720,748

 

8,646,170

 

7,668,202

 

1,502,985

 

177,493,873

 

(48,949,596

)

Total Changes

 

6,890,281

 

(1,723,555

)

(97,928,245

)

(355,401,017

)

(3,793,963

)

(14,943,963

)

(2,449,590

)

117,629,163

 

(351,720,889

)

Closing Balance at December 31, 2009

 

710,996,813

 

105,539,626

 

537,134,153

 

5,290,412,998

 

14,165,508

 

9,551,749

 

1,702,512

 

194,567,883

 

6,864,071,242

 

 


(*) See Note 28, for impairment loss information.

 

F-66



Table of Contents

 

Additional information in Property, Plant and Equipment:

 

a)                   Main Investments

 

Material investments in the electricity generation business include developments in the program to create new capacity.

 

In Chile, the construction of the Bocamina II Coal-fired Thermal Power Plant with capacity of 370 MW stands out among other projects. The project Central Térmica Quintero, consisting primarily of an open-cycle plant that operates both with LNG (liquid natural gas) and with diesel with capacity of 257 MW, was completed and started  operations on September 2009. The Canela II Wind Farm Expansion project with 40 wind generators with 60 MW capacity has been finalized and put in operation on December 2009, reinforcing Endesa Chile’s commitment witer the environment by developing non-conventional renewable energies (NCREs).

 

In Colombia, the Central Hidráulica El Quimbo, a hydroelectric dam with 400W of installed capacity and average anual generation around 2,216 GWH, is currently under construction.

 

In Peru, the Santa Rosa Open Cycle Thermoelectric Power Plant with a capacity of 189 MW was completed and placed in service in September 2009. This plant is currently operating using natural gas from Camisea.

 

b)                   Finance leases

 

As of December 31, 2010 and 2009, property, plant and equipment includes ThCh$ 129,749,447 and ThCh$ 137,586,941, respectively, in leased assets classified as finance leases.

 

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

 

 

 

12-31-2010

 

12-31-2009

 

 

 

Gross
ThCh$

 

Interest
ThCh$

 

Present
Value ThCh$

 

Gross
ThCh$

 

Interest
ThCh$

 

Present
Value ThCh$

 

Less than one year

 

12,311,927

 

2,117,942

 

10,193,985

 

14,573,470

 

3,253,227

 

11,320,243

 

Between 1 and 5 years

 

40,900,311

 

8,856,066

 

32,044,245

 

57,745,294

 

12,162,349

 

45,582,945

 

More than 5 years

 

32,304,929

 

3,209,115

 

29,095,814

 

48,383,017

 

7,089,994

 

41,293,023

 

Total

 

85,517,167

 

14,183,123

 

71,334,044

 

120,701,781

 

22,505,570

 

98,196,211

 

 

Leased assets relate to:

 

1.          Endesa Chile S.A.: lease agreement for Electric Transmission Lines and Installations (Ralco-Charrúa 2X220 KV) entered into between Endesa Chile and Abengoa Chile S.A. The lease agreement has a 20-year maturity and bears interest at an annual rate of 6.5%.

 

2.          Edegel S.A.: lease agreements to finance the project of converting the Ventanilla thermoelectrical plant to a combined cycle plant.  The agreements were entered between Edegel S.A. and the financial institutions Banco de Crédito del Perú and BBVA - Banco Continental. These agreements have an 8-year maturity and bear interest at an annual rate of Libor + 2.0% and Libor +3.0% as of December 31, 2010 and 2009, respectively.

 

c)                   Operating leases

 

As of December 31, 2010, 2009 and 2008 total payments recognized as expense from operating leases totaled ThCh$ 16,980,825, ThCh$ 19,969,187 and ThCh$ 15,312,905, respectively.

 

F-67



Table of Contents

 

As of December 31, 2010, 2009 and 2008 the total future minimum lease payments under those contracts are as follows:

 

 

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

Less than one year

 

13,309,401

 

14,046,981

 

14,910,341

 

Between 1 and 5 years

 

20,500,145

 

22,922,219

 

3,982,855

 

More than 5 years

 

7,954,802

 

8,952,380

 

14,376,703

 

Total

 

41,764,348

 

45,921,580

 

33,269,899

 

 

d)                   Other information

 

i)                       As of December 31, 2010 and 2009, the Group had contractual commitments for the acquisition of property, plant and equipment amounting to ThCh$ 205,979,469 and ThCh$ 334,581,961, respectively.

 

ii)                    As of December 31, 2010 and 2009, the Group had property, plant and equipment pledged as security for liabilities amounting to ThCh$ 305,655,772 and ThCh$ 462,772,688, respectively (see Note 34).

 

iii)                 The Company and its foreign subsidiaries have insurance policies for risk, earthquake, machinery breakdown and damages for business interruption with a US$ 300 million limit in the case of generating companies and a US$ 30 million limit for distribution companies, including business interruption coverage, The premiums associated with these policies are presented under line item “Prepayments” within assets,

 

iv)                GasAtacama, in which Endesa Chile has a 50% interest consolidated using the proportional integration method, has, among other assets, a combined-cycle electricity generation plant in northern Chile. As importing natural gas from neighboring countries was not possible, GasAtacama has been forced to generate electricity using alternative fuels, the cost of which significantly increased during the last months of 2007 due to increases in oil prices. As a result, the company filed lawsuits for early termination of a contract with distributor Emel. On January 25, 2008, a ruling was issued in arbitration proceedings on this matter to deny early termination. This situation significantly reduced the recoverable value of the aforementioned plant and, therefore, as of December 31, 2007, an impairment provision of US$ 110 million was recorded.

 

v)                   The current situation regarding long-lived assets, mostly plants and infrastructure constructed with the purpose of providing energy resources for the SIC system from year 1998, has changed, principally due to the installation of new thermal plants in the SIC, the arrival of LNG, and the estimated development of new projects. This situation has created an environment of excess supply for future years resulting in the expectation that some of these assets will not be used. Accordingly, at December 31, 2009 the Company has recorded an impairment provision for these assets for ThCh$ 43,999,600,

 

vi)                As a result of the February 27, 2010 earthquake in Chile, some of our plant and equipment were partially or totally impaired. The impact on our total assets, however, is minor as the only facilities that suffered some damage in infrastructure were the Bocamina and Bocamina II plants, the latter under construction, as well as a few other assets from our distribution business.

 

Due to the aforementioned impairments, we have written down ThCh$ 395,153 in assets.  Additionally, the Group had to incur expenditures related to repairment and capital improvements totaling ThCh$ 13,043,744, primarily in the Bocamina plant.  All of the disbursements incurred are covered by insurance, which contain a US$ 2.5 million policy deductible.

 

The Group has the necessary insurance coverage for these types of exceptional claims, which provide coverage for material damage, as well as business interruption. See Note 25 for additional information.

 

vii)             Companhia De Interconexão Energética (‘CIEN’) sells electricity in Argentina and Brazil. Because of the reduction in the maximum availability of the generation and physical guarantee of energy and its associated power, the Company is focusing its business on a different compensation structure that is not based on the purchase and sale of energy between the countries. Given the strategic importance of the Company’s assets

 

F-68



Table of Contents

 

in the relations between Brazil and Argentina, the Brazilian government has been presented with a new business plan model changing its selling activity to an electricity transmission activity with payment of a fixed compensation, which is in the process of being approved. This new plan involves integrating its transmission lines with the Brazilian transmission grid operated by the Brazilian Government.

 

In prior periods, the Argentinean and Uruguayan governments, formalized toll payments with the Company to transport energy between the two countries. Management considers that this situation further emphasizes the importance of the application made to the Brazilian Government to approve the new business plan and considers that it will probably be approved. In addition, on July 4, 2010 the Company signed a new transmission contract for a six-month period for a total of US$ 155 million to cover the energy transmission required by the Argentinean government.

 

Based on its estimates on the different business alternatives, CIEN’s management considers that it will not have any problems in recovering all its net assets. It is expected that CIEN’s new business model will start operating during the next year.

 

16.                     INVESTMENT PROPERTY

 

The detail of the composition of, and changes in, investment property during 2010 and 2009 is as follows:

 

Investment Properties

 

ThCh$

 

 

 

 

 

Opening Balance at January 1, 2009

 

26,368,681

 

Additions

 

5,063,418

 

Disposals

 

(2,985,275

)

Depreciation Expense

 

(24,029

)

Impairment Losses Reversed Recognized in Consolidated Statement of Comprehensive Income(*)

 

2,809,044

 

Balance at December 31, 2009

 

31,231,839

 

Additions

 

1,303,676

 

Disposals

 

(2,732,209

)

Depreciation Expense

 

(24,029

)

Impairment Losses Reversed Recognized in Consolidated Statement of Comprehensive Income(*)

 

3,239,877

 

Closing Balance Investment Property at December 31, 2010

 

33,019,154

 

 


(*)               Impairment losses reversed are presented in line item Reversal of impairment loss (impairment loss) recognized in profit or loss in the consolidated statements of comprehensive income, see Note 28.

 

The fair value of the Group’s investment properties as of December 31, 2010 and 2009 determined on the basis of valuations carried out internally was ThCh$ 34,099,993 and ThCh$ 34,921,883, respectively.

 

The selling price of investment properties disposed of in 2010 and 2009 was ThCh$ 8,015,891 and ThCh$ 7,369,162, respectively.

 

The amounts recognized in profit or loss during 2010, 2009, and 2008 as direct operating expenses arising from investment properties were not significant.

 

The Group has insurance policies to cover operational risks of its investment properties, as well as to cover legal claims against the Group that could potentially arise from exercising its business activity. The Group’s management considers that the insurance policy coverage is sufficient against the risks involved.

 

F-69



Table of Contents

 

17.                     DEFERRED TAX

 

a)           The deferred taxes recognized by temporary differences as of December 31, 2010 and 2009 are as follows:

 

 

 

Deferred Tax Assets

 

Deferred Tax Liabilities

 

Temporary Differences

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

Deferred Tax Relating to Depreciation

 

124,814,250

 

112,732,337

 

474,063,238

 

511,370,845

 

Deferred Tax Relating to Amortization

 

 

 

8,292,149

 

8,226,527

 

Deferred Tax Relating to Accruals

 

9,031,226

 

7,805,157

 

26,142,262

 

27,169,053

 

Deferred Tax Relating to Provisions

 

130,298,290

 

143,783,859

 

7,494,432

 

5,799,412

 

Deferred Tax Relating to Foreign Exchange Contracts

 

46,746,028

 

29,199,072

 

1,155,119

 

2,919,974

 

Deferred Tax Relating to Post-employment Benefit Obligations

 

38,073,254

 

27,080,973

 

3,674,593

 

1,391,382

 

Deferred Tax Relating to Revaluations of Financial Instruments

 

39,794,055

 

34,574,100

 

4,324,798

 

293,219

 

Deferred Tax Relating to Tax Losses

 

36,399,383

 

64,935,086

 

 

 

Deferred Tax Relating to Other items

 

27,477,878

 

34,785,937

 

30,776,987

 

15,878,885

 

 

 

 

 

 

 

 

 

 

 

Total

 

452,634,364

 

454,896,521

 

555,923,578

 

573,049,297

 

 

b)          The following table sets forth the changes in deferred taxes in the Consolidated Statement of Financial Position during 2010 and 2009:

 

 

 

Assets

 

Liabilities

 

Deferred Tax Movements

 

ThCh$

 

ThCh$

 

Balance at January 01, 2009

 

511,300,668

 

635,013,331

 

Increase (Decrease) in Profit or Loss

 

(41,820,393

)

(20,683,609

)

Increase (Decrease) in Equity

 

6,628,427

 

9,440,909

 

Foreign Currency Translation

 

(16,112,600

)

(47,324,914

)

Other Increase (Decrease)

 

(5,099,581

)

(3,396,420

)

Balance at December 31, 2009

 

454,896,521

 

573,049,297

 

Increase (Decrease) in Profit or Loss

 

(9,615,881

)

(2,995,918

)

Increase (Decrease) in Equity

 

13,742,269

 

2,870,641

 

Foreign Currency Translation

 

(12,073,361

)

(17,943,096

)

Other Increase (Decrease)

 

5,684,816

 

942,654

 

Balance at December 31, 2010

 

452,634,364

 

555,923,578

 

 

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

 

c)           As of December 31, 2010 and 2009, the Group has not recognized deferred tax assets related to tax losses totaling ThCh$ 16,551,349 and ThCh$ 24,643,223, respectively. The unrecognized tax losses can be carried forward indefinitely.

 

The Group has not recognized deferred tax liabilities for taxable temporary differences associated with investment in subsidiaries, associates, and jointly controlled entities, as it is able to control the timing of the reversal of the temporary differences and considers that it is probable that such temporary differences will not reverse in the foreseeable future. The aggregate amount of taxable temporary differences associated with investments in subsidiaries, associates, and jointly controlled entities, for which deferred tax liabilities have not been recognized totaled ThCh$ 1,995,679,814 as of December 31, 2010 (Ch$ 931,081,512 as of December 31, 2009).

 

The Group is potentially subject to income tax audits by the tax authorities of each country in which the Group operates. Such tax audits can be performed until the applicable statute of limitation expire. Tax audits by their

 

F-70



Table of Contents

 

nature are often complex and could require several years to complete. The following table sets forth a summary of tax years, potentially subject to examination, in the significant tax jurisdictions in which the Group operates:

 

Country

 

Period

 

Chile

 

2007-2010

 

Argentina

 

2006-2010

 

Brazil

 

2006-2010

 

Colombia

 

2008-2010

 

Peru

 

2007-2010

 

 

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

 

The deferred tax effects of the components of other comprehensive income for the years 2010 and 2009 are as follows:

 

 

 

Balance at 12-31-2010

 

Balance at 12-31-2009

 

Balance at 12-31-2008

 

Deferred tax effects of components of other
comprehensive

 

Amount
Before Tax

 

Income
Tax
Expense
(Benefit)

 

Amount
After Tax

 

Amount
Before Tax

 

Income
Tax
Expense
(Benefit)

 

Amount
After Tax

 

Amount
Before Tax

 

Income
Tax
Expense
(Benefit)

 

Amount
After Tax

 

Income

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

Available-for-Sale Financial Assets

 

(179

)

31

 

(148

)

61,031

 

(10,528

)

50,503

 

436

 

(3

)

433

 

Cash Flow Hedge

 

30,911,303

 

(5,301,050

)

25,610,253

 

192,801,668

 

(33,917,966

)

158,883,702

 

(301,007,749

)

46,849,978

 

(254,157,771

)

Foreign currency translation

 

(138,554,045

)

 

(138,554,045

)

(246,854,956

 

 

(246,854,956

 

191,370,521

 

 

191,370,521

 

Actuarial income on defined benefit pension plans

 

(48,495,375

)

16,515,279

 

(31,980,096

)

(15,599,453

)

1,369,374

 

(14,230,079

)

(34,060,925

)

11,439,369

 

(22,621,556

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

(156,138,296

)

11,214,260

 

(144,924,036

)

(69,591,710

)

(32,559,120

)

(102,150,830

)

(143,697,717

)

58,289,344

 

(85,408,373

)

 

18.                     OTHER FINANCIAL LIABILITIES

 

The balance of other financial liabilities as of December 31, 2010 and 2009 is as follows:

 

 

 

12-31-2010

 

12-31-2009

 

Classes of financial liabilities

 

Current
ThCh$

 

Non-Current
ThCh$

 

Current
ThCh$

 

Non-Current
ThCh$

 

Interest bearing loans

 

652,979,492

 

2,763,822,330

 

718,111,432

 

3,313,724,298

 

Hedging derivatives (*)

 

10,002,909

 

240,113,443

 

8,441,901

 

206,931,247

 

Non-hedging derivatives (**)

 

 

 

420,822

 

 

Obligation for concession of Túnel El Melón

 

1,967,333

 

11,020,674

 

1,778,071

 

12,788,275

 

Other financial liabilities

 

648,284

 

 

275,969

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

665,598,018

 

3,014,956,447

 

729,028,195

 

3,533,443,820

 

 


(*) See Note 20.2.a

(**) See Note 20.2.b

 

F-71



Table of Contents

 

18.1              Breakdown of interest-bearing liabilities

 

The current and non-current detail of interest-bearing borrowings as of December 31, 2010, and 31, 2009 are as follows:

 

 

 

12-31-2010

 

12-31-2009

 

 

 

Current
ThCh$

 

Non-current
ThCh$

 

Current
ThCh$

 

Non-current
ThCh$

 

Bank loans

 

244,503,010

 

566,764,624

 

345,447,781

 

832,837,904

 

Unsecured obligations

 

281,652,334

 

2,039,070,748

 

230,892,915

 

2,277,447,381

 

Secured obligations

 

9,522,288

 

17,703,710

 

11,023,415

 

28,559,670

 

Finance leases

 

10,193,985

 

61,140,059

 

11,320,243

 

86,875,968

 

Other loans

 

107,107,875

 

79,143,189

 

119,427,078

 

88,003,375

 

 

 

 

 

 

 

 

 

 

 

Total

 

652,979,492

 

2,763,822,330

 

718,111,432

 

3,313,724,298

 

 

Bank Loans by currency and contractual maturity as of December 31, 2010 and December 31, 2009, is as follows:

 

a)         Summary of Bank Loans by currency and maturity

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Country

 

Currency

 

Nominal
Rate

 

Secured/
Unsecured

 

One toThree
Months

 

Three to twelve
Months

 

Total
Current as of
12/31/2010

 

One to Three
Years

 

Three to Five
Years

 

More than five
years

 

Total Non-
Current as of
12/31/2010

 

 

 

 

 

 

 

 

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

Chile

 

US$

 

2.75

%

Unsecured

 

381,532

 

18,915,156

 

19,296,688

 

2,871,499

 

95,144,820

 

 

98,016,319

 

Peru

 

US$

 

2.95

%

Unsecured

 

999,046

 

16,410,407

 

17,409,453

 

11,694,152

 

6,908,207

 

21,661,326

 

40,263,685

 

Peru

 

Soles

 

3.96

%

Unsecured

 

1,839,538

 

 

1,839,538

 

31,245,764

 

 

 

31,245,764

 

Argentina

 

US$

 

5.24

%

Unsecured

 

5,085,358

 

17,057,145

 

22,142,503

 

4,013,854

 

 

 

4,013,854

 

Argentina

 

Ar$

 

17.27

%

Unsecured

 

14,760,009

 

16,463,487

 

31,223,496

 

27,395,848

 

706,664

 

 

28,102,512

 

Colombia

 

CPs

 

6.91

%

Unsecured

 

 

5,041,882

 

5,041,882

 

 

74,201,702

 

 

74,201,702

 

Brazil

 

US$

 

6.35

%

Unsecured

 

262,048

 

9,294,804

 

9,556,852

 

15,760,620

 

13,466,382

 

10,628,347

 

39,855,349

 

Brazil

 

R$

 

10.17

%

Unsecured

 

20,644,352

 

117,348,246

 

137,992,598

 

210,069,710

 

31,928,737

 

9,066,992

 

251,065,439

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

43,971,883

 

200,531,127

 

244,503,010

 

303,051,447

 

222,356,512

 

41,356,665

 

566,764,624

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Country

 

Currency

 

Nominal
Rate

 

Secured/
Unsecurd

 

One toThree
Months

 

Three to twelve
Months

 

Total
Current as of
12/31/2009

 

One to Three
Years

 

Three to Five
Years

 

More than
five years

 

Total Non-
Current as of
12/31/2009

 

 

 

 

 

 

 

 

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

Chile

 

US$

 

2.22

%

Unsecured

 

370,984

 

163,384,485

 

163,755,469

 

104,732,133

 

103,684,532

 

829,651

 

209,246,316

 

Peru

 

US$

 

5.12

%

Unsecured

 

11,446,321

 

6,188,337

 

17,634,658

 

13,297,208

 

11,561,913

 

 

24,859,121

 

Peru

 

Soles

 

4.38

%

Unsecured

 

8,715,418

 

 

8,715,418

 

42,167,699

 

 

 

42,167,699

 

Argentina

 

US$

 

8.7

%

Unsecured

 

8,324,583

 

13,621,109

 

21,945,692

 

36,113,536

 

 

 

36,113,536

 

Argentina

 

Ar$

 

15.94

%

Unsecured

 

3,963,387

 

6,873,342

 

10,836,729

 

18,960,874

 

 

 

18,960,874

 

Colombia

 

CPs

 

12.92

%

Unsecured

 

744,192

 

9,592,842

 

10,337,034

 

 

75,661,785

 

 

75,661,785

 

Brazil

 

US$

 

6.04

%

Unsecured

 

2,111,064

 

4,375,237

 

6,486,301

 

11,827,324

 

23,742,212

 

18,359,821

 

53,929,357

 

Brazil

 

R$

 

11.21

%

Unsecured

 

194,837

 

105,541,643

 

105,736,480

 

196,029,381

 

175,869,835

 

 

371,899,216

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

35,870,786

 

309,576,995

 

345,447,781

 

423,128,155

 

390,520,277

 

19,189,472

 

832,837,904

 

 

The fair value of current and non-current bank borrowings totaled ThCh$ 844,554,823 and ThCh$ 1,307,770,461 as of December 31, 2010 and 2009, respectively.

 

F-72



Table of Contents

 

·             Identification of Bank Borrowings by Companies

 

Company
ID
Number

 

Company

 

Country

 

ID Number
Financial
Institution

 

Financial Institution

 

Country

 

Currency

 

Effective
interest rate

 

Nominal
interest
rate

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Banco Itaú

 

Brazil

 

Reais

 

9,88%

 

9,88%

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Unibanco

 

Brazil

 

Reais

 

9,76%

 

9,76%

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Banco Alfa

 

Brazil

 

Reais

 

9,53%

 

9,53%

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Brasdesco

 

Brazil

 

Reais

 

6,92%

 

6,92%

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Banco do Brasil

 

Brazil

 

Reais

 

9,63%

 

9,63%

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

BANCO HSBC

 

Brazil

 

Reais

 

9,63%

 

9,63%

 

Foreign

 

CGTF Fortaleza

 

Brazil

 

Foreign

 

IFC - A

 

Brazil

 

US$

 

7,93%

 

7,89%

 

Foreign

 

CGTF Fortaleza

 

Brazil

 

Foreign

 

IFC - B

 

Brazil

 

US$

 

2,78%

 

2,98%

 

Foreign

 

CGTF Fortaleza

 

Brazil

 

Foreign

 

IFC - C

 

Brazil

 

US$

 

11,95%

 

11,96%

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

4,60%

 

4,52%

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

3,21%

 

3,21%

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

3,52%

 

3,52%

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

4,12%

 

4,12%

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

3,80%

 

3,75%

 

Foreign

 

Chinango S.A.C.

 

Peru

 

0-E

 

BANCO DE CREDITO

 

Peru

 

US$

 

1,63%

 

1,63%

 

Foreign

 

Chinango S.A.C.

 

Peru

 

0-E

 

BANCO DE CREDITO

 

Peru

 

US$

 

1,63%

 

1,63%

 

Foreign

 

CIEN (Companhía Interconexao Energética S.A.)

 

Brazil

 

Foreign

 

Banco Santander Central Hispano

 

Brazil

 

Reais

 

1,70%

 

1,70%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Banco do Brasil

 

Brazil

 

US$

 

6,67%

 

4,64%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Banco Europeo de Investimentos

 

Brazil

 

US$

 

6,58%

 

5,49%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Eletrobras

 

Brazil

 

Reais

 

6,58%

 

6,35%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Banco do Brasil

 

Brazil

 

Reais

 

10,75%

 

10,75%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Bndes

 

Brazil

 

Reais

 

9,95%

 

9,95%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Banco do Nordeste

 

Brazil

 

Reais

 

8,50%

 

7,67%

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Banco ABN Amro

 

Brazil

 

Reais

 

7,00%

 

7,00%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO DE CREDITO

 

Peru

 

US$

 

5,70%

 

5,70%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO DE CREDITO

 

Peru

 

US$

 

L3M+2,5%

 

L3M+2,5%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

L3M+3%

 

L3M+3%

 

Foreign

 

Edegel

 

Peru

 

0-E

 

BANCO CONTINENTAL

 

Peru

 

US$

 

L3M+3%

 

L3M+3%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO SCOTIABANK

 

Peru

 

US$

 

L6M+1,25%

 

L6M+1,25%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

4,28%

 

4,21%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

4,40%

 

4,33%

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

4,30%

 

4,23%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

2,60%

 

2,60%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

4,00%

 

4,00%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

4,00%

 

4,00%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

4,00%

 

4,00%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

4,00%

 

4,00%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

2,60%

 

2,60%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

4,00%

 

4,00%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco de Crédito

 

Peru

 

Soles

 

4,00%

 

4,00%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Banco Continental

 

Peru

 

Soles

 

4,40%

 

4,40%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Scotiabank

 

Peru

 

Soles

 

4,35%

 

4,35%

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Scotiabank

 

Peru

 

Soles

 

4,35%

 

4,35%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

BBVA

 

Argentina

 

Ar$

 

20,00%

 

20,00%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

Banco de la Ciudad de Buenos Aires

 

Argentina

 

Ar$

 

14,85%

 

14,61%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

Standard Bank

 

Argentina

 

Ar$

 

17,43%

 

16,05%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

Banco Santander Rio

 

Argentina

 

Ar$

 

15,98%

 

15,84%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

BBVA

 

Argentina

 

Ar$

 

20,00%

 

20,00%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

Standard Bank

 

Argentina

 

Ar$

 

16,75%

 

16,05%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

Banco Santander Rio

 

Argentina

 

Ar$

 

15,17%

 

15,84%

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

Banco de la Ciudad de Buenos Aires

 

Argentina

 

Ar$

 

15,19%

 

14,52%

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Davivienda

 

Colombia

 

CPs

 

6,99%

 

6,99%

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bancolombia

 

Colombia

 

CPs

 

6,99%

 

6,99%

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bancolombia

 

Colombia

 

CPs

 

6,99%

 

6,99%

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

BBVA Colombia

 

Colombia

 

CPs

 

6,99%

 

6,99%

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Banco Santander

 

Colombia

 

CPs

 

6,99%

 

6,99%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Santander Río

 

Argentina

 

US$

 

4,67%

 

4,67%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Provincia de Buenos Aires

 

Argentina

 

US$

 

5,86%

 

5,86%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Galicia

 

Argentina

 

US$

 

Libor+3%

 

Libor+3%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Ciudad

 

Argentina

 

US$

 

5,70%

 

5,70%

 

 

 

 

 

 

December 31,2010

 

December 31,2009

 

 

 

 

 

Current M$

 

Non- Current M$

 

Current M$

 

Non Current M$

 

Company
ID
Number

 

Type
of
Amortization

 

Less than
90 days

 

More tan 90
days

 

Total
Current,

 

1 to 3
yearss

 

3 to 5 years

 

Over 5
years

 

Total
Non-
Current,

 

Less than
90 days

 

More than
90 days

 

Total
Current,

 

1 to 3
yearss

 

3 to 5 years

 

Over 5
years

 

Total
Non-
Current,

 

Foreign

 

Semi-annually

 

4,887

 

1,882,368

 

1,887,255

 

1,882,350

 

 

 

1,882,350

 

 

780,505

 

780,505

 

2,319,872

 

777,6

 

 

3,097,472

 

Foreign

 

Semi-annually

 

48,591

 

1,500,240

 

1,548,831

 

1,500,240

 

 

 

1,500,240

 

 

821,168

 

821,168

 

2,311,183

 

774,687

 

 

3,085,870

 

Foreign

 

Semi-annually

 

2,321,766

 

1,410,000

 

3,731,766

 

14,100,000

 

 

 

14,100,000

 

 

3,822,187

 

3,822,187

 

13,032,988

 

4,368,539

 

 

17,401,527

 

Foreign

 

Semi-annually

 

7,117,655

 

7,145,880

 

14,263,535

 

18,425,880

 

 

 

18,425,880

 

 

2,419,186

 

2,419,186

 

24,041,519

 

8,058,497

 

 

32,100,016

 

Foreign

 

At Maturity

 

286,544

 

 

286,544

 

28,200,000

 

 

 

28,200,000

 

 

235,626

 

235,626

 

 

29,002,545

 

 

29,002,545

 

Foreign

 

Semi-annually

 

369,719

 

21,150,000

 

21,519,719

 

21,150,000

 

 

 

21,150,000

 

 

270,019

 

270,019

 

32,582,471

 

10,921,346

 

 

43,503,817

 

Foreign

 

Semi-annually

 

 

2,034,087

 

2,034,087

 

4,532,161

 

5,229,685

 

6,034,564

 

15,796,410

 

2,134,813

 

 

2,134,813

 

4,238,891

 

5,254,214

 

10,230,260

 

19,723,365

 

Foreign

 

Semi-annually

 

 

3,219,291

 

3,219,291

 

7,145,677

 

8,204,039

 

 

15,349,716

 

3,270,587

 

 

3,270,587

 

6,717,015

 

8,263,288

 

4,579,861

 

19,560,164

 

Foreign

 

Semi-annually

 

 

 

 

 

 

3,289,176

 

3,289,176

 

18,869

 

 

18,869

 

 

 

3,549,700

 

3,549,700

 

Foreign

 

At Maturity

 

27,549

 

 

27,549

 

4,901,950

 

 

 

4,901,950

 

19,996

 

 

19,996

 

5,156,948

 

 

 

5,156,948

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

1,028,759

 

 

1,028,759

 

 

 

 

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

15,962

 

1,014,199

 

1,030,161

 

 

 

 

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

27,89

 

1,521,300

 

1,549,190

 

 

 

 

 

Foreign

 

At Maturity

 

1,936

 

 

1,936

 

1,333,864

 

 

 

1,333,864

 

1,228

 

 

1,228

 

1,403,251

 

 

 

1,403,251

 

Foreign

 

At Maturity

 

 

3,524,902

 

3,524,902

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

 

6,579,812

 

6,579,812

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

Semi-annually

 

 

56,558,766

 

56,558,766

 

56,400,000

 

 

 

56,400,000

 

 

58,453,666

 

58,453,666

 

116,494,360

 

 

 

116,494,360

 

Foreign

 

Semi-annually

 

28,592

 

125,856

 

154,448

 

167,212

 

32,658

 

1,304,607

 

1,504,477

 

 

170,373

 

170,373

 

 

1,773,044

 

 

1,773,044

 

Foreign

 

Semi-annually

 

233,456

 

3,915,570

 

4,149,026

 

3,915,570

 

 

 

3,915,570

 

 

4,254,934

 

4,254,934

 

18,929,356

 

2,333,260

 

 

21,262,616

 

Foreign

 

Semi-annually

 

1,106,146

 

3,547,766

 

4,653,912

 

7,202,141

 

4,305,798

 

9,066,992

 

20,574,931

 

 

6,964,706

 

6,964,706

 

 

21,634,459

 

 

21,634,459

 

Foreign

 

Semi-annually

 

967,059

 

2,757,153

 

3,724,212

 

8,054,776

 

976,09

 

 

9,030,866

 

 

3,499,199

 

3,499,199

 

 

11,672,734

 

 

11,672,734

 

Foreign

 

Semi-annually

 

6,439,374

 

15,673,356

 

22,112,730

 

35,333,122

 

13,847,857

 

 

49,180,979

 

 

9,165,296

 

9,165,296

 

 

37,630,530

 

 

37,630,530

 

Foreign

 

Semi-annually

 

1,982,611

 

5,722,717

 

7,705,328

 

17,821,201

 

12,798,992

 

 

30,620,193

 

 

11,815,731

 

11,815,731

 

 

37,047,536

 

 

37,047,536

 

Foreign

 

Semi-annually

 

 

 

 

 

 

 

 

 

7,294,354

 

7,294,354

 

 

19,228,350

 

 

19,228,350

 

Foreign

 

At Maturity

 

583,558

 

1,686,071

 

2,269,629

 

8,430,354

 

 

 

8,430,354

 

1,920,085

 

3,152,668

 

5,072,753

 

 

 

 

 

Foreign

 

Quartely

 

 

 

 

 

 

 

 

3,681,430

 

 

3,681,430

 

 

11,561,913

 

 

11,561,913

 

Foreign

 

Quartely

 

 

 

 

 

6,908,207

 

21,661,326

 

28,569,533

 

 

 

 

 

 

 

 

Foreign

 

Quartely

 

415,488

 

1,246,464

 

1,661,952

 

1,577,727

 

 

 

1,577,727

 

1,619,527

 

 

1,619,527

 

7,820,494

 

 

 

7,820,494

 

Foreign

 

Semi-annually

 

 

3,373,158

 

3,373,158

 

1,686,071

 

 

 

1,686,071

 

 

3,652,838

 

3,652,838

 

5,476,714

 

 

 

5,476,714

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

13,155

 

 

13,155

 

2,631,096

 

 

 

2,631,096

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

25,609

 

 

25,609

 

5,262,192

 

 

 

5,262,192

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

27,189

 

 

27,189

 

5,086,786

 

 

 

5,086,786

 

Foreign

 

At Maturity

 

101,81

 

 

101,81

 

3,501,393

 

 

 

3,501,393

 

5,252,955

 

 

5,252,955

 

 

 

 

 

Foreign

 

Semi-annually

 

10,102

 

 

10,102

 

2,500,995

 

 

 

2,500,995

 

8,901

 

 

8,901

 

2,631,096

 

 

 

2,631,096

 

Foreign

 

Semi-annually

 

10,102

 

 

10,102

 

2,500,995

 

 

 

2,500,995

 

8,901

 

 

8,901

 

2,631,096

 

 

 

2,631,096

 

Foreign

 

Semi-annually

 

4,255

 

 

4,255

 

2,167,529

 

 

 

2,167,529

 

3,481

 

 

3,481

 

2,280,283

 

 

 

2,280,283

 

Foreign

 

Semi-annually

 

4,041

 

 

4,041

 

1,000,398

 

 

 

1,000,398

 

3,56

 

 

3,56

 

1,052,438

 

 

 

1,052,438

 

Foreign

 

Semi-annually

 

16,837

 

 

16,837

 

4,168,325

 

 

 

4,168,325

 

10,613

 

 

10,613

 

 

 

 

 

Foreign

 

Semi-annually

 

10,102

 

 

10,102

 

2,500,995

 

 

 

2,500,995

 

14,835

 

 

14,835

 

4,385,160

 

 

 

4,385,160

 

Foreign

 

Semi-annually

 

1,544,238

 

 

1,544,238

 

 

 

 

 

8,901

 

 

8,901

 

2,631,096

 

 

 

2,631,096

 

Foreign

 

Semi-annually

 

108,566

 

 

108,566

 

6,669,320

 

 

 

6,669,320

 

109,098

 

 

109,098

 

7,016,257

 

 

 

7,016,257

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

1,603,498

 

 

1,603,498

 

 

 

 

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

1,603,498

 

 

1,603,498

 

 

 

 

 

Foreign

 

Semi-annually

 

 

1,177,774

 

1,177,774

 

 

 

 

 

 

1,334,474

 

1,334,474

 

 

 

 

 

Foreign

 

At Maturity

 

 

 

 

1,413,329

 

 

 

1,413,329

 

 

 

 

1,601,369

 

 

 

1,601,369

 

Foreign

 

Quartely

 

 

 

 

1,413,328

 

353,332

 

 

1,766,660

 

 

 

 

2,001,711

 

 

 

2,001,711

 

Foreign

 

Quartely

 

 

 

 

1,943,328

 

 

 

1,943,328

 

 

 

 

3,336,185

 

 

 

3,336,185

 

Foreign

 

Semi-annually

 

 

1,177,774

 

1,177,774

 

2,355,548

 

 

 

2,355,548

 

 

 

 

5,337,896

 

 

 

5,337,896

 

Foreign

 

Quartely

 

 

 

 

1,413,328

 

 

 

1,413,328

 

 

 

 

2,001,711

 

 

 

2,001,711

 

Foreign

 

Semi-annually

 

 

1,001,108

 

1,001,108

 

2,355,548

 

353,332

 

 

2,708,880

 

 

 

 

2,668,948

 

 

 

2,668,948

 

Foreign

 

At Maturity

 

 

 

 

918,665

 

 

 

918,665

 

 

 

 

1,040,890

 

 

 

1,040,890

 

Foreign

 

Annual

 

 

521,504

 

521,504

 

 

7,675,010

 

 

7,675,010

 

 

992,23

 

992,23

 

 

7,826,033

 

 

7,826,033

 

Foreign

 

Annual

 

 

373,568

 

373,568

 

 

5,497,818

 

 

5,497,818

 

 

710,761

 

710,761

 

 

5,606,000

 

 

5,606,000

 

Foreign

 

Annual

 

 

1,230,198

 

1,230,198

 

 

18,104,904

 

 

18,104,904

 

 

2,340,613

 

2,340,613

 

 

18,461,158

 

 

18,461,158

 

Foreign

 

Annual

 

 

1,363,850

 

1,363,852

 

 

20,071,871

 

 

20,071,871

 

 

2,594,904

 

2,594,904

 

 

20,466,830

 

 

20,466,830

 

Foreign

 

Semi-annually

 

 

1,552,762

 

1,552,764

 

 

22,852,099

 

 

22,852,099

 

 

2,954,334

 

2,954,334

 

 

23,301,764

 

 

23,301,764

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

706,604

 

 

706,604

 

 

 

 

 

Foreign

 

At Maturity

 

602,549

 

 

602,549

 

 

 

 

 

685,119

 

 

685,119

 

 

 

 

 

Foreign

 

At Maturity

 

713,26

 

 

713,26

 

 

 

 

 

385,93

 

 

385,93

 

 

 

 

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

1,034,484

 

 

1,034,484

 

 

 

 

 

 

F-73


 


Table of Contents

 

Identification of Bank Borrowings by Companies (continuation)

 

Company ID
Number

 

Company

 

Country

 

ID Number
Financial
Institution

 

Financial Institution

 

Country

 

Currency

 

Effective
interest rate

 

Nominal
interest rate

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Credit Suisse International

 

Argentina

 

US$

 

Libor+12%

 

Libor+12%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Citibank

 

Argentina

 

US$

 

Libor+4,8%

 

Libor+4,8%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Nación Argentina

 

Argentina

 

Ar$

 

BAIBOR+5%

 

BAIBOR+5%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Mediocredito Italiano

 

Argentina

 

Ar$

 

1,75%

 

1,75%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Santander Río

 

Argentina

 

Ar$

 

16,07%

 

16,07%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Comafi

 

Argentina

 

Ar$

 

15,00%

 

15,00%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Itau

 

Argentina

 

Ar$

 

BAIBOR+5%

 

BAIBOR+5%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Citibank

 

Argentina

 

Ar$

 

13,80%

 

13,80%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Galicia

 

Argentina

 

Ar$

 

15,50%

 

15,50%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Citibank

 

Argentina

 

US$

 

5,32%

 

5,32%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Galicia

 

Argentina

 

US$

 

6,39%

 

6,39%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Supervielle

 

Argentina

 

Ar$

 

13,80%

 

13,80%

 

Foreign

 

Endesa Costanera S,A,

 

Argentina

 

Foreign

 

Banco Macro

 

Argentina

 

Ar$

 

16,00%

 

16,00%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Ciudad

 

Argentina

 

Ar$

 

15,80%

 

15,80%

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Banco Standard

 

Argentina

 

Ar$

 

17,14%

 

17,14%

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

B,N,P, Paribas

 

U.S.

 

US$

 

6,32%

 

5,98%

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Export Development Corpotation Loan

 

U.S.

 

US$

 

Libor+1,0

 

Libor+1,0

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Banco Bilbao Vizcaya Argentaria S.A.

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of Tokyo-Mitsubishi. Ltd.

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Caja Madrid, Caja Madrid Miami Agency

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Banco Santander Central Hispano S,A, N.Y.B.

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Citibank NA. Nassau, Bahamas Branch

 

U.S.

 

US$

 

Libor+0,301Q

 

Libor+0,301

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Ing Bank N.V.

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

San Paolo IMI S.p.A

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

HSBC Bank pic Spanish Branch

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

ABN AMRO Bank

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Instituto de Credito Oficial

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Deutsche Bank AG New York Branch

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Royal Bank of Scotland PLC

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Export Development Corpotation Loan

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

B.N.P. Paribas Panama Branch

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

Banco Español de crédito S.A. N.Y.B.

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

97,030,000-7

 

Banco Estado

 

U.S.

 

US$

 

Libor+0,300

 

Libor+0,300

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of Nova Scotia

 

U.S.

 

US$

 

Libor+0,750

 

Libor+0,750

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

Deutsche Bank

 

Argentina

 

US$

 

Libor+3,5%

 

Libor+3,5%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

Standard Bank

 

Argentina

 

US$

 

Libor+3,5%

 

Libor+3,5%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

ITAU - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

STANDARD - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

SANTANDER - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

HIPOTECARIO - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

GALICIA - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

ITAU - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

SANTANDER - Sindicado

 

Argentina

 

Ar$

 

BPC + 5,75%

 

BPC + 5,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

Ciudad

 

Argentina

 

Ar$

 

15,84%

 

15,84%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

CITIBANK

 

Argentina

 

Ar$

 

15,22%

 

15,22%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

FRANCES

 

Argentina

 

Ar$

 

14,93%

 

14,93%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

INDUSTRIAL

 

Argentina

 

Ar$

 

17,20%

 

17,20%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

MACRO

 

Argentina

 

Ar$

 

17,75%

 

17,75%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

ITAU - Nuevo Sindicado

 

Argentina

 

Ar$

 

19,12%

 

19,12%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

STANDARD - Nuevo Sindicado

 

Argentina

 

Ar$

 

19,12%

 

19,12%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

SANTANDER - Nuevo Sindicado

 

Argentina

 

Ar$

 

19,12%

 

19,12%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

HIPOTECARIO - Nuevo Sindicado

 

Argentina

 

Ar$

 

19,12%

 

19,12%

 

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Foreign

 

GALICIA - Nuevo Sindicado

 

Argentina

 

Ar$

 

19,12%

 

19,12%

 

96,830,980-3

 

Inversiones Gas Atacama Holding Ltda,

 

Chile

 

Foreign

 

PNC BANK

 

U.S.

 

US$

 

3,09%

 

3,09%

 

96,830,980-3

 

Inversiones Gas Atacama Holding Ltda,

 

Chile

 

96,963,440-6

 

SC GROUP

 

Chile

 

US$

 

7,50%

 

7,50%

 

96,589,170-6

 

Pangue

 

Chile

 

Foreign

 

Export Development Corporation

 

Canadá

 

US$

 

1,63%

 

1,63%

 

Foreign

 

Synapsis Brazil Ltda,

 

Brazil

 

Foreign

 

BNB

 

Brazil

 

Reais

 

11,30%

 

11,30%

 

Foreign

 

Synapsis Colombia Ltda,

 

Colombia

 

Foreign

 

Banco de Bogotá

 

Colombia

 

CPs

 

11,50%

 

11,50%

 

 

 

 

 

 

December 31,2010

 

December 31,2009

 

 

 

 

 

Current M$

 

Non- Current M$

 

Current M$

 

Non Current M$

 

Company ID
Number

 

Type
of
Amortization

 

Less than
90 days

 

More tan 90
days

 

Current,
Total

 

1 to 3
yearss

 

3 to 5 years

 

Over 5
years

 

Non-
Current,
Total

 

Less than
90 days

 

More than
90 days

 

Current,
Total

 

1 to 3 yearss

 

3 to 5 years

 

Over 5
years

 

Non-
Current,
Total

 

Foreign

 

At Maturity

 

6,596

 

 

6,596

 

4,013,854

 

 

 

4,013,854

 

2,176,661

 

 

2,176,661

 

2,173,458

 

 

 

2,173,458

 

Foreign

 

At Maturity

 

614,327

 

 

614,327

 

 

 

 

 

 

407,548

 

407,548

 

 

 

 

 

Foreign

 

At Maturity

 

 

1,815,068

 

1,815,068

 

2,077,593

 

 

 

2,077,593

 

686,987

 

2,668,948

 

3,355,935

 

 

 

 

 

Foreign

 

At Maturity

 

 

963,655

 

963,655

 

 

 

 

 

 

1,951,134

 

1,951,134

 

972,164

 

 

 

972,164

 

Foreign

 

At Maturity

 

882,153

 

 

882,153

 

 

 

 

 

306,929

 

 

306,929

 

 

 

 

 

Foreign

 

At Maturity

 

 

 

 

 

 

 

 

404,479

 

 

404,479

 

 

 

 

 

Foreign

 

At Maturity

 

2,679,318

 

 

2,679,318

 

 

 

 

 

1,730,145

 

918,786

 

2,648,931

 

 

 

 

 

Foreign

 

At Maturity

 

 

3,705,866

 

3,705,866

 

 

 

 

 

562,347

 

 

562,347

 

 

 

 

 

Foreign

 

At Maturity

 

1,778,439

 

 

1,778,439

 

 

 

 

 

257,554

 

 

257,554

 

 

 

 

 

Foreign

 

At Maturity

 

381,952

 

 

 

381,952

 

 

 

 

 

 

1,136,571

 

1,136,571

 

 

 

 

 

Foreign

 

At Maturity

 

 

277,01

 

277,01

 

 

 

 

 

158,669

 

 

158,669

 

 

 

 

 

Foreign

 

At Maturity

 

1,779,852

 

 

1,779,852

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

357,808

 

 

357,808

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

 

954,115

 

954,115

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

1,159,754

 

 

1,159,754

 

 

 

 

 

 

 

 

 

 

 

 

91,081,000-6

 

Semi-annually

 

 

821,662

 

821,662

 

1,531,395

 

1,531,396

 

 

3,062,791

 

 

901,716

 

901,716

 

1,659,304

 

1,659,304

 

829,651

 

4,148,259

 

91,081,000-6

 

Semi-annually

 

356,896

 

335,088

 

691,984

 

1,340,104

 

670,052

 

 

2,010,156

 

 

759,503

 

759,503

 

1,452,034

 

1,452,035

 

 

2,904,069

 

91,081,000-6

 

At Maturity

 

24,636

 

 

24,636

 

 

27,418,295

 

 

27,418,295

 

 

15,815,933

 

15,815,933

 

 

30,540,510

 

 

30,540,510

 

91,081,000-6

 

At Maturity

 

 

 

 

 

15,335,657

 

 

15,335,657

 

 

12,675,768

 

12,675,768

 

17,110,472

 

16,594,577

 

 

 

33,705,049

 

91,081,000-6

 

At Maturity

 

 

 

 

 

23,235,843

 

 

23,235,843

 

 

8,241,742

 

8,241,742

 

 

25,143,298

 

 

 

25,143,298

 

91,081,000-6

 

At Maturity

 

 

 

 

 

15,335,656

 

 

15,335,656

 

 

10,771,619

 

10,771,619

 

17,110,472

 

16,594,577

 

 

 

33,705,049

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

 

15,840,616

 

15,840,616

 

17,110,473

 

 

 

 

17,110,472

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

20,326,059

 

20,326,059

 

 

 

 

 

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

12,672,493

 

12,672,493

 

 

 

 

 

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

10,560,411

 

10,560,411

 

 

 

 

 

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

5,280,206

 

5,280,206

 

 

 

 

 

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

5,280,206

 

5,280,206

 

10,139,549

 

 

 

 

10,139,539

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

 

4,224,164

 

4,224,164

 

 

 

 

 

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

 

 

5,069,769

 

 

 

 

5,069,769

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

 

 

12,674,424

 

 

 

 

12,674,424

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

 

 

10,139,539

 

 

 

 

10,139,539

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

11,617,921

 

 

 

11,617,921

 

 

 

 

5,069,769

 

12,571,649

 

 

 

17,641,418

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

 

 

6,970,933

 

 

 

 

6,970,933

 

91,081,000-6

 

At Maturity

 

 

 

 

 

 

 

 

 

5,068,997

 

5,068,997

 

 

 

 

 

 

Foreign

 

At Maturity

 

1,383,337

 

8,390,068

 

9,773,405

 

 

 

 

 

1,508,290

 

4,437,126

 

5,945,416

 

10,564,564

 

 

 

 

10,564,564

 

Foreign

 

At Maturity

 

1,383,337

 

8,390,068

 

9,773,405

 

 

 

 

 

1,508,290

 

4,437,126

 

5,945,416

 

10,564,564

 

 

 

 

10,564,564

 

Foreign

 

At Maturity

 

22,071

 

1,095,330

 

1,117,401

 

1,095,330

 

 

 

1,095,330

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

22,071

 

1,095,330

 

1,117,401

 

1,095,330

 

 

 

1,095,330

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

23,732

 

1,177,774

 

1,201,506

 

1,177,774

 

 

 

1,177,774

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

19,936

 

989,33

 

1,009,266

 

989,33

 

 

 

989,33

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

9,493

 

471,11

 

480,603

 

471,11

 

 

 

471,11

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

8,307

 

412,221

 

420,528

 

412,221

 

 

 

412,221

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

8,307

 

412,221

 

420,528

 

412,221

 

 

 

412,221

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

10,029

 

 

10,029

 

 

 

 

 

14,946

 

 

14,946

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

729,446

 

 

729,446

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

596,14

 

 

596,14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

711,729

 

 

711,729

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

2,391,059

 

 

2,391,059

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

245,369

 

2,314

 

247,683

 

1,226,886

 

 

 

1,226,886

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

539,813

 

5,092

 

544,905

 

2,699,066

 

 

 

2,699,066

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

392,591

 

3,703

 

396,294

 

1,962,957

 

 

 

1,962,957

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

196,296

 

1,851

 

198,147

 

981,478

 

 

 

981,478

 

 

 

 

 

 

 

 

 

Foreign

 

At Maturity

 

196,296

 

1,851

 

198,147

 

981,478

 

 

 

981,478

 

 

 

 

 

 

 

 

 

96,830,980-3

 

Semi-annually

 

 

208,031

 

208,031

 

 

 

 

 

 

 

 

 

225,406

 

 

 

225,406

 

96,830,980-3

 

Annual

 

 

17,550,375

 

17,550,375

 

 

 

 

 

 

 

34,965,052

 

34,965,052

 

 

 

 

 

96,589,170-6

 

Semi-annually

 

 

 

 

 

 

 

 

370,984

 

 

370,984

 

 

 

 

 

Foreign

 

Annual

 

 

 

 

 

 

 

 

194,837

 

 

194,837

 

 

 

 

 

Foreign

 

Semi-annually

 

 

 

 

 

 

 

 

744,192

 

 

744,192

 

 

 

 

 

 

 

Total

 

43,971,883

 

200,531,127

 

244,503,010

 

303,051,447

 

222,356,512

 

41,356,665

 

566,764,624

 

35,870,786

 

309,576,995

 

345,447,781

 

423,128,155

 

390,520,277

 

19,189,472

 

832,837,904

 

 

Appendix No. 4, letter a), presents additional information on financial debt which includes a projection of future cash flows (undiscounted) that the Group will have to disburse to settle the bank loans detailed above.

 

F-74


 


Table of Contents

 

18.2              Unsecured liabilities detailed by currency and maturity

 

·             Summary of unsecured obligations by currency and maturity as of December 31, 2010 and 2009

 

 

 

 

 

 

 

 

 

Current

 

Non- Current

 

 

 

 

 

 

 

 

 

Maturity

 

Current

 

Maturity

 

Non-Current

 

Country

 

Currency

 

Nominal
Annual Rate

 

Secured/
Unsecured

 

One to three
months

ThCh$

 

Three to twelve
months

ThCh$

 

Portion at
12/31/2010

ThCh$

 

One to three
years

ThCh$

 

Three to five
years

ThCh$

 

Five years or
more

ThCh$

 

Portion at
12/31/2010

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chile

 

US$

 

8.10

%

Unsecured

 

20,226,869

 

722,956

 

20,949,825

 

185,675,099

 

263,691,199

 

261,884,873

 

711,251,171

 

Chile

 

UF

 

5.32

%

Unsecured

 

1,091,599

 

9,114,072

 

10,205,671

 

14,544,226

 

15,984,434

 

396,428,448

 

426,957,108

 

Peru

 

US$

 

6.88

%

Unsecured

 

870,099

 

3,801,453

 

4,671,552

 

 

 

7,528,779

 

27,242,221

 

34,771,000

 

Peru

 

Soles

 

7.35

%

Unsecured

 

19,784,574

 

49,456

 

19,834,030

 

57,933,048

 

51,988,516

 

39,215,602

 

149,137,166

 

Argentina 

 

Ar$

 

12.28

%

Unsecured

 

 

7,736,090

 

7,736,090

 

3,862,274

 

 

 

 

3,862,274

 

Colombia

 

CPs

 

7.88

%

Unsecured

 

1,586,797

 

131,473,631

 

133,060,428

 

89,822,752

 

37,829,581

 

414,522,034

 

542,174,367

 

Brazil 

 

Reais

 

11.29

%

Unsecured

 

7,503,875

 

77,690,863

 

85,194,738

 

128,445,480

 

42,472,182

 

 

 

170,917,662

 

 

 

 

 

 

 

Total

 

51,063,813

 

230,588,521

 

281,652,334

 

480,282,879

 

419,494,691

 

1,139,293,178

 

2,039,070,748

 

 

 

 

 

 

 

 

 

 

Current

 

Non- Current

 

 

 

 

 

 

 

 

 

Maturity

 

Current

 

Maturity

 

Non-Current

 

Country

 

Currency

 

Nominal
Annual Rate

 

Secured/
Unsecured

 

One to three
months

ThCh$

 

Three to twelve
months

ThCh$

 

Portion at
12/31/2009

ThCh$

 

One to three
years

ThCh$

 

Three to five
years

ThCh$

 

Five years or
more

ThCh$

 

Portion at
12/31/2009

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chile

 

US$

 

7.88

%

Unsecured

 

15,916,932

 

6,782,703

 

22,699,635

 

 

374,659,229

 

396,512,189

 

771,171,418

 

Chile

 

CH$

 

5.01

%

Unsecured

 

1,081,503

 

8,843,672

 

9,925,175

 

9,968,809

 

10,597,098

 

414,087,715

 

434,653,622

 

Peru

 

US$

 

6.97

%

Unsecured

 

 

789,504

 

789,504

 

4,056,799

 

10,795,915

 

28,443,379

 

43,296,093

 

Peru

 

Soles

 

7.23

%

Unsecured

 

7,806,462

 

314,504

 

8,120,966

 

40,135,949

 

72,592,833

 

43,870,894

 

156,599,676

 

Argentina

 

Ar$

 

11.75

%

Unsecured

 

 

8,807,528

 

8,807,528

 

13,211,293

 

 

 

13,211,293

 

Colombia

 

CPs

 

9.94

%

Unsecured

 

1,446,813

 

130,251,384

 

131,698,197

 

57,977,534

 

101,954,329

 

447,119,273

 

607,051,136

 

Brazil

 

Reais

 

12.94

%

Unsecured

 

 

48,851,910

 

48,851,910

 

154,419,099

 

97,045,044

 

 

251,464,143

 

 

 

 

 

 

 

Total

 

26,251,710

 

204,641,205

 

230,892,915

 

279,769,483

 

667,644,448

 

1,330,033,450

 

2,277,447,381

 

 

F-75


 


Table of Contents

 

18.3              Secured liabilities breakdown by currency and maturity

 

·             Summary of secured obligations by currency and maturity as of December 31, 2010 and 2009

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

 

 

 

 

 

 

 

 

Maturity

 

 

 

Maturity

 

Non-Current

 

Country

 

Currency

 

Nominal
Annual Rate

 

Secured/
Unsecured

 

One to three
months

ThCh$

 

Three to twelve
months

ThCh$

 

Current Total
at 12/31/2010

ThCh$

 

One to three
years

ThCh$

 

Three to five
years

ThCh$

 

Five years or
more

ThCh$

 

Total at
12/31/2010

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peru

 

US$

 

6.15

%

Secured

 

 

66,252

 

66,252

 

9,367,060

 

 

 

9,367,060

 

Peru

 

Soles

 

6.26

%

Secured

 

4,373,389

 

5,082,647

 

9,456,036

 

4,168,325

 

4,168,325

 

 

8,336,650

 

 

 

 

 

 

 

Total

 

4,373,389

 

5,148,899

 

9,522,288

 

13,535,385

 

4,168,325

 

 

17,703,710

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

 

 

 

 

 

 

 

 

Maturity

 

 

 

Maturity

 

Non-Current

 

Country

 

Currency

 

Nominal
Annual Rate

 

Secured/
Unsecured

 

One to three
months

ThCh$

 

Three to twelve
months

ThCh$

 

Current Total
at 12/31/2009

ThCh$

 

One to three
years

ThCh$

 

Three to five
years

ThCh$

 

Five years or
more

ThCh$

 

Total at
12/31/2009

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Peru

 

US$

 

6.06

%

Secured

 

 

72,618

 

72,618

 

10,141,998

 

 

 

10,141,998

 

Peru

 

Soles

 

6.28

%

Secured

 

 

10,950,797

 

10,950,797

 

9,647,352

 

8,770,320

 

 

18,417,672

 

 

 

 

 

 

 

Total

 

 

11,023,415

 

11,023,415

 

19,789,350

 

8,770,320

 

 

28,559,670

 

 

The fair value of current and non-current secured and unsecured obligations totaled ThCh$ 2,753,493,822 and ThCh$ 2,957,767,022 as of December 31, 2010 and 2009, respectively.

 

F-76


 


Table of Contents

 

·             Secured and unsecured obligations by Company

 

Company ID
Number

 

Company

 

Country

 

Finncial
Institution
ID Number

 

Financial Institution

 

Country

 

Currency

 

Interest

effective
rate

 

Nominal

interest
rate

 

Secured

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.72%

 

6.72%

 

SI

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.47%

 

6.47%

 

SI

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.09%

 

6.09%

 

SI

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.16%

 

6.16%

 

SI

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.16%

 

6.16%

 

SI

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

5.91%

 

5.91%

 

SI

 

Foreign

 

Chinango

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.57%

 

6.06%

 

SI

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

BONOS

 

Brazil

 

Reais

 

CDI+0.85%aa

 

CDI+0.85%aa

 

No

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

BONOS

 

Brazil

 

Reais

 

CDI+1.10%aa

 

CDI+1.10%aa

 

No

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

BONOS

 

Brazil

 

Reais

 

CDI+6.58%aa

 

CDI+6.58%aa

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B5

 

Colombia

 

CPs

 

IPC+6.14%

 

IPC+6.14%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B8

 

Colombia

 

CPs

 

IPC+6.34%

 

IPC+6.34%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B302

 

Colombia

 

CPs

 

IPC+4.60%

 

IPC+4.60%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B102

 

Colombia

 

CPs

 

IPC+5.3%

 

IPC+5.3%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B52

 

Colombia

 

CPs

 

DTF+2.40%

 

DTF+2.40%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B203

 

Colombia

 

CPs

 

DTF+2.11%

 

DTF+2.11%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B503

 

Colombia

 

CPs

 

DTF+2.58%

 

DTF+2.58%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B503

 

Colombia

 

CPs

 

IPC+5.99%

 

IPC+5.99%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B102

 

Colombia

 

CPs

 

IPC+5.55%

 

IPC+5.55%

 

No

 

Foreign

 

Compañía Distribuidora y Comercializadora de Energía S,A,

 

Colombia

 

Foreign

 

B304

 

Colombia

 

CPs

 

IPC+3.92%

 

IPC+3.92%

 

No

 

Foreign

 

Codensa

 

Colombia

 

Foreign

 

B304

 

Colombia

 

CPs

 

IPC+3.92%

 

IPC+3.92%

 

No

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Itaú

 

Brazil

 

Reais

 

12.00%

 

12.00%

 

No

 

Foreign

 

Coelce

 

Brazil

 

Foreign

 

Santander

 

Brazil

 

Reais

 

12.00%

 

12.00%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.28%

 

6.28%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.28%

 

6.28%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.75%

 

6.63%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.50%

 

6.50%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.44%

 

6.44%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.63%

 

6.63%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.59%

 

6.47%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.28%

 

5.97%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.34%

 

5.97%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

9.00%

 

6.34%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

7.78%

 

7.78%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO CONTINENTAL

 

Peru

 

US$

 

7.13%

 

7.13%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO SCOTIABANK

 

Peru

 

US$

 

6.63%

 

6.63%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO SCOTIABANK

 

Peru

 

US$

 

6.00%

 

6.00%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO SCOTIABANK

 

Peru

 

US$

 

6.00%

 

6.00%

 

No

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

BANCO SCOTIABANK

 

Peru

 

US$

 

6.00%

 

6.00%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Caja de Pensiones Militar Policial

 

Peru

 

Soles

 

7.38%

 

7.38%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

FCR - Macrofondo

 

Peru

 

Soles

 

1.27%

 

0.54%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Rimac Internacional Cia de Seguros

 

Peru

 

Soles

 

8.67%

 

5.44%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Rimac Internacional Cia de Seguros

 

Peru

 

Soles

 

9.92%

 

6.50%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

9.92%

 

6.50%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Fondo de Seguro de Retiro de Suboficiales y Especialistas Fosersoe

 

Peru

 

Soles

 

8.94%

 

8.75%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

7.45%

 

7.31%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Seguro Social de Salud - Essalud

 

Peru

 

Soles

 

8.00%

 

7.84%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

7.71%

 

7.56%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

8.32%

 

8.16%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Horizonte

 

Peru

 

Soles

 

7.35%

 

7.22%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

7.19%

 

7.06%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

8.16%

 

8.00%

 

No

 

 

 

 

December 2010

 

December-2009

 

 

 

Current

 

Non-Current

 

Current

 

Non- Current

 

Company ID
Number

 

Less
than 90
days

 

More
than 90
days

 

Total Current,

 

1 to 3
years

 

3 to 5
yeats

 

Over 5 years

 

Total
Non-Current,

 

Less
than 90
days

 

More
than 90
days

 

total Current,

 

1 to 3 years

 

3 to 5
years

 

Over 5
years

 

Total
Non-current,

 

Foreign

 

 

 

 

 

 

 

 

 

6,218,332

 

6,218,332

 

 

 

 

 

Foreign

 

 

52,430

 

52,430

 

4,168,325

 

 

 

4,168,325

 

 

55,078

 

55,078

 

 

4,385,160

 

 

4,385,160

 

Foreign

 

 

5,030,217

 

5,030,217

 

 

 

 

 

 

4,431,993

 

4,431,993

 

 

 

 

 

Foreign

 

4,255,775

 

 

4,255,775

 

 

 

 

 

 

29,644

 

29,644

 

5,262,192

 

 

 

5,262,192

 

Foreign

 

117,614

 

 

117,614

 

 

4,168,325

 

 

4,168,325

 

 

123,662

 

123,662

 

 

4,385,160

 

 

4,385,160

 

Foreign

 

 

 

 

 

 

 

 

 

92,088

 

92,088

 

4,385,160

 

 

 

4,385,160

 

Foreign

 

 

66,252

 

66,252

 

9,367,060

 

 

 

9,367,060

 

 

72,618

 

72,618

 

10,141,998

 

 

 

10,141,998

 

 

 

4,373,389

 

5,148,899

 

9,522,288

 

13,535,385

 

4,168,325

 

 

17,703,710

 

 

11,023,415

 

11,023,415

 

19,789,350

 

8,770,320

 

 

28,559,670

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

4,686,546

 

52,169,863

 

56,856,409

 

52,170,000

 

 

 

52,170,000

 

 

 

 

 

 

 

 

Foreign

 

174,000

 

 

174,000

 

32,523,060

 

 

 

32,523,060

 

 

 

 

 

 

 

 

 

Foreign

 

153,269

 

 

153,269

 

13,096,397

 

26,860,183

 

 

39,956,580

 

 

46,910,823

 

46,910,823

 

154,419,099

 

26,147,159

 

 

180,566,258

 

Foreign

 

240,683

 

48,655,410

 

48,896,093

 

 

 

 

 

239,630

 

 

239,630

 

49,612,813

 

 

 

49,612,813

 

Foreign

 

307,948

 

 

307,948

 

60,819,262

 

 

 

60,819,262

 

306,773

 

 

306,773

 

 

62,016,015

 

 

62,016,015

 

Foreign

 

353,650

 

 

353,650

 

 

 

 

 

173,600

 

55,667,344

 

55,840,944

 

 

 

 

 

Foreign

 

 

 

 

 

 

94,695,348

 

94,695,348

 

350,428

 

 

350,428

 

 

 

96,558,689

 

96,558,689

 

Foreign

 

22,810

 

 

22,810

 

8,203,302

 

 

 

8,203,302

 

89,286

 

 

89,286

 

8,364,721

 

 

 

8,364,721

 

Foreign

 

 

 

 

 

 

 

 

25,907

 

27,038,982

 

27,064,889

 

 

 

 

 

Foreign

 

69,066

 

 

69,066

 

20,800,188

 

 

 

20,800,188

 

78,909

 

 

78,909

 

 

18,728,836

 

 

18,728,836

 

Foreign

 

89,400

 

 

89,400

 

 

18,367,417

 

 

18,367,417

 

93,489

 

 

93,489

 

 

21,209,478

 

 

21,209,478

 

Foreign

 

90,029

 

 

90,029

 

 

 

19,462,164

 

19,462,164

 

88,791

 

 

88,791

 

 

 

19,845,125

 

19,845,125

 

Foreign

 

132,693

 

 

132,693

 

 

19,462,164

 

 

19,462,164

 

 

 

 

 

 

 

 

Foreign

 

280,518

 

 

280,518

 

 

 

35,275,172

 

35,275,172

 

 

 

 

 

 

 

 

Foreign

 

890,856

 

25,521,000

 

26,411,856

 

 

 

 

 

 

970,543

 

970,543

 

 

35,448,942

 

 

35,448,942

 

Foreign

 

1,599,204

 

 

1,599,204

 

30,656,023

 

15,611,999

 

 

46,268,022

 

 

970,544

 

970,544

 

 

35,448,943

 

 

35,448,943

 

Foreign

 

 

6,578

 

6,578

 

 

 

4,168,325

 

4,168,325

 

 

6,920

 

6,920

 

 

 

4,385,160

 

4,385,160

 

Foreign

 

128,730

 

 

128,730

 

 

 

4,168,325

 

4,168,325

 

 

 

 

 

 

4,385,160

 

4,385,160

 

Foreign

 

75,030

 

 

75,030

 

 

3,334,660

 

 

3,334,660

 

 

78,933

 

78,933

 

 

3,508,128

 

 

3,508,128

 

Foreign

 

76,767

 

 

76,767

 

4,168,325

 

 

 

4,168,325

 

 

80,760

 

80,760

 

 

4,385,160

 

 

4,385,160

 

Foreign

 

 

29,070

 

29,070

 

4,168,325

 

 

 

4,168,325

 

 

30,582

 

30,582

 

 

4,385,160

 

 

4,385,160

 

Foreign

 

 

13,808

 

13,808

 

4,168,325

 

 

 

4,168,325

 

 

14,526

 

14,526

 

 

4,385,160

 

 

4,385,160

 

Foreign

 

97,660

 

 

97,660

 

 

4,718,544

 

 

4,718,544

 

 

102,783

 

102,783

 

 

4,964,001

 

 

4,964,001

 

Foreign

 

127,919

 

 

127,919

 

 

 

4,683,530

 

4,683,530

 

 

108,963

 

108,963

 

4,056,799

 

4,995,402

 

5,866,821

 

14,919,022

 

Foreign

 

100,637

 

3,746,824

 

3,847,461

 

 

 

 

 

 

138,506

 

138,506

 

 

 

5,070,999

 

5,070,999

 

Foreign

 

127,923

 

 

127,923

 

 

 

4,683,530

 

4,683,530

 

 

59,148

 

59,148

 

 

4,929,095

 

 

4,929,095

 

Foreign

 

 

54,629

 

54,629

 

 

4,552,391

 

 

4,552,391

 

 

143,209

 

143,209

 

 

 

4,140,994

 

4,140,994

 

Foreign

 

132,266

 

 

132,266

 

 

 

3,824,571

 

3,824,571

 

 

102,050

 

102,050

 

 

 

3,222,567

 

3,222,567

 

Foreign

 

94,171

 

 

94,171

 

 

2,976,388

 

 

2,976,388

 

 

153,978

 

153,978

 

 

 

5,070,999

 

5,070,999

 

Foreign

 

142,213

 

 

142,213

 

 

 

4,683,530

 

4,683,530

 

 

83,650

 

83,650

 

 

 

5,070,999

 

5,070,999

 

Foreign

 

77,278

 

 

77,278

 

 

 

4,683,530

 

4,683,530

 

 

 

 

 

 

 

 

Foreign

 

67,692

 

 

67,692

 

 

 

4,683,530

 

4,683,530

 

 

 

 

 

 

 

 

 

Foreign

 

3,465,734

 

 

3,465,734

 

 

 

 

 

5,317,877

 

 

5,317,877

 

 

 

 

 

Foreign

 

819,886

 

 

819,886

 

 

 

 

 

4,485

 

 

4,485

 

858,071

 

 

 

858,071

 

Foreign

 

40,394

 

 

40,394

 

 

3,932,869

 

 

3,932,869

 

41,573

 

 

41,573

 

 

4,047,701

 

 

4,047,701

 

Foreign

 

14,881

 

 

14,881

 

 

3,924,661

 

 

3,924,661

 

15,316

 

 

15,316

 

 

4,039,254

 

 

4,039,254

 

Foreign

 

8,489

 

 

8,489

 

 

7,835,713

 

 

7,835,713

 

8,737

 

 

8,737

 

 

8,064,483

 

 

8,064,483

 

Foreign

 

24,315

 

 

24,315

 

 

5,001,990

 

 

5,001,990

 

25,580

 

 

25,580

 

 

 

5,262,192

 

5,262,192

 

Foreign

 

25,430

 

 

25,430

 

666,932

 

 

 

666,932

 

124,703

 

 

124,703

 

3,508,128

 

 

 

3,508,128

 

Foreign

 

19,965

 

 

19,965

 

2,500,995

 

 

 

2,500,995

 

26,753

 

 

26,753

 

 

701,626

 

 

701,626

 

Foreign

 

118,993

 

 

118,993

 

 

 

3,001,194

 

3,001,194

 

21,003

 

 

21,003

 

 

2,631,096

 

 

2,631,096

 

Foreign

 

60,180

 

 

60,180

 

 

 

2,500,995

 

2,500,995

 

125,183

 

 

125,183

 

 

 

3,157,315

 

3,157,315

 

Foreign

 

3,432,135

 

 

3,432,135

 

 

 

 

 

63,311

 

 

63,311

 

 

 

2,631,096

 

2,631,096

 

Foreign

 

150,163

 

 

150,163

 

 

 

4,535,138

 

4,535,138

 

102,546

 

 

102,546

 

3,508,128

 

 

 

3,508,128

 

Foreign

 

38,844

 

 

38,844

 

2,500,995

 

 

 

2,500,995

 

157,975

 

 

157,975

 

 

 

4,771,054

 

4,771,054

 

 

F-77


 


Table of Contents

 

 

·             Secured and unsecured obligations by Company (continuation)

 

Company ID
Number

 

Company

 

Country

 

Finncial
Institution
ID Number

 

Financial Institution

 

Country

 

Currency

 

Interest

effective
rate

 

Nominal

interest
rate

 

Secured

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

FCR - Macrofondo

 

Peru

 

Soles

 

6.77%

 

6.66%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

5.77%

 

5.69%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

5.99%

 

5.91%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Horizonte

 

Peru

 

Soles

 

6.06%

 

5.97%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

7.06%

 

6.94%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

6.67%

 

6.56%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

6.96%

 

6.84%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Integra

 

Peru

 

Soles

 

6.03%

 

5.94%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Mapfre Perú Cia de Seguros

 

Peru

 

Soles

 

6.38%

 

6.28%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

6.93%

 

6.81%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

7.25%

 

7.13%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

7.64%

 

7.50%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

7.87%

 

7.72%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

8.49%

 

8.31%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

8.42%

 

8.25%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

7.97%

 

7.81%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

8.06%

 

7.91%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Profuturo

 

Peru

 

Soles

 

8.23%

 

8.06%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Fondo Mi Vivienda

 

Peru

 

Soles

 

6.67%

 

6.56%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

Rimac Internacional Cia de Seguros

 

Peru

 

Soles

 

7.06%

 

7.06%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

AFP Prima

 

Peru

 

Soles

 

6.63%

 

6.63%

 

No

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

quinta serie A

 

Peru

 

Soles

 

7.44%

 

7.44%

 

No

 

Foreign

 

Edesur S,A,

 

Argentina

 

Foreign

 

oeds7

 

Argentina

 

Ar$

 

12.28%

 

11.75%

 

No

 

Foreign

 

Edesur S,A,

 

Argentina

 

Foreign

 

oeds7

 

Argentina

 

Ar$

 

12.28%

 

11.75%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos A-10

 

Colombia

 

CPs

 

7.97%

 

7.74%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B-103

 

Colombia

 

CPs

 

7.21%

 

7.03%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B-103

 

Colombia

 

CPs

 

7.33%

 

7.33%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos A102

 

Colombia

 

CPs

 

8.39%

 

8.14%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos A5

 

Colombia

 

CPs

 

5.32%

 

5.22%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B10

 

Colombia

 

CPs

 

8.39%

 

8.14%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B15

 

Colombia

 

CPs

 

8.29%

 

8.04%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos A5

 

Colombia

 

CPs

 

9.27%

 

9.27%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B9

 

Colombia

 

CPs

 

8.09%

 

7.86%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B12

 

Colombia

 

CPs

 

8.30%

 

8.05%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B7

 

Colombia

 

CPs

 

8.00%

 

8.00%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos B72

 

Colombia

 

CPs

 

8.55%

 

8.55%

 

No

 

Foreign

 

Emgesa

 

Colombia

 

Foreign

 

Bonos Comerciales

 

Colombia

 

CPs

 

4.20%

 

4.20%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of New York Mellon - Primera Emisión S-1

 

U.S.

 

US$

 

7.96%

 

7.88%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of New York Mellon - Primera Emisión S-2

 

U.S.

 

US$

 

7.40%

 

7.33%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of New York Mellon - Primera Emisión S-3

 

U.S.

 

US$

 

8.26%

 

8.13%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

97,004,000-5

 

Banco Santander Chile – 264 Serie-F

 

Chile

 

Ch$

 

6.44%

 

6.20%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of New York Mellon - 144 - A

 

U.S.

 

US$

 

8.50%

 

8.35%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Foreign

 

The Bank of New York Mellon - 144 - A

 

U.S.

 

US$

 

8.83%

 

8.63%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

97,004,000-5

 

Banco Santander Chile – 317 Serie-H

 

Chile

 

Ch$

 

7.17%

 

6.20%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

97,004,000-5

 

Banco Santander Chile – 318 Serie-K

 

Chile

 

Ch$

 

3.86%

 

3.80%

 

No

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

97,004,000-5

 

Banco Santander Chile – 522 Serie-M

 

Chile

 

Ch$

 

4.82%

 

4.75%

 

No

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Foreign

 

Yankee bonos 2016

 

U.S.

 

US$

 

7.40%

 

7.40%

 

No

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Foreign

 

Yankee bonos 2026

 

U.S.

 

US$

 

6.60%

 

6.60%

 

No

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Foreign

 

Yankee bonos 2014

 

U.S.

 

US$

 

7.38%

 

7.38%

 

No

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

 Foreign

 

Bonos UF 269

 

Chile

 

Ch$

 

5.75%

 

5.75%

 

No

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total     

 

 

 

 

 

 

December-2010

 

December-2009

 

 

 

Current

 

Non-Current

 

Current

 

Non-Current

 

Company ID
Number

 

Less than
90 days

 

More than
90 days

 

Current,
Total

 

1 to 3
years

 

3 to 5
yeats

 

Over 5
years

 

Non-
Current,
Total

 

Less than
90 days

 

More than
90 days

 

Current,
Total

 

1 to 3
years

 

3 to 5
years

 

Over 5
years

 

Non-
current,
Total

 

Foreign

 

37,405

 

 

37,405

 

3,334,660

 

 

 

3,334,660

 

40,864

 

 

40,864

 

 

2,631,096

 

 

2,631,096

 

Foreign

 

38,844

 

 

38,844

 

 

3,334,660

 

 

3,334,660

 

39,351

 

 

39,351

 

3,508,128

 

 

 

3,508,128

 

Foreign

 

192,403

 

 

192,403

 

6,669,320

 

 

 

6,669,320

 

40,864

 

 

40,864

 

 

 

3,508,128

 

3,508,128

 

Foreign

 

155,513

 

 

155,513

 

 

6,669,320

 

 

6,669,320

 

202,412

 

 

202,412

 

7,016,256

 

 

 

7,016,256

 

Foreign

 

98,477

 

 

98,477

 

5,001,990

 

 

 

5,001,990

 

163,603

 

 

163,603

 

 

 

7,016,256

 

7,016,256

 

Foreign

 

161,653

 

 

161,653

 

5,001,990

 

 

 

5,001,990

 

103,599

 

 

103,599

 

5,262,192

 

 

 

5,262,192

 

Foreign

 

3,401,208

 

 

3,401,208

 

 

 

 

 

170,062

 

 

170,062

 

 

5,262,192

 

 

5,262,192

 

Foreign

 

70,401

 

 

70,401

 

3,334,660

 

 

 

3,334,660

 

70,010

 

 

70,010

 

3,508,128

 

 

 

3,508,128

 

Foreign

 

13,410

 

 

13,410

 

 

4,168,325

 

 

4,168,325

 

74,064

 

 

74,064

 

 

3,508,128

 

 

3,508,128

 

Foreign

 

14,025

 

 

14,025

 

 

 

4,168,325

 

4,168,325

 

14,107

 

 

14,107

 

 

4,385,160

 

 

4,385,160

 

Foreign

 

3,452,068

 

 

3,452,068

 

 

 

 

 

14,754

 

 

14,754

 

 

 

4,385,160

 

4,385,160

 

Foreign

 

181,248

 

 

181,248

 

5,001,990

 

 

 

5,001,990

 

123,515

 

 

123,515

 

3,508,128

 

 

 

3,508,128

 

Foreign

 

9,509

 

 

9,509

 

2,167,529

 

 

 

2,167,529

 

190,677

 

 

190,677

 

 

5,262,192

 

 

5,262,192

 

Foreign

 

2,589,753

 

 

2,589,753

 

 

 

 

 

10,004

 

 

10,004

 

2,280,283

 

 

 

2,280,283

 

Foreign

 

152,924

 

 

152,924

 

4,245,022

 

 

 

4,245,022

 

11,811

 

 

11,811

 

2,712,660

 

 

 

2,712,660

 

Foreign

 

182,356

 

 

182,356

 

5,001,990

 

 

 

5,001,990

 

160,879

 

 

160,879

 

4,465,847

 

 

 

4,465,847

 

Foreign

 

99,528

 

 

99,528

 

 

4,153,319

 

 

4,153,319

 

191,842

 

 

191,842

 

 

5,262,192

 

 

5,262,192

 

Foreign

 

42,106

 

 

42,106

 

 

4,914,455

 

 

4,914,455

 

104,706

 

 

104,706

 

 

 

4,369,373

 

4,369,373

 

Foreign

 

73,597

 

 

73,597

 

 

 

5,001,990

 

5,001,990

 

44,296

 

 

44,296

 

 

5,170,104

 

 

5,170,104

 

Foreign

 

36,820

 

 

36,820

 

 

 

3,334,660

 

3,334,660

 

 

 

 

 

 

 

 

Foreign

 

148,809

 

 

148,809

 

 

 

5,001,990

 

5,001,990

 

 

 

 

 

 

 

 

Foreign

 

34,921

 

 

34,921

 

 

 

3,334,660

 

3,334,660

 

 

 

 

 

 

 

 

Foreign

 

 

3,886,654

 

3,886,654

 

 

 

 

 

 

8,807,528

 

8,807,528

 

13,211,293

 

 

 

13,211,293

 

Foreign

 

 

3,849,436

 

3,849,436

 

3,862,274

 

 

 

3,862,274

 

 

 

 

 

 

 

 

 

Foreign

 

 

411,850

 

411,850

 

 

 

51,088,180

 

51,088,180

 

 

77,674

 

77,674

 

 

 

54,124,027

 

54,124,027

 

Foreign

 

 

2,810,154

 

2,810,154

 

 

 

42,837,829

 

42,837,829

 

 

313,888

 

313,888

 

 

 

42,170,891

 

42,170,891

 

Foreign

 

 

78,448

 

78,448

 

 

 

9,384,105

 

9,384,105

 

 

2,781,270

 

2,781,270

 

 

 

9,922,563

 

9,922,563

 

Foreign

 

 

 

 

 

 

 

 

 

41,039,701

 

41,039,701

 

 

 

59,535,375

 

59,535,375

 

Foreign

 

 

83,357

 

83,357

 

 

 

12,027,617

 

12,027,617

 

 

98,880

 

98,880

 

 

 

12,264,287

 

12,264,287

 

Foreign

 

 

449,458

 

449,458

 

 

 

38,938,924

 

38,938,924

 

 

446,152

 

446,152

 

 

 

39,705,134

 

39,705,134

 

Foreign

 

 

161,483

 

161,483

 

 

 

13,501,876

 

13,501,876

 

 

160,448

 

160,448

 

 

 

13,767,556

 

13,767,556

 

Foreign

 

 

1,042,712

 

1,042,712

 

 

 

22,435,009

 

22,435,009

 

 

1,063,229

 

1,063,229

 

 

 

22,876,468

 

22,876,468

 

Foreign

 

 

1,108,613

 

1,108,613

 

 

 

53,083,052

 

53,083,052

 

 

1,101,083

 

1,101,083

 

 

 

54,127,579

 

54,127,579

 

Foreign

 

 

465,607

 

465,607

 

 

 

21,792,758

 

21,792,758

 

 

462,733

 

462,733

 

 

 

22,221,579

 

22,221,579

 

Foreign

 

 

44,319,708

 

44,319,708

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

 

14,773,236

 

14,773,236

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

 

17,113,595

 

17,113,595

 

 

 

 

 

 

 

 

 

 

 

 

91,081,000-6

 

3,161,628

 

 

3,161,628

 

 

 

94,921,874

 

94,921,874

 

3,425,699

 

 

3,425,699

 

 

 

102,917,226

 

102,917,226

 

91,081,000-6

 

1,011,025

 

 

1,011,025

 

 

 

32,652,675

 

32,652,675

 

1,095,470

 

 

1,095,470

 

 

 

35,440,766

 

35,440,766

 

91,081,000-6

 

640,355

 

 

640,355

 

 

 

13,515,600

 

13,515,600

 

693,840

 

 

693,840

 

 

 

15,095,048

 

15,095,048

 

91,081,000-6

 

1,091,599

 

321,834

 

1,413,433

 

1,609,167

 

2,252,833

 

25,121,867

 

28,983,867

 

1,081,503

 

314,143

 

1,395,646

 

1,256,571

 

1,884,860

 

25,832,339

 

28,973,770

 

91,081,000-6

 

6,513,139

 

 

6,513,139

 

185,675,099

 

 

 

185,675,099

 

7,057,142

 

 

7,057,142

 

 

195,594,900

 

 

195,594,900

 

91,081,000-6

 

3,363,822

 

 

3,363,822

 

 

92,366,575

 

 

92,366,575

 

3,644,781

 

 

3,644,781

 

 

 

99,962,409

 

99,962,409

 

91,081,000-6

 

 

5,497,845

 

5,497,845

 

8,925,508

 

8,925,508

 

54,281,364

 

72,132,380

 

 

5,421,895

 

5,421,895

 

8,712,238

 

8,712,238

 

57,413,607

 

74,838,083

 

91,081,000-6

 

 

673,096

 

673,096

 

 

 

85,561,441

 

85,561,441

 

 

657,013

 

657,013

 

 

 

83,760,687

 

83,760,687

 

91,081,000-6

 

 

419,706

 

419,706

 

 

 

210,717,524

 

210,717,524

 

 

409,678

 

409,678

 

 

 

214,572,642

 

214,572,642

 

94,271,000-3

 

 

720,747

 

720,747

 

 

 

120,393,171

 

120,393,171

 

 

780,947

 

780,947

 

 

 

142,661,648

 

142,661,648

 

94,271,000-3

 

 

2,209

 

2,209

 

 

 

401,553

 

401,553

 

 

2,393

 

2,393

 

 

 

435,092

 

435,092

 

94,271,000-3

 

5,536,900

 

 

5,536,900

 

 

171,324,624

 

 

171,324,624

 

 

5,999,363

 

5,999,363

 

 

179,935,747

 

 

179,935,747

 

94,271,000-3

 

 

2,201,591

 

2,201,591

 

4,009,551

 

4,806,093

 

20,746,252

 

29,561,896

 

 

2,040,943

 

2,040,943

 

 

 

32,508,440

 

32,508,440

 

 

 

51,063,813

 

230,588,521

 

281,652,334

 

480,282,879

 

419,494,691

 

1,139,293,178

 

2,039,070,748

 

26,251,710

 

204,641,205

 

230,892,915

 

279,769,483

 

667,644,448

 

1,330,033,450

 

2,277,447,381

 

 

Appendix No,4, letter b) presents additional information on financial debt which includes a projection of future cash flows (undiscounted) that the Group will have to disburse to settle the secured and unsecured obligations detailed above.

 

F-78


 


Table of Contents

 

- Detail of financial lease obligations

 

Company ID
Number

 

Company

 

Country

 

Company ID
Number

 

Financial Institution

 

Country

 

Currency

 

Interest
effective rate

 

91,081,000-6

 

Endesa S,A, (Chile)

 

Chile

 

87,509,100-K

 

Leasing Abengoa Chile

 

Chile

 

US$

 

6.40

%

Foreign

 

Edegel

 

Peru

 

Foreign

 

Banco Scotiabank

 

Peru

 

US$

 

2.03

%

96,830,980-3

 

Gas Atacama S.A.

 

Chile

 

96,976,410-5

 

Gasred S,A,

 

Chile

 

US$

 

8.27

%

Foreign

 

Edelnor

 

Peru

 

Foreign

 

BBVA

 

Peru

 

Soles

 

6.30

%

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

COMAFI

 

Argentina

 

Ar$

 

21.19

%

Foreign

 

Synapsis Brazil Ltda,

 

Brazil

 

Foreign

 

Leasing — IBM

 

Brazil

 

Reais

 

10.00

%

 

 

 

December - 2010

 

December - 2009

 

 

 

Current

 

Non-Current

 

Current

 

Non-Current

 

Company ID
Number

 

Less than 90
days

 

More than
90 days

 

Current,
Total

 

1 to 3 years

 

3 to 5 years

 

Over 5 years

 

Non-Current,
Total

 

Lees than 90
days

 

Current,

Total

 

1 to 3 years

 

3 to 5 years

 

Over 5 years

 

Non-Current,
Total

 

91,081,000-6

 

 

881,720

 

881,720

 

3,004,174

 

2,342,336

 

12,408,341

 

17,754,851

 

897,056

 

897,056

 

3,056,426

 

2,383,077

 

14,753,667

 

20,193,170

 

Foreign

 

1,877,853

 

5,562,774

 

7,440,627

 

12,096,296

 

11,246,668

 

16,687,463

 

40,030,427

 

8,485,635

 

8,485,635

 

28,873,973

 

9,844,821

 

24,156,332

 

62,875,126

 

96,830,980-3

 

 

249,450

 

249,450

 

 

 

 

 

249,240

 

249,240

 

270,538

 

 

 

270,538

 

Foreign

 

448,208

 

713,588

 

1,161,796

 

2,406,791

 

 

 

2,406,791

 

1,204,165

 

1,204,165

 

941,406

 

 

 

941,406

 

Foreign

 

 

460,392

 

460,392

 

947,990

 

 

 

947,990

 

484,147

 

484,147

 

1,574,946

 

 

 

1,574,946

 

Foreign

 

 

 

 

 

 

 

 

 

 

1,020,782

 

 

 

1,020,782

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Leasing

 

2,326,061

 

7,867,924

 

10,193,985

 

18,455,251

 

13,589,004

 

29,095,804

 

61,140,059

 

11,320,243

 

11,320,243

 

35,738,071

 

12,227,898

 

38,909,999

 

86,875,968

 

 

Appendix No.4 letter c) presents additional information on financial lease obligations which includes a projection of future cash flows (undiscounted) that the Group will have to disburse to settle these obligations.

 

- Detail of other obligations

 

Company ID
Number

 

Company

 

Country

 

Company ID
Number

 

Financial Institution

 

Country

 

Currency

 

Interest
effective
rate

 

Foreign

 

Endesa Costanera S,A,

 

Argentina

 

Foreign

 

Mitsubishi (deuda garantizada)

 

Argentina

 

US$

 

7.42

%

Foreign

 

Endesa Costanera S,A,

 

Argentina

 

Foreign

 

Mitsubishi (deuda no garantizada)

 

Argentina

 

US$

 

7.42

%

Foreign

 

Endesa Costanera S,A,

 

Argentina

 

Foreign

 

Otros

 

Argentina

 

Ar$

 

N/A

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

N/A

 

Otros

 

Chile

 

Ch$

 

1.58

%

96,830,980-3

 

Gas Atacama S.A.

 

Chile

 

N/A

 

Otros

 

Chile

 

Ch$

 

N/A

 

96,827,970-K

 

Endesa Eco S.A.

 

Chile

 

96,601,250-1

 

Inversiones Centinela S,A,

 

Chile

 

US$

 

N/A

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

N/A

 

Otros

 

Chile

 

Ch$

 

N/A

 

96,800,570-7

 

Chilectra S.A.

 

Chile

 

N/A

 

Otros

 

Chile

 

Ch$

 

N/A

 

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Eletrobrás

 

Brazil

 

Reais

 

7.75

%

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Otros

 

Brazil

 

Reais

 

10.95

%

Foreign

 

Ampla

 

Brazil

 

Foreign

 

Bndes

 

Brazil

 

Reais

 

10.13

%

Foreign

 

Endesa Brasil S.A.

 

Brazil

 

Foreign

 

IFC

 

Brazil

 

US$

 

N/A

 

 

 

 

December-2010

 

December-2009

 

 

 

Current

 

Non-Current

 

Current

 

Non-Current

 

Company ID
Number

 

Less than 90
days

 

More than
90 days

 

Current,
Total

 

1 to 3 years

 

3 to 5 years

 

Over 5 years

 

Non-Current,
Total

 

Less than 90
days

 

Current
Total

 

1 to 3
years

 

3 to 5 years

 

Over 5
years

 

Non-Current,
Total

 

Foreign

 

17,408,628

 

8,223,739

 

25,632,367

 

 

37,523,997

 

 

37,523,997

 

11,158,204

 

11,158,204

 

8,788,901

 

7,591,100

 

 

16,380,001

 

Foreign

 

 

 

 

 

12,332,589

 

 

12,332,589

 

11,158,205

 

11,158,205

 

22,261,205

 

19,227,325

 

 

41,488,530

 

Foreign

 

1,542,295

 

1,517,680

 

3,059,975

 

1,011,826

 

 

 

1,011,826

 

7,414,204

 

7,414,204

 

3,002,567

 

 

 

3,002,567

 

91,081,000-6

 

 

894

 

894

 

 

 

 

 

1,661

 

1,661

 

 

 

 

 

96,830,980-3

 

 

 

 

792,809

 

 

 

792,809

 

 

 

894,018

 

 

 

894,018

 

96,827,970-K

 

 

 

 

 

12,395,250

 

 

12,395,250

 

 

 

11,953,000

 

 

 

11,953,000

 

94,271,000-3

 

 

821

 

821

 

 

 

 

 

32

 

32

 

 

 

 

 

96,800,570-7

 

 

1,180

 

1,180

 

 

 

 

 

115,477

 

115,477

 

 

 

 

 

Foreign

 

96,367

 

410,814

 

507,181

 

1,190,260

 

1,190,260

 

1,775,735

 

4,156,255

 

 

 

 

 

4,822,575

 

4,822,575

 

Foreign

 

8,353,041

 

17,646,086

 

25,999,127

 

10,399,296

 

531,167

 

 

10,930,463

 

597,908

 

597,908

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

 

 

 

33,543,177

 

33,543,177

 

9,462,684

 

 

 

 

 

9,462,684

 

Foreign

 

 

51,906,330

 

51,906,330

 

 

 

 

 

55,438,210

 

55,438,210

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

27,400,331

 

79,707,544

 

107,107,875

 

13,394,191

 

63,973,263

 

1,775,735

 

79,143,189

 

119,427,078

 

119,427,078

 

56,362,375

 

26,818,425

 

4,822,575

 

88,003,375

 

 

Appendix No.4 letter d) presents additional information on other obligations which includes a projection of future cash flows (undiscounted) that the Group will have to disburse to settle these obligations.

 

F-79


 


Table of Contents

 

18.4    Hedged debt

 

Of Enersis’s US dollar denominated debt, as of December 31, 2010, ThCh$ 679,999,810 is related to future cash flow hedges for the Group’s US dollar linked operating income (see Note 3.m.). As of December 31, 2009, this amount totals ThCh$ 964,291,218.

 

The following table details movements in “Reserve of cash flow hedges” during 2010, 2009 and 2008 due to exchange differences of this debt:

 

 

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

Balance in hedging at the beginning of year

 

60,346,205

 

(61,905,837

)

128,332,092

 

Foreign currency differences exchange recorded in net equity

 

15,654,909

 

126,579,938

 

(179,193,798

)

Recognition of foreign currency exchange differences in profit or loss

 

(8,252,587

)

(4,327,896

)

(11,044,131

)

Balance in hedging

 

67,748,527

 

60,346,205

 

(61,905,837

)

 

18.5    Other information

 

As of December 31, 2010 and 2009, the Enersis Group has long term lines of credit available for use amounting to ThCh$ 242,750,000 and ThCh$ 253,550,000, respectively.

 

Various credit facilities of the Company and various of its subsidiaries contain certain financial covenant ratios, customary on these types of arrangements. Those credit facilities also include affirmative and negative covenants that require ongoing monitoring. Additionally, there are certain restriction in the events of default sections that also require compliance.

 

Some of Enersis’s and Endesa Chile’s credit facilities include cross default provisions. Regarding the provision affecting Enersis, the loan subscribed on December 2009 under the New York jurisdiction that matures December 2012, points out that a cross default arises when Enersis, Chilectra or Endesa Chile become due with any one of its debt repayments.  A similar provision applies to Endesa Chile with its loan syndicated under the State of New York law that matures in July 2011.  According to that loan’s stipulations, a cross default can arise due to lack of payment of either interest or principal by Endesa Chile or its “Relevant Subsidiaries” as defined in the credit facility.  Note that there have been no disbursements under either of these credit facilities as of December 2010. As for Endesa Chile’s loan that is syndicated the State of New York law, subscribed in 2008 and expiring in 2014, and which contains a disbursed balance of US$ 200 million as of December 31, 2010, the loan does not make reference to Endesa Chile’s subsidiaries, as a result, a cross default can only originate if Endesa Chile defaults on other of its own debt. For debt repayments to become accelerated due to cross default, the amount in default must exceed US$ 50 million, or its equivalent in other currencies.  Additionally, other conditions must be met before debt repayments can be accelerated, including expiration of the grace period (if any) and a formal notice documenting intention to accelerate debt repayment from the lenders that represent more than 50% of the balance owed under the credit facility. Additionally, in December 2009, both Enersis and Endesa Chile subsribed loans under Chilean law that stipulate that a cross default will arise only by the debtor’s default.  In these loans, the amount in default must also exceed the US$ 50 million threshold aforementioned or its equivalent in foreign currency.  Note that since their subscription, these credit facilities have not been disbursed.

 

Regarding Enersis and Endesa Chile’s bonds registered with the U.S. SEC, commonly known as “Yankee Bonds,” the cross default for nonpayment can arise from other debt affecting the same company, or from any of its Chilean subsidiaries, regardless of the amount, as long as the principal that originated the cross default exceeds US$ 30 million, or its equivalent in other currency.  The acceleration of the debt repayment caused by the cross default provision does not happen automatically, instead, bondholders of at least 25% of a certain series of the Yankee Bonds must demand this.  Additionally, the bankruptcy or insolvency of a foreign subsidiary does not have a contractual impact on Enersis’s and Endesa Chile’s Yankee Bonds.

 

F-80



Table of Contents

 

Enersis’s and Endesa Chile’s Chilean bonds stipulate that a cross default can only arise if the “Issuer” of the debt instrument (as defined in the debt agreement) is in default.  Furthermore, the acceleration of the debt repayment must be requested by at least 50% of the bondholders of a particular series

 

As of December 31, 2010 and 2009, Enersis S.A, Endesa Chile, and their respective subsidiaries were in full compliance with all above described financial and other covenants and restrictions.

 

19.                     RISK MANAGEMENT POLICY

 

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

 

Among the main basic principles defined by the Group are:

 

·                      Compliance with corporate governance standards.

 

·                      Strict compliance with all of the Group’s internal policies.

 

·                      Each business and corporate area defines:

 

I.                     Markets and products to operate based on its knowledge and ability to ensure an effective risk management.

 

II.                 Criteria regarding counterparts.

 

III.             Authorized operators.

 

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

 

·                      All of the operations of the businesses and corporate areas are performed within limits approved by the corresponding internal authorities.

 

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

 

19.1                                      Interest rate risk

 

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

 

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

 

In compliance with the current interest rate hedging policy, the proportion of fixed debt and/or hedged debt over the net total debt was 51% as of December 31, 2010.

 

Depending on the Group’s estimates and on the objectives of the debt structure, hedging transactions are performed by entering into derivatives contracts to mitigate interest rate risk. Derivative instruments currently used to comply with the risk management policy are interest rate swaps to set floating rate to fixed rate.

 

F-81



Table of Contents

 

The financial debt structure of the Group detailed by fixed, hedged and floating rate debt net of hedging derivatives instruments is as follows:

 

Net position:

 

 

 

12-31-2010
%

 

12-31-2009
%

 

Fixed Interest Rate

 

51

%

35

%

Hedged Interest Rate

 

0

%

1

%

Floating Interest Rate

 

49

%

64

%

Total

 

100

%

100

%

 

19.2    Exchange rate risk

 

Exchange rate risks involve basically the following transactions:

 

·                                Debt contracted by the Group’s companies that is denominated in a foreign currency, when the Company’s contribution margin is not highly indexed to such foreign currency.

 

·                                Payments to be made in international markets for the acquisition of project related materials.

 

·                                Group company income directly linked to dollar changes.

 

·                                Cash flows from foreign subsidiaries to the Chilean parent company, exposed to exchange rate fluctuations.

 

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

 

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

 

19.3                                      Commodities risk

 

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

 

·                      Purchases of fuel used to generate electricity.

 

·                      Energy purchase/sale transactions performed in local markets.

 

The company has not entered into commodity derivative instruments to manage fluctuations in fuel prices; however, it is permanently analyzing and verifying the appropriateness of using this type of instruments, as such has not discarded its use in the future.

 

In order to reduce the risk in situations of extreme drought, the company has designed a commercial policy by defining the levels of sales commitments in line with the capacity of its generating power plants in a dry year and including risk mitigation terms in certain contracts with unregulated customers.

 

19.4                                      Liquidity risk

 

The Group maintains a liquidity risk management policy consisting of entering into long-term committed banking facilities and temporary financial investments for amounts matching the projected needs over a period of time subject to the situation and expectations of debt and capital markets.

 

F-82



Table of Contents

 

The projected needs above include maturities of financial debt, net of financial derivatives. For further details regarding the features and conditions of financial obligations and financial derivatives, see Notes 18, 20 and Appendix No. 4

 

As of December 31, 2010, the Group has cash and cash equivalent totaling ThCh$ 961,355,037 and unconditional available lines of credits totaling ThCh$ 242,750,000. As of December 31, 2009, the Group had ThCh$ 1,134,900,821 in cash and cash equivalents and ThCh$ 253,550,000 in unconditional available lines of credit.

 

19.5                                      Credit risk

 

Given the current economic situation, the Group has been conducting detailed monitoring of its credit risk.

 

Trade receivables:

 

The credit risk for receivables from the Group’s commercial activity has historically been very low, due to the short term period of collections from customers, resulting in non significant cumulative amounts of receivables. The above trend applies to our electricity generating and distribution lines of business.

 

In our electricity generating line of business, the regulations in certain countries, allow the suspension of the energy service to customers with outstanding payments, and most of the contracts have termination clauses for payment default. The Company monitors on an ongoing basis its credit risk and measures quantitatively its maximum exposure to the payment default risk, which as stated above, is very low.

 

In our electricity distribution line of business, the suspension of the energy service for payment default of our customers is permitted in all cases, in accordance with current regulations in each country, which facilitates our credit risk management, which is also very low.

 

Financial assets:

 

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

 

In order to select the banks where to invest, those banks with at least two investment grade ratings received from the three major international rating agencies (Moody’s, S&P y Fitch), are selected to make the investments.

 

Investments are supported with treasury bonds from the countries where the company operates and/or with commercial paper issued by highest rated banks, where depending on the circumstances and market conditions treasury bonds are preferred.

 

Derivative instruments are entered into with entities with solid creditworthiness, where approximately 90% of the derivative transactions performed are with A or higher rated entities.

 

19.6                                      Risk measurement

 

The Enersis Group measures the Value at Risk (VaR) of its debt positions and financial derivatives, in order to ensure that the risk assumed by the company remains consistent with the risk exposure defined by Management, thereby reducing the volatility in the income statement.

 

The portfolio of positions included in order to calculate the current Value at Risk consists of the following:

 

·                      Debt

 

·                      Financial derivatives

 

F-83



Table of Contents

 

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

 

·                      U.S. dollar Libor interest rate.

 

·                      The customary local indices used in the banking industry for the debt, considering the various currencies in which our companies operate

 

·                      The exchange rates of the various currencies included in the calculation.

 

The calculation of VaR is based on generating possible future scenarios (at one day) of market values (both spot and term) for the risk variables, using Monte Carlo simulations. The number of scenarios generated ensures compliance with the simulation convergence criteria. The table of volatilities and correlations between the various risk variables calculated based on the historical values of the logarithmic price return has been applied to simulate the future price scenario.

 

Once the price scenarios have been obtained, the fair value of the portfolio is calculated using such scenarios, thereby obtaining a distribution of possible values at one day. The one-day 95% VaR number is calculated as the 5% percentile of the potential increases in the fair value of the portfolio in one day.

 

The various debt positions and financial derivatives included in the calculation have been valued consistently using the financial capital calculation methodology reported to Management.

 

Taking into account the assumptions described above, the Value at Risk of the previously discussed positions, broken down by type of position, is shown in the following table:

 

Financial Positions

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

Interest Rate

 

38,847,459

 

29,778,643

 

Exchange Rate

 

539,575

 

3,860,371

 

Correlation

 

(2,695,024

)

(7,740,115

)

Total

 

36,692,010

 

25,898,899

 

 

The VaR positions have evolved during 2010 and 2009 based on the maturity/initiation of operations throughout the year.

 

20.                     FINANCIAL INSTRUMENTS

 

20.1 Financial instruments, classified by nature and category

 

a)                  The detail of financial assets, classified by nature and category, as of December 31, 2010, and 2009, is as follows:

 

 

 

December 31, 2010

 

 

 

Financial Assets
Held for Trading
ThCh$

 

Financial Assets at
Fair Value With
Change in Net
Income

ThCh$

 

Held-to-
Maturity
Investments

ThCh$

 

Loans and
Receivables

ThCh$

 

Available-for-
Sale Financial
Assets

ThCh$

 

Hedge
Derivatives

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity Instruments

 

 

 

 

 

 

 

Derivative Instruments

 

17,551

 

 

 

 

 

64,518

 

Other Financial Assets

 

 

 

7,735,440

 

1,058,569,847

 

 

 

Total Current

 

17,551

 

 

7,735,440

 

1,058,569,847

 

 

64,518

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity Instruments

 

 

 

 

 

2,511,197

 

 

Derivative Instruments

 

91,262

 

 

 

 

 

27,212,944

 

Other Financial Assets

 

 

 

29,461,230

 

323,260,049

 

 

 

Total Non-Current

 

91,262

 

 

29,461,230

 

323,260,049

 

2,511,197

 

27,212,944

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

108,813

 

 

37,196,670

 

1,381,829,896

 

2,511,197

 

27,277,462

 

 

F-84



Table of Contents

 

 

 

December 31, 2009

 

 

 

Financial Assets
Held for Trading

ThCh$

 

Financial Assets at
Fair Value With

Change in Net
Income

ThCh$

 

Held-to-
Maturity
Investments

ThCh$

 

Loans and
Receivables

ThCh$

 

Available-for-
Sale Financial
Assets

ThCh$

 

Hedge
Derivatives

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity Instruments

 

 

 

 

 

 

 

Derivative Instruments

 

1,536,149

 

 

 

 

 

 

Other Financial Assets

 

 

 

 

1,160,980,832

 

 

 

Total Current

 

1,536,149

 

 

 

1,160,980,832

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity Instruments

 

 

 

 

 

2,512,716

 

 

Derivative Instruments

 

732,253

 

 

 

 

 

2,238,039

 

Other Financial Assets

 

 

 

24,548,711

 

195,442,451

 

 

 

Total Non-Current

 

732,253

 

 

24,548,711

 

195,442,451

 

2,512,716

 

2,238,039

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

2,268,402

 

 

24,548,711

 

1,356,423,283

 

2,512,716

 

2,238,039

 

 

b)                  The detail of financial liabilities, classified by nature and category, as of December 31, 2010, and 2009, is as follows:

 

 

 

December 31, 2010

 

 

 

Financial Liabilities
Held for Trading
ThCh$

 

Financial
Liabilities at Fair
Value With

Change in Net
Income

ThCh$

 

Loans and
Payables

ThCh$

 

Hedge
Derivatives
ThCh$

 

 

 

 

 

 

 

 

 

 

 

Interest-Bearing Loans

 

6,509,732

 

 

646,469,760

 

 

Derivative Instruments

 

 

 

 

10,002,909

 

Other Financial Liabilities

 

 

 

1,375,307,875

 

 

Total Current

 

6,509,732

 

 

2,021,777,635

 

10,002,909

 

 

 

 

 

 

 

 

 

 

 

Interest-Bearing Loans

 

15,171,516

 

12,395,250

 

2,736,255,564

 

 

Derivative Instruments

 

 

 

 

240,113,443

 

Other Financial Liabilities

 

 

 

49,341,676

 

 

Total Non-Current

 

15,171,516

 

12,395,250

 

2,785,597,240

 

240,113,443

 

 

 

 

 

 

 

 

 

 

 

Total

 

21,681,248

 

12,395,250

 

4,807,374,875

 

250,116,352

 

 

 

 

December 31, 2009

 

 

 

Financial Liabilities
Held for Trading

ThCh$

 

Financial
Liabilities at Fair
Value With

Change in Net
Income

ThCh$

 

Loans and
Payables
ThCh$

 

Hedge
Derivatives
ThCh$

 

 

 

 

 

 

 

 

 

 

 

Interest-Bearing Loans

 

6,582,907

 

 

711,528,525

 

 

Derivative Instruments

 

420,822

 

 

 

8,441,901

 

Other Financial Liabilities

 

 

 

1,093,916,171

 

 

Total Current

 

7,003,729

 

 

1,805,444,696

 

8,441,901

 

 

 

 

 

 

 

 

 

 

 

Interest-Bearing Loans

 

22,673,861

 

11,953,000

 

3,279,097,437

 

 

Derivative Instruments

 

 

 

 

206,931,247

 

Other Financial Liabilities

 

 

 

85,254,349

 

 

Total Non-Current

 

22,673,861

 

11,953,000

 

3,364,351,786

 

206,931,247

 

 

 

 

 

 

 

 

 

 

 

Total

 

29,677,590

 

11,953,000

 

5,169,796,482

 

215,373,148

 

 

F-85



Table of Contents

 

20.2  Derivative instruments

 

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

 

The Company classifies its hedging relationships as follows:

 

·             Cash flow hedges: Those that hedge the cash flows of the hedged underlying item.

 

·             Fair value hedges: Those that hedge the fair value of the hedged underlying item.

 

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

 

a)         Assets and liabilities for hedge derivative instruments

 

As of December 31, 2010, and 2009, financial derivative transactions that qualify as hedge instruments resulted in recognition of the following assets and liabilities in the statement of financial position:

 

 

 

12-31-2010

 

12-31-2009

 

 

 

Assets

 

Liabilities

 

Assets

 

Liabilities

 

 

 

Current
ThCh$

 

Non-Current
ThCh$

 

Current
ThCh$

 

Non-Current
ThCh$

 

Current
ThCh$

 

Non-Current
ThCh$

 

Current
ThCh$

 

Non-Current
ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Hedge:

 

64,518

 

1,825,059

 

661,966

 

4,878,454

 

 

2,157,177

 

1,122,388

 

3,328,432

 

Cash Flow Hedge

 

64,518

 

1,825,059

 

661,966

 

4,878,454

 

 

2,157,177

 

1,122,388

 

3,328,432

 

Fair Value Hedge

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Hedge:

 

 

25,387,885

 

9,340,943

 

235,234,989

 

 

80,862

 

7,319,513

 

203,602,815

 

Cash Flow Hedge

 

 

25,387,885

 

3,867,323

 

229,257,717

 

 

80,862

 

2,537,129

 

196,123,295

 

Fair Value Hedge

 

 

 

5,473,620

 

5,977,272

 

 

 

4,782,384

 

7,479,520

 

TOTAL

 

64,518

 

27,212,944

 

10,002,909

 

240,113,443

 

 

2,238,039

 

8,441,901

 

206,931,247

 

 

·             General Information relating to hedge derivative instruments

 

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

 

 

 

 

 

 

 

12-31-2010

 

12-31-2009

 

 

 

Detail of Hedge
Instruments

 

Description of Hedge
Instrument

 

Description of Hedged
Instruments

 

Fair Value of Hedge
Instruments

ThCh$

 

Fair Value of Hedge
Instruments

ThCh$

 

Nature of Risks
Being
Hedged

 

 

 

 

 

 

 

 

 

 

 

 

 

SWAP

 

Interest Rate

 

Bank Borrowings

 

(3,715,361

)

(3,225,872

)

Cash flow

 

SWAP

 

Interest Rate

 

Unsecured obligations, (Bonds)

 

 

1,617,247

 

Cash flow

 

SWAP

 

Exchange Rate

 

Bank Borrowings

 

(509,567

)

80,862

 

Cash flow

 

SWAP

 

Exchange Rate

 

Bank Borrowings

 

(11,450,892

)

(12,261,904

)

Fair value

 

SWAP

 

Exchange Rate

 

Unsecured obligations, (Bonds)

 

(207,163,070

)

(198,660,424

)

Cash flow

 

COLLAR

 

Interest Rate

 

Bank Borrowings

 

 

 

(685,018

)

Cash flow

 

 

For years 2010, 2009 and 2008, the Group had not recognized significant gains or losses for ineffective cash flow hedges.

 

F-86



Table of Contents

 

The following table details the gain or losses recognized on the hedging instrument and on the hedged item attributable to the hedged risk:

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

 

 

Gain
ThCh$

 

Loss
ThCh$

 

Gain
ThCh$

 

Loss
ThCh$

 

Gain
ThCh$

 

Loss
ThCh$

 

Hedging Instrument

 

3,788,165

 

 

 

9,435,859

 

 

4,329,485

 

Hedged Item

 

 

6,749,098

 

7,893,882

 

 

4,948,720

 

 

TOTAL

 

3,788,165

 

6,749,098

 

7,893,882

 

9,435,859

 

4,948,720

 

4,329,485

 

 

b)         Financial derivative instrument assets and liabilities at fair value with changes in net income

 

As of December 31, 2010, and 2009, financial derivative transactions recorded at fair value with changes in net income, resulted in the recognition of the following assets and liabilities in the statement of financial position:

 

 

 

December 31, 2010

 

December 31, 2009

 

 

 

Current
Assets

 

Current
Liabilities

 

Non-Current
Assets

 

Non-Current
Liabilities

 

Current
Assets

 

Current
Liabilities

 

Non-Current
Assets

 

Non-Current
Liabilities

 

 

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-hedging derivative instruments

 

17,551

 

 

91,262

 

 

1,536,089

 

420,822

 

732,253

 

 

 

c)         Other information on derivatives

 

The following tables set forth the fair value of hedging and non-hedging derivatives entered into by the Group as well as the remaining contractual maturities as of December 31, 2010 and 2009:

 

 

 

December 31, 2010

 

 

 

Notional Value

 

Financial
Derivatives

 

Fair Value
ThCh$

 

Less than 1
year

ThCh$

 

1-2 Years
ThCh$

 

2-3 Years
ThCh$

 

3-4 Years
ThCh$

 

4-5 Years
ThCh$

 

Subsequent
Years

ThCh$

 

Total
ThCh$

 

Interest Rate Hedge:

 

(3,650,843

)

16,841,269

 

 

10,670,628

 

107,488,844

 

6,314,801

 

13,385,086

 

154,700,628

 

Cash Flow Hedge

 

(3,650,843

)

16,841,269

 

 

10,670,628

 

107,488,844

 

6,314,801

 

13,385,086

 

154,700,628

 

Exchange Rate Hedge:

 

(219,188,046

)

7,219,945

 

13,573,114

 

 

462,159,584

 

9,023,829

 

203,222,043

 

695,198,515

 

Cash Flow Hedge

 

(207,737,155

)

7,219,945

 

4,680,100

 

 

462,159,584

 

 

203,222,043

 

677,281,672

 

Fair Value Hedge

 

(11,450,892

)

 

8,893,014

 

 

 

9,023,829

 

 

17,916,843

 

Derivatives not designated for hedge accounting

 

108,813

 

72,537

 

 

 

 

 

 

72,537

 

Total

 

(222,730,077

)

24,133,751

 

13,573,114

 

10,670,628

 

569,648,428

 

15,338,630

 

216,607,129

 

849,971,680

 

 

 

 

December 31, 2009

 

 

 

Notional Value

 

Financial
Derivatives

 

Fair Value
ThCh$

 

Less than 1
year

ThCh$

 

1-2 Years
ThCh$

 

2-3 Years
ThCh$

 

3-4 Years
ThCh$

 

4-5 Years
ThCh$

 

Subsequent
Years

ThCh$

 

Total
ThCh$

 

Interest Rate Hedge:

 

(2,293,643

)

39,094,718

 

26,127,883

 

26,392,796

 

3,187,503

 

117,499,266

 

1,563,664

 

213,865,830

 

Cash Flow Hedge

 

(2,293,643

)

39,094,718

 

26,127,883

 

26,392,796

 

3,187,503

 

117,499,266

 

1,563,664

 

213,865,830

 

Exchange Rate Hedge:

 

(210,841,466

)

6,791,682

 

6,431,553

 

11,188,708

 

1,857,687

 

268,355,058

 

200,498,983

 

495,123,671

 

Cash Flow Hedge

 

(198,579,562

)

 

 

5,071,000

 

 

266,364,546

 

198,366,150

 

469,801,696

 

Fair Value Hedge

 

(12,261,904

)

6,791,682

 

6,431,553

 

6,117,708

 

1,857,687

 

1,990,512

 

2,132,833

 

25,321,975

 

Derivatives not designated for hedge accounting

 

1,847,520

 

91,970,309

 

31,945,255

 

 

 

 

 

123,915,564

 

Total

 

(211,287,589

)

137,856,709

 

64,504,691

 

37,581,504

 

5,045,190

 

385,854,324

 

202,062,647

 

832,905,065

 

 

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

 

F-87



Table of Contents

 

20.3        Fair value hierarchies

 

Financial instruments recognized at fair value in the consolidated statement of financial position are classified based on the hierarchies described in Note 3.g.5. The following table details financial assets and liabilities measured at fair value as of December 31, 2010 and 2009.

 

 

 

 

 

Fair Value Measured at End of Reporting Period using:

 

Financial Instruments Measured at Fair Value

 

12-31-2010
ThCh$

 

Level 1
ThCh$

 

Level 2
ThCh$

 

Level 3
ThCh$

 

Financial Assets

 

 

 

 

 

 

 

 

 

Cash Flow Hedge Derivatives

 

27,277,462

 

 

27,277,462

 

 

Fair Value Hedge Derivatives

 

 

 

 

 

Derivatives not Designated for Hedge Accounting

 

108,813

 

 

108,813

 

 

Available-for-Sale Financial Assets, Non-Current

 

88,909

 

88,909

 

 

 

Total

 

27,475,184

 

88,909

 

27,386,275

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

Cash Flow Hedging Derivatives

 

238,665,460

 

 

238,665,460

 

 

Fair Value Hedging Derivatives

 

11,450,892

 

 

11,450,892

 

 

Derivatives not Designated for Hedge Accounting

 

 

 

 

 

Interest-Bearing Borrowings, Short-Term

 

6,509,732

 

 

6,509,732

 

 

Interest-Bearing Borrowings, Long-Term

 

15,171,516

 

 

15,171,516

 

 

 

Other non-current financial liabilities

 

12,395,250

 

 

 

 

12,395,250

 

Total

 

284,192,850

 

 

271,797,600

 

12,395,250

 

 

 

 

 

 

Fair Value Measured at End of Reporting Period using:

 

Financial Instruments Measured at Fair Value

 

12-31-2009
ThCh$

 

Level 1
ThCh$

 

Level 2
ThCh$

 

Level 3
ThCh$

 

Financial Assets

 

 

 

 

 

 

 

 

 

Cash Flow Hedge Derivatives

 

2,238,039

 

 

2,238,039

 

 

Fair Value Hedge Derivatives

 

 

 

 

 

Derivatives not Designated for Hedge Accounting

 

2,268,342

 

 

2,268,342

 

 

Available-for-Sale Financial Assets, Non-Current

 

88,838

 

88,838

 

 

 

Total

 

4,595,219

 

88,838

 

4,506,381

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

Cash Flow Hedging Derivatives

 

203,111,244

 

 

203,111,244

 

 

Fair Value Hedging Derivatives

 

12,261,904

 

 

12,261,904

 

 

Derivatives not Designated for Hedge Accounting

 

420,822

 

 

420,822

 

 

Other current financial liabilities

 

6,582,907

 

 

6,582,907

 

 

Other non-current financial liabilities

 

34,626,861

 

 

 

22,673,861

 

11,953,000

 

Total

 

257,003,738

 

 

245,050,738

 

11,953,000

 

 

20.3.1            The following is the reconciliation between opening and closing balances for Level 3 fair value measurement of financial instruments:

 

Non-current interest-bearing loans

 

ThCh$

 

 

 

 

 

Balance at December 31, 2008

 

2,429,372

 

Total losses recognized in Finance Profit or Loss

 

9,523,628

 

Balance at December 31, 2009

 

11,953,000

 

Total losses recognized in Finance Profit or Loss

 

442,250

 

Balance at December 31, 2010

 

12,395,250

 

 

F-88



Table of Contents

 

21.       TRADE AND OTHER PAYABLES

 

Trade and other payables as of December 31, 2010, and 2009, is as follows:

 

 

 

Current

 

Non-Current

 

Trade and other payables

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

Trade payables

 

305,079,295

 

341,167,159

 

4,477,313

 

 

Other payables

 

919,410,703

 

638,739,193

 

32,759,399

 

68,909,402

 

Total

 

1,224,489,998

 

979,906,352

 

37,236,712

 

68,909,402

 

 

The detail of Trade Accounts and other Payables as of December 31, 2010, and 2009 is as follows:

 

 

 

Current

 

Non-Current

 

 

 

 

 

One to Five Years

 

Trade and Other Payables

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

Energy Suppliers

 

417,786,845

 

326,840,301

 

5,565,832

 

 

Fuel and Gas Suppliers

 

110,816,084

 

69,218,546

 

 

 

Payables for Goods and Services

 

385,380,841

 

380,805,716

 

13,410,089

 

12,945,147

 

Dividends Payable to Third Parties

 

154,811,729

 

116,022,795

 

 

 

Fines and Claims

 

53,729,963

 

42,549,570

 

 

 

Research and Development

 

33,202,794

 

10,815,336

 

1,895,349

 

7,427,918

 

Payables to Tax Institutions

 

32,851,967

 

13,726,011

 

11,216,940

 

23,292,682

 

Mitsubishi Contract

 

3,397,620

 

 

3,288,535

 

7,361,867

 

Social Programs Obligations

 

1,122,119

 

 

 

5,348,256

 

Other accounts payable

 

31,390,036

 

19,928,077

 

1,859,967

 

12,533,532

 

Total

 

1,224,489,998

 

979,906,352

 

37,236,712

 

68,909,402

 

 

See Note 19.4 for the description of the liquidity risk management policy.

 

F-89



Table of Contents

 

22.          PROVISIONS

 

22.1 Provisions

 

a)         The detail of provisions as of December 31, 2010, and 2009 is as follows:

 

 

 

Current

 

Non-Current

 

Provisions

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

 

 

 

 

 

 

 

 

 

 

Provision for Warranty

 

 

 

2,821,692

 

2,875,372

 

Legal Proceedings Provision

 

44,903,128

 

23,013,945

 

209,740,117

 

235,390,414

 

Decommissioning, Restoration and Rehabilitation Costs

 

 

 

 

10,779,096

 

10,234,267

 

Energy and Capacity Purchases Provision

 

4,318,563

 

20,226,885

 

 

 

Supplier and Services Provision

 

26,183,409

 

9,716,326

 

 

 

Employee Benefits Provision

 

31,935,562

 

33,739,527

 

1,201,357

 

1,128,270

 

Other provisions

 

8,108,574

 

13,327,772

 

980,067

 

658,589

 

 

 

 

 

 

 

 

 

 

 

Total

 

115,449,236

 

100,024,455

 

225,522,329

 

250,286,912

 

 

b)        Movements in provisions as of December 31, 2010 and 2009 are as follows:

 

Movements in Provisions

 

Warranty
ThCh$

 

Legal
Proceedings
ThCh$

 

Decommissioning,
Restoration and
Rehabilitation Costs
ThCh$

 

Other
Provisions
ThCh$

 

Total
ThCh$

 

Balance at January 1, 2010

 

2,875,372

 

258,404,359

 

10,234,267

 

78,797,369

 

350,311,367

 

Movements in Provisions

 

 

 

 

 

 

 

 

 

 

 

Additional Provisions

 

 

30,017,390

 

 

8,668,661

 

38,686,051

 

Increase (Decrease) in Existing Provisions

 

37,506

 

26,663,407

 

563,12

 

5,321,740

 

32,585,773

 

Provisions Used

 

 

(21,169,685

)

 

(16,888,613

)

(38,058,298

)

Unused Provisions Reversed

 

 

(32,025,516

)

 

-121,367

 

(32,146,883

)

Increase from Time Value of Money Adjustment

 

 

 

56,434

 

53,791

 

110,225

 

Foreign Currency Translation

 

(91,186

)

(7,644,162

)

(74,726

)

(3,995,350

)

(11,805,424

)

Other Increases (Decreases)

 

 

397,452

 

1

 

891,301

 

1,288,754

 

Total Movements in Provisions

 

(53,680

)

(3,761,114

)

544,829

 

(6,069,837

)

(9,339,802

)

Balance at December 31, 2010

 

2,821,692

 

254,643,245

 

10,779,096

 

72,727,532

 

340,971,565

 

 

Movements in Provisions

 

Warranty
ThCh$

 

Legal
Proceedings
ThCh$

 

Decommissioning,
Restoration and
Rehabilitation Costs
ThCh$

 

Other
Provisions
ThCh$

 

Total
ThCh$

 

Balance at January 1, 2009

 

9,259,434

 

190,451,554

 

2,319,202

 

120,461,202

 

322,491,392

 

Movements in Provisions

 

 

 

 

 

 

 

 

 

 

 

Additional Provisions

 

906,083

 

83,456,936

 

8,145,666

 

6,800,178

 

99,308,863

 

Increase (Decrease) in Existing Provisions

 

-360,598

 

16,068,663

 

-64,827

 

5,428,891

 

21,072,129

 

Acquisitions Through Business Combinations

 

 

(204,714

)

 

(2,728,637

)

(2,933,351

)

Provisions Used

 

 

(18,558,588

)

 

(19,728,719

)

(38,287,307

)

Unused Provisions Reversed

 

 

(18,722,980

)

 

(30,725,462

)

(49,448,442

)

Increase from Time Value of Money Adjustment

 

 

26,94

 

91,233

 

37,887

 

156,06

 

Foreign Currency Translation

 

151,197

 

7,869,827

 

(257,007

)

(7,603,706

)

160,311

 

Other Increases (Decreases)

 

(7,080,744

)

(1,983,279

)

 

6,855,735

 

(2,208,288

)

Total Movements in Provisions

 

(6,384,062

)

67,952,805

 

7,915,065

 

(41,663,833

)

27,819,975

 

Balance at December 31, 2009

 

2,875,372

 

258,404,359

 

10,234,267

 

78,797,369

 

350,311,367

 

 

F-90



Table of Contents

 

22.2  Lawsuits and arbitration proceedings

 

As of the date of preparation of these consolidated financial statements, the following are the most relevant lawsuits involving Enersis S.A. and its subsidiaries:

 

1.                    Law 25,561, known as Public Emergency and Reformation of Exchange Regime, enacted on January 6, 2002 by the Argentine authorities, rendered ineffective certain terms and conditions of the concession contract entered into by the subsidiary Edesur. In addition, this Law provided that concession contracts involving public services would have to be renegotiated over a reasonable term in order to adapt them to the new circumstances. However, the fact that the concession contract entered into by Edesur was not renegotiated prompted Enersis S.A., Chilectra S.A., Endesa Chile and Elesur S.A. (currently, Chilectra S.A.) to submit in 2003 a petition for arbitration in accordance with the Chilean-Argentine Treaty for Promotion and Protection of Investments, with the International Center for Resolution of Disputes involving Investments (known as CIADI). The filing put forward as main petition that the involved investments would be declared expropriated, with ensuing payment of damages totaling US$1,306,875,960. In the alternative, a payment of damages was requested, totaling US$318,780,600, based on the negative effects on claimants’ investments caused by a lack of fair and equal treatment; in both cases, subject to a compounded interest of 6.9% a year. In addition, the petition sought payment of the damages generated starting on July 1, 2004. Finally, it requested payment of US$102,164,683 to Elesur S.A. (currently, Chilectra S.A) for the loss it suffered in the sale of its shares. On June 15, 2005, the Argentine authorities and Edesur signed the documentation underlying a so-called “Acta de Acuerdo” (Written Agreement), which was not rejected by the Argentine parliament, and which was later ratified by the Executive branch of the Republic of Argentina. The Written Agreement sets forth terms and conditions that modify and supplement the concession contract, and establish changes in rates, first during a transitory period and then through a thorough rate review process aimed at laying down the conditions for rates for a 5-year period.  Arbitration was suspended in March of 2006 in compliance with the Written Agreement. When suspended, arbitration had reached a stage at which the arbitral tribunal was required to notify the parties of its ruling on the matter of jurisdiction raised by the Republic of Argentina. The current suspension is the result of several extensions requested by the plaintiffs. Regarding the most recent extension, dated August 6, 2009, the arbitral tribunal had requested the parties to report on the status of the negotiation process envisaged in the Written Agreement. On August 12, 2009, the claimants answered this request and filed a petition seeking to extend the suspension of the arbitration process for an additional 12 months, beginning on the date of that filing. The Argentine Republic indicated that it did not oppose the extension of the suspension period requested by the claimants.  On August 25, 2009, the Company received a communication from the arbitral tribunal, which agreed to maintain the suspension of the arbitration proceeding until August 12, 2010 at which time, the arbitral tribunal indicated it will request the parties to report on the status of the negotiation process in conformity with the Written Agreement.  In a communication dated September 30, 2010, the arbitral tribunal requested a status report, which the claimants responded to by requesting a new 12 month extension on the suspension period.  On October 13, 2010, the arbitral tribunal communicated its approval of the suspension of the proceeding until October 6, 2011.  At the end of this period, the arbitral tribunal will request the parties involved to inform it regarding the status of negotiations in accordance with the Written Agreement.

 

On October 15, 2010, Robert Volterra, one of the arbitrators, submitted his resignation, which was accepted by the other two arbitrators.  According to applicable law, plaintiffs must now assign a replacement for Mr. Volterra within a 45 day period starting with the date when the resignation was communicated.  Nevertheless, on November 10, 2010, the plaintiffs requested the suspension of the proceeding with regard to the designation of the substitute for Robert Volterra, with which request the Argentine Republic agreed.

 

2.               Meridional Servicios, Emprendimientos y Participaciones (hereinafter, “Meridional”) is a company whose only assets are the rights derived from litigation that it acquired from the construction companies Mistral and CIVEL, which had entered into a contract with Centrais Elétricas Fluminense S.A. (“CELF”) for the construction of civil works. This contract was cancelled by CELF prior to the privatization that gave rise to the Brazilian distribution subsidiary called Ampla. Since CELF’s assets were transferred to Ampla in the privatization process, in 1998 Meridional sued Ampla, alleging that such assets were transferred in violation of Meridional’s rights. It should be pointed out that Ampla only acquired assets from CELF, but is not

 

F-91



Table of Contents

 

CELF’s legal successor, because CELF, a State-run company, continues to exist as a separate legal entity. The plaintiff seeks payment of outstanding invoices and contractual damages arising from the cancellation of civil construction contracts.  The plaintiff is seeking payment in an amount estimated at US$430.31 million.  The lower court ruling was in favor of Ampla and appealed by the plaintiff, which was granted.  Ampla filed a new petition (“embargos de declaración”) with the objective of negating the previous decision and obtaining a new trial.  On June 2, 2009, the courts ruled in favor of Ampla and annulled the resolutions issued in past proceedings dating back to April 4, 2009.  According to the resolutions dated December 1, 2009 and December 15, 2009, the ruling that granted the relief sought by Meridional was amended and reformulated thereby maintaining the first ruling in favor of Ampla and the State of Rio de Janeiro.  Against that decision, Meridional appealed again (via a embargo de declaracíon), which was ruled inadmissible on February 23, 2010.  In May 2010, Meridional presented a new petition (embargo de declaracíon), against the aforementioned agreement, which was also declared inadmissible and Meridional was issued a warning that it would be penalized if it filed any future frivolous appeals.  On May 28, 2010, Meridional presented a new petition (grievance procedure), which was unanimously rejected on June 8, 2010 and Meridional was assessed a fine equal to 1% of the value of the claim, since the petition was deemed groundless and delayed the trial.  In July 2010, Meridional presented a new petition (embargo de declaracíon), which was not recognized. Against such decision, Meridional filed a new petition (regimental tort). On August 30, 2010, the Rapporteur decided to not admit the petition and determined that the petition be removed from the process.  Moreover, the Rapporteur asked the tribunal secretary to discourage the admission of new petitions from Meridional as well as to issue a certificate called “transito em julgado” (res judicata) indicating that the matter has already been settled in court. Based on this decision, on September 13, 2010, Meridional filed a new petition (mandado de segurança (injunction).

 

3.                    During 2002 the Brazilian distribution subsidiary Ampla signed with Enertrade Comercializadora de Energía S.A. (“Enertrade”) a contract for the purchase of electricity lasting 20 years effective December 31, 2002. This contract was sent for evaluation and approval to Agencia Nacional de Energía Eléctrica (“ANEEL”), and ANEEL indicated that the price for energy would have to be lower. Based on that decision, Ampla paid for the contract the price authorized by ANEEL. However, in December 2005 Enertrade initiated an arbitration proceeding against Ampla with Cámara de Conciliación y Arbitraje de la Fundación Getúlio Vargas/RJ. On March 19, 2009 the arbitral tribunal issued a ruling that ordered Ampla: i) to pay the difference between the price set forth in the contract and the amount actually paid in the period from January 1, 2004 to August 28, 2006, adjusted and with interest; ii) to pay for October to December 2003 an updated price plus interest and a 2% penalty. In addition, the arbitral tribunal ruled that the contract had ended on August 28, 2006 and that Ampla owes nothing to Enertrade after that date. Ampla filed a petition seeking the annulment of the arbitration ruling, including a petition (“anticipación de tutela”) asking that execution of the arbitration ruling be suspended until a final ruling be passed in a pending trial of Enertrade vs. ANEEL (“mandato de seguridad”), where administrative approval of the same energy purchase contract taken to arbitration is being discussed. The amount involved is estimated at US$41.3 million. On May 22, 2009 the “anticipación de tutela” was granted, which suspended the effects of the arbitration ruling. On June 30, 2009 an Enertrade petition was rejected and the suspension was upheld. On July 9, 2009 an Enertrade petition (agravo de instrumento) against the ruling was rejected. On July 20, 2009 Enertrade filed another petition (agravo regimental) against the resolution that rejected the previous petition. On August 25, 2009 the petition (agravo regimental) filed by Enertrade was rejected. Ampla filed a response that included the lower court ruling passed in the trial (“mandado de seguranca”) of Enertrade vs. ANEEL (on July 7, 2009 a lower court ruling rejected Enertrade’s allegations). On September 2, 2009 a court order was sent to the CCEE (Cámara de Comercialización de Energía Eléctrica) informing it of the “anticipación de tutela” so that the CCEE would suspend the execution of the arbitration ruling until a final decision is passed on the annulment petition. On September 28, 2009 the ruling passed in the trial between Enertrade vs. ANEEL became final —a ruling that indicated that the parties were obligated to add to the contract the conditions imposed by ANEEL (the price reduction). On November 11, 2009 both parties filed a joint petition requesting suspension of proceedings for 30 days and in December they requested the continuation of that suspension. On March 17, 2010, the parties requested the termination of the suspension period as the parties could not reach an agreement.  On June 2, 2010, the courts ruled favorably towards Ampla on the petition filed by Enertrade (“Agravo de Instrumento”) (instrumental grievance).  As a result of the arbitration, ANEEL approved the agreement (“Termo Aditivo”) between Ampla and Enertrade that adjusts the power purchase agreement.  The lower court judge convened a conciliation hearing on September 13, 2010.  On August 2, 2010, Enertrade filed a new petition (embargo de declaración) with the

 

F-92



Table of Contents

 

Court of Justice seeking reversal of the lower court ruling.  On August 26, 2010, the Court of Justice confirmed the lower court ruling in favor of Ampla.  However, Enertrade can present an appeal to the Superior Courts of Brasilia. On September 10, 2010, Ampla and Enertrade requested a new suspension of the process for 90 days to resume negotiations and implement the agreement.  The Court adjourned, without setting a date, the conciliation hearing previously set for September 13, 2010.

 

4.                    Companhia Brasileira de Antibióticos (“CIBRAN”) sued the Brazilian distribution subsidiary Ampla seeking payment of damages for loss of products and raw materials and break-down of machinery, among other things, which allegedly was caused by Ampla’s poor service between 1987 and May 1994. CIBRAN is also seeking payment of punitive damages. The amount involved is estimated at approximately US$45.7 million. The lawsuit was added to six other proceedings whose foundation is disruption of energy.  On June 21, 2010, the judge required the parties and their technical advisors to comment on the expert’s report and granted a 30 (thirty) day period for this event.  The expert’s report was unfavorable towards Ampla.  Consequently, on August 27, 2010, Ampla challenged the report pointing out contradictions in the report and requesting the annulment of the expert’s report or questioning of the expert by the Company’s technical advisors.

 

5.                    On October 26, 2009 Tractebel Energía S.A. sued CIEN for alleged failure to perform the agreement called “Purchase and Sale of 300 MW of firm capacity with associated energy from Argentina” (Contrato de Compra y Venta de 300 MW de Potencia firme con energia asociada proveniente de Argentina) entered into in 1999 by and between CIEN and Centrais Geradoras do Sul do Brazil S.A (Gerasul — currently, Tractebel Energia S.A.). Tractebel Energia S.A. is asking the court to order CIEN to pay a penalty of R$ 117,666,976.00 (US$ 70,880,000) plus other fines, for non-availability of “firm capacity and associated energy”, and it asks the court to determine those other fines in the ruling. Non-performance by CIEN was alleged to occur because of the failure of CIEN to guarantee to Tractebel the availability of the firm energy power capacity that was contractually guaranteed to Tractebel, which would allegedly have occurred since March of 2005. On November 27, 2009 CIEN answered the lawsuit, arguing that the non-availability of energy was caused by the “Argentine crisis”, since Argentina is the country from which CIEN imports all the energy that it delivers, when needed, to Tractebel Energia S.A. The defendant also alleges that the “Argentine crisis” was an unexpected event, for which CIEN has no responsibility, and that this situation was even acknowledged by the Brazilian authorities of that period. On April 9, 2010, CIEN presented to the court a written statement regarding the reply submitted by Tractebel.  The lawsuit is currently in the lower court and at an initial stage. On September 1, 2010, the lawsuit was sent to the judge for him to decide whether to grant a motion (despacho saneador) to conclude the parties’ pleadings and initiate the investigation/production of evidence.

 

6.                    Lawsuit filed by Fumas Centrais Eletricas S.A. (“Fumas”) and notified on June 15, 2010 based on alleged breach of CIEN’s power purchase Agreement N° 12,399 for the purchase of 700MW of capacity with energy originating from Argentina.  Under the agreement, which was signed on May 5, 1998, CIEN commits itself to purchase energy from the Argentina’s electricity wholesale market (Mercado Eléctrico Mayorista de la República Argentina hereinafter “MEM”) and transport it from the Argentine electric system (Sistema Eléctrico Argentino) to the Brazilian transmission interconnection system (Sistema de Transmissao de Interligacao) at the Itá substation.  The contract has a 20 year term effective June 21, 2000.  On April 11, 2005, CIEN informed Fumas that it will not be able to fulfill the agreement due to events beyond its control, regarded as force majeure.  On April 14, 2005, Fumas notified CIEN that it would reject CIEN’s force majeure claim.  Fumas is requesting the courts order CIEN to pay a R$520,280,659 (US$313.42 million) fine contemplated in the contract in case of rescission, as adjusted plus interest from the date of filing of the claim until actual payment, as well as other penalties based on the lack of availability of the contracted capacity, and other charges to be determined upon the issuance of the final verdict.  CIEN replied on July 28, 2010.  Fumas answered on August 26, 2010.  On October 4, 2010, the judge ruled that the trial is at a stage when the parties need to present their evidence.  On October 25, 2010, CIEN proposed the courts the production of additional documentary proof without any need at this time to specify what documents would be presented, which will occur during a future phase.

 

F-93



Table of Contents

 

7.                    In December, 2001 the article of the Federal Constitution, on which our Brazilian distribution subsidiary, Ampla, relied to argue it was not required to pay certain taxes (COFINS, Contribuição para o Financiamento da Seguridade Social) and pursuant to which Ampla did not pay tax, was amended. There is an article of the Constitution stating that legislative changes come into force 90 days after their publication. Based on that, Ampla began to pay the COFINS only as of April, 2002. However, the Brazilian Tax Authorities argue that this article of the Constitution only applies to changes in laws, but not to the Constitution itself, whose changes come into force immediately. Furthermore, the Tax Authorities argue that, by reason of the change in Ampla’s tax status (from earned to accrued) the taxable amount of the COFINS increased during the first semester of 2002. Notice was given of the proceedings in July 2003. The first appealable decision was decided against Ampla, and it filed an appeal in October, 2003. In November 2007, the appeal was ruled on by the court of appeals and the decision was partly favorable to the Treasury in terms of the period in which a change in the Constitution comes into force and partly favorable to Ampla in terms of the change in the tax status from earned to accrued. In April, 2008, the Ministry of the Treasury filed an appeal against this decision in the Higher Court of Appeals. In October, 2008, Ampla filed its answer to the appeal and also filed an appeal with the Higher Court to attempt to change that part of the decision that was not favorable to Ampla. In May, 2009, the Federal Treasury (Hacienda Pública Federal) applied interest to the fine imposed. This new interest arises from an internal administrative act (addressed to the tax authorities but for general application) of the tax authorities and has started to be applied uniformly by the Federal Treasury (SRF). The interest on the fine has been calculated by applying the Selic (Special System of Liquidation and Custody: an adjustment index set by the federal government based on the referential interest rate of the Brazilian Central Bank), as of the month after receiving the Record of Infringement. Consequently, since the Record was received in July, 2003, the Selic corresponds to the interest accumulated as of August 2003, which is 81.42%. In August, 2009, Ampla was notified that the Special Appeal filed by the company had not been admitted to be heard. Ampla filed another appeal against this resolution with the President of the Higher Court for hearing Tax Issues. The purpose of this appeal is for the Special Appeal to be received. The decision on the Special Appeal filed by the SRF is pending. The appeal filed by Ampla with the President of the Higher Court for Tax Issues is also pending resolution. The amount involved is US$95.63 million.

 

8.                    In 1998, our Brazilian distribution subsidiary Ampla issued FRNs (bonds) for US$350 million maturing in 2008 in order to finance its investment in Coelce. Such bonds were purchased by Cerj Overseas (a foreign subsidiary of Ampla). The bonds had a special tax treatment according to which no withholding tax (15% or 25%) would be applied to payments of interest abroad, provided that, among other requirements, there was no advanced amortization before the average 96 month amortization deadline. Cerj Overseas obtained financing through a 6-month loan outside Brazil to acquire the bonds. At the end of that period (October 1998), due to problems in obtaining other sources of financing, Cerj Overseas had to obtain re-financing from Ampla, which provided Cerj Overseas with loans in reales. The Brazilian tax authorities argue that the special tax treatment was lost in 1998 because the loans in reales made by Ampla to Cerj Overseas were the equivalent of an advanced amortization of the debt before the 96 month amortization deadline. A Record of Infringement was notified in July 2005. In August, 2005, Ampla filed an appeal with the lower administrative court of appeal and such appeal was rejected. In April 2006, an appeal was filed with the Council of Taxpayers, the intermediate administrative court (Consejo de Contribuyentes). In December, 2007, the Council of Taxpayers ruled completely in favor of Ampla. In January of 2010, Ampla was notified of this favorable decision by the Council of Taxpayers as well as the appeal filed by Hacienda Pública. In February 2010, Ampla presented its arguments against the appeal filed by the tax authorities. The amount of this lawsuit is US$430.35 million.

 

9.                    In 2002, the State of Rio de Janeiro (“RJ”) issued a decree stipulating that the ICMS (Imposto sobre operações relativas à circulação de mercadorias e sobre prestações de serviços de transporte interestadual, intermunicipal e de comunicação) should be calculated and paid on the 10th, 20th, and 30th days of the same month of the accrual. Due to cash problems, our Brazilian distribution subsidiary Ampla continued to pay the ICMS in accordance with the previous system (payment on the 5th of the month following its accrual). In October 2004, and notwithstanding the existence of an informal agreement with RJ and two separate amnesty laws, RJ notified Ampla of a resolution to collect a fine on late payments. Such resolution was appealed by Ampla in that same year. In February 2007, Ampla was notified of the administrative decision that ratified the fine imposed by RJ. In March 2007, Ampla filed an appeal with the Council of Taxpayers, the intermediate administrative court (Consejo de Contribuyentes). Ampla obtained a temporary

 

F-94



Table of Contents

 

ruling (liminar) in its favor, allowing it to file the appeal without the need to make a deposit or post a bond to guarantee 30% of the adjusted amount of the fine. On August 26, 2010, Ampla received notification that the Council of Taxpayers decided against it.  Afterwards, on September 1, 2010, Ampla presented a new appeal to the Full Council (Consejo Pleno, special body of the Council of Taxpayers) to reverse the decision of the Council of Taxpayers.  Ampla is currently awaiting the decision from the Full Council.  The amount of the lawsuit is US$ 97.67 million.

 

10.              Towards the end of 2002, our Brazilian generating subsidiary CGTF filed a petition against the Federal Union seeking to classify the goods imported for the turbo-generator units as corresponding to the item “Other Generating Sets”, in order to be able to avail itself of the 0% rate for Import Tax (II) and for the Tax on Industrialized Products (IPI). The Federal Union argues that the imported goods do not correspond to “Other Generating Sets”. CGTF obtained an incidental resolution in its favor allowing it to clear the goods through customs with a 0% rate, subject to a prior legal deposit of R$56 million (US$35.72 million, updated at July 2009).  Also, to avoid expiration of the taxes, the Brazilian federal tax authorities issued a record of tax enforcement that was suspended until the pending lawsuit against the Federal Union is resolved.  In September of 2008, the lower court issued a ruling favorable to CGTF. The ruling recognized the classification of the turbo-generator units in accordance with CGTF’s original classification and determined that the judicial deposit should remain as a guarantee until a final decision is reached. In February 2009, the Brazilian federal tax authorities filed an appeal with the Regional Federal Court (Tribunal Regional Federal or “TRF”).  In May of 2010, the TRF also ruled in favor of CGTF thereby confirming the decision of the lower court in favor of CGTF and rejecting the appeal filed by the Brazilian tax authorities. This decision became final as the Brazilian tax authorities did not file any appeal with the superior courts.  In September 2009, the temporary resolution that allowed CGTF to clear the goods through customs with a 0% tax rate subject to a legal deposit was confirmed.  In October 2009, the decision which confirmed the first ruling in favor of CGTF was published.  In November 2009, the Brazilian tax authorities presented a special petition (embargos de declaracion) against such resolution which was resolved in favor of CGTF.  In March 2010, the Brazilian tax authorities filed a special petition against such decision in the Supreme Court of Justice in Brazilia. In administrative proceedings regarding the tax enforcement issued by the Brazilian tax authorities to avoid expiration of the taxes, the lower administrative court ruled in favor of CGTF because the record of enforcement (Acta) was declared null and void. The decision is based on the fact that the record of enforcement was issued without taking into consideration the proper legal requirements and formalities.  As this resolution was based on formalities (rather than on substantive matters), there is the theoretical possibility for the Brazilian tax authorities to issue  another record that meets the formal requirements, for which there is no specific deadline.  In October 2008, the Council of Taxpayers, the intermediate court of administrative appeal, completely ratified the decision by the lower court confirming that the record of enforcement issued by the Brazilian federal tax authorities was null and void due to formal flaws. In April 2009, such decision became final and therefore the record is now extinct. The lawsuit is currently pending resolution of a petition submitted by the Brazilian tax authorities to the Supreme Court of Justice in Brasilia.  The amount involved is US$43.92 million.

 

11.              In 2005, three lawsuits were filed against Endesa Chile, the Treasury (Fisco) and the General Water Board (Direccion General de Aguas or DGA), which are currently being treated as a single proceeding. The lawsuits request the annulment of DGA Resolution 134 that gave Endesa the right to non-consumptive use of water for the Neltume Hydroelectric Power Plant project. The lawsuits also request compensation for damages. Alternatively, the lawsuit requests compensation for damages allegedly caused to the plaintiffs by the loss of quality of their properties on the shores of Lake Pirehueico and by the loss in value of their properties. The defendants, including Endesa Chile, have rejected these allegations on the grounds that, among other arguments, the DGA Resolution 134 meets all legal requirements and the exercise by Endesa Chile of this right does not cause any damages to the plaintiffs. At this date, the proceeding is at the stage of receiving evidence by the parties. The amount related to these lawsuits is undetermined.

 

12.              There were five proceedings initiated between 2008 and 2009 against Pangue S.A., a subsidiary of Endesa Chile, where the plaintiffs seek compensation for losses incurred by flooding that, according to the plaintiffs, was caused by the operation of the Pangue S.A. hydroelectric power plant during July 2006.  Pangue S.A. responded to such lawsuits arguing that it was in compliance with existing regulations in the operation of the power plant and that it acted with due diligence and care.  Consequently, Pangue S.A. claims that there is no causal relationship between the flooding and the operation of the power plant during

 

F-95



Table of Contents

 

the relevant period.  These proceedings were filed in various courts and currently one of them is close to being resolved and two of them are at the discovery stage. In one of the two remaining proceedings, the courts ruled in favor of Pangue S.A., and currently there are pending appeals filed with the court of appeals by the plaintiffs. The remaining proceeding is no longer in effect due to inactivity by the plaintiffs. The amount claimed in the four proceedings that are still in effect is equal to ThCh$ 17,718,704 (US$ 37.86 million) in the aggregate.  As for the proceeding that was closed, it entailed ThCh$ 1,916,466 (US$ 4 million) and is not covered in terms of equity risk by an insurance company. The potential damages arising from the four proceedings that are in effect are covered by insurance.

 

13.              During 2010, several plaintiffs initiated four judicial proceedings against Endesa Chile seeking compensation for flooding of the Bio Bio river in the VIII Region.  In these proceedings, the plaintiffs blame the company for losses attributed to the poor operation of the Ralco hydroelectric power plant during the flooding.  In one of the proceedings, the lawsuit also includes the Public Works Ministry (“MOP”).  In November 2010, the plaintiff withdrew the claim against Endesa but decided to continue it against MOP.  The remaining lawsuits are currently in evidentiary hearing.  The plaintiff has the burden to prove causation between the operation of the Ralco hydroelectric plant and the flooding during the period in question (i.e., that the flooding was caused by poor operation of the plant).  The amount of the three proceedings that are currently in effect against Endesa Chile equals ThCh $ 14,610,043 (US$ 31.21 million).  The proceeding against Endesa Chile that was dismissed by the plaintiff amounted to ThCh$33,751,490 (US$72.11 million). All of the risks arising from these proceedings are covered by an insurance policy.

 

14.              In July and September of 2010, Ingeniería y Construcción Madrid S.A. and Transportes Silva y Silva Limitada, filed separate lawsuits against Endesa Chile and the Dirección General de Aguas (“DGA”), to nullify and void the administrative resolution that granted to Endesa Chile use of the water rights for the Neltume hydroelectric plant, and the administrative resolution that authorized the transfer of the collection point of such rights. The goal of the plaintiffs is to obtain payment for their water rights that are located in an area of the hydraulic works of the future Neltume hydroelectric power plant.  Endesa Chile has rejected the claims, arguing that the plaintiffs are attempting to unlawfully litigate to prevent the construction of the plant in order to obtain compensation.  The discussion period in the proceeding initiated by Ingeniería y Construcción Madrid S.A has expired and Endesa Chile has responded to the lawsuit in the proceeding initiated by Transportes Silva y Silva Limitada.  The amount involved in these proceedings are undetermined.

 

15.              In 2001, the inhabitants of Sibaté, Department of Cundinamarca filed a claim against the Colombian generating subsidiary Emgesa S.A. ESP., Empresa de Energía de Bogotá S.A. ESP. and the Corporación Autónoma Regional seeking joint and several damages caused by the pollution of the El Muña reservoir by pumping of polluted water from the Bogotá river by Emgesa S.A. ESP. Emgesa responded that it is not liable for these damages, arguing, among other things, that it receives already polluted water. The total amount of the lawsuit equals ThCPs 3,000,000,000 (US$1,547.72 million). Emgesa S.A. ESP. petitioned to have approximately 80 public and private entities that discharge into the Bogotá River and that have responsibility for the environmental management of this river basin to be brought into the lawsuit. Therefore, the case file (expediente) was sent to the State Council (Consejo de Estado) and the public and private entities have filed petitions in opposition. On June 29, 2010 the parties were notified of a motion filed by one of the plaintiffs that seeks to declare the Cundinamarca Administrative Court’s rulings for the period after August 1, 2006 null and void.  This request is based on the argument that the court lacks jurisdiction over this proceeding since according to Law 472 of 1998, the Administrative Circuit Courts are the relevant courts to hear class actions. Emgesa rejected such annulment request. The proceedings will be reassigned to Magistrate Olga Valle de la Hoz who is among the new magistrates that are in compliance with Law 1285.

 

16.              In 2001, the tax authority in Peru, SUNAT, issued certain tax and penalty resolutions questioning the depreciation of Edegel’s revalued assets. In January of 2002, Edegel filed a petition (recurso de reclamacion) against these resolutions, which was declared without merit by the SUNAT.  Edegel filed an appeal before the Tribunal Fiscal de la Nación (National Tax Tribunal), which ruled in favor of Edegel in 2004, confirming (i) Edegel’s right to depreciate the greater value of the asset based on the fact that Edegel had an agreement for legal stability (convenio de estabilidad jurídica), and (ii) the non-application of Rule VIII of the Internal Revenue Code as there was no fraud.  The resolution provided that SUNAT must ensure

 

F-96



Table of Contents

 

that the revaluation of the assets was not done at an amount greater than market value.  From that date, Edegel has received several notices from SUNAT for determination of the revaluation surplus and the tax amount owed.  In January 2006, a complaint and appeal were filed against the resolution of SUNAT before the Tribunal Fiscal de la Nación, the ruling of which is pending.  The amount of these claims equals approximately US$ 45.43 million.

 

The Management of Enersis S.A. considers that the provisions recorded in the Consolidated Financial Statements adequately cover the risks of the litigation described in this note, so such litigation is not expected to give rise to any additional liabilities to those recorded.

 

Given the characteristics of the risks covered by these provisions, a reasonable schedule of dates of payment, if any, cannot possibly be determined.

 

23.  PROVISIONS FOR EMPLOYEE BENEFITS

 

23.1    General information:

 

Enersis S.A. and certain of its subsidiaries in Chile, Brazil, Colombia, and Argentina sponsor various post-employment benefits for all qualifying employees. These benefits are calculated and recorded in the financial statements according to the criteria described in Note 3.l.1., and include the following employee benefits:

 

a)         Defined benefits plans:

 

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

 

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

 

·               Electric supply: The beneficiary receives a monthly amount to cover a portion of his/her billed residential electricity consumption.

 

·               Health benefit: The beneficiary receives additional health coverage to that entitled by his/her social security regime.

 

b)        Defined contribution benefits:

 

The Group makes contributions to a retirement benefit plan where the beneficiary receives additional pension supplements for his/her retirement, disability, or death.

 

F-97



Table of Contents

 

23.2    Details, movements and financial statement presentation:

 

a)         The post-employment obligations associated with defined benefits plans and the related assets plan as of December 31, 2010 and 2009 is detailed as follows:

 

The amounts included in the consolidated statement of financial position are the following:

 

 

 

Balance at

 

 

 

12-31-2010

 

12-31-2009

 

 

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

Post-Employment Benefit Obligation, Current

 

5,450,382

 

4,915,167

 

Post-Employment Benefit Obligation, Non-Current

 

215,818,975

 

182,688,990

 

Total

 

221,269,357

 

187,604,157

 

(-) Surplus of plan assets (*)

 

(3,352,698

)

 

 

 

 

 

 

 

Total post-employment obligatins, net

 

217,916,659

 

187,604,157

 

 


(*)             Corresponds to the excess of the fair value of plan assets over the present value of the defined benefit obligation in the subsidiary Coelce. This amount has been presented within “Other financial assets” (see Note 6).

 

The amount included in the statement of financial position arising from the Group´s obligation in respect of its defined benefit plans were as follows:

 

 

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

 

 

 

 

 

 

Present value of defined benefit obligations

 

554,990,745

 

510,334,175

 

(-) Fair value of Plan Assets (*)

 

(377,239,859

)

(362,690,337

)

 

 

 

 

 

 

Total

 

177,750,886

 

147,643,838

 

 

 

 

 

 

 

Amount Not Recognised as an Asset

 

31,425,234

 

31,876,650

 

Minimum Funding Requirement (IFRIC 14) (**)

 

11,527,032

 

10,233,447

 

Transfer to Disposal Groups Held for Sale (***)

 

(2,786,493

)

(2,149,778

)

 

 

 

 

 

 

Post-Employment Benefit Obligations Total

 

217,916,659

 

187,604,157

 

 


(*)                         Plan assets to fund defined benefit plans in our Brazilian subsidiaries (Ampla and Coelce) the remaining defined benefit plans in our other subsidiaries are unfunded.

 

(**)                  The Brazilian subsidiaries are subject to minimum funding requirements of contributions that must be made to a plan over a given period, in accordance with IFRIC 14. The administration has estimated that only 26.75% will be recovered.

 

(***)           Corresponds to defined benefit obligations in our subsidiaries CAM and Synapsis classified as held for sale (see Note 11).

 

F-98



Table of Contents

 

b)        The reconciliation of opening and closing balances of the present value of the defined benefit obligation as of December 31, 2010 and 2009 is as follow:

 

Present Value of Post-Employment Benefit Obligations

 

ThCh$

 

Opening Balance at January 1, 2009

 

443,320,261

 

Current Service Cost

 

5,138,692

 

Interest Cost

 

51,679,594

 

Actuarial (Gains) Losses

 

35,705,096

 

Foreign Currency Translation

 

11,423,745

 

Benefits Paid

 

(44,397,635

 

Business Combinations (*)

 

7,464,422

 

 

 

 

 

Balance at December 31, 2009

 

510,334,175

 

 

 

 

 

Current Service Cost

 

4,455,159

 

Interest Cost

 

52,703,379

 

Contributions by plan participants

 

1,461,694

 

Actuarial (Gains) Losses

 

48,675,226

 

Foreign Currency Translation

 

(15,843,247

)

Benefits Paid

 

(46,795,641

)

 

 

 

 

Closing Balance at December 31, 2010

 

554,990,745

 

 


(*) Balance arising on business combination occurred on February 25, 2009 (see Note 14.1).

 

As of December 31, 2010, out of the total amount of post-employment benefit obligations a 6.4% (7.1% in 2009) relates to defined benefit plans from Chilean companies; a 79.1% (76.3% in 2009) relates to defined benefit plans from Brazilian companies; a 14.1% (16.2% in 2009) relates to defined benefit plans from Colombian companies and; a 0.4% (0.4% in 2009) relates to defined benefit plans from one Argentine companies.

 

c)         Movements in the present value of the plan assets in the periods presented were as follows:

 

Fair Value of Plan Assets

 

ThCh$

 

Balance at January 1, 2009

 

(264,762,082

)

Expected Return

 

(32,050,585

)

Actuarial (Gains) Losses

 

(60,896,738

)

Foreign Currency Translation

 

(21,040,531

)

Contributions

 

(15,488,990

)

Benefits Paid

 

31,548,589

 

Balance at December 31, 2009

 

(362,690,337

)

Expected Return

 

(41,253,550

)

Actuarial (Gains) Losses

 

(2,416,269

)

Foreign Currency Translation

 

12,205,535

 

Contributions

 

(15,530,103

)

Benefits Paid

 

32,444,865

 

 

 

 

 

Balance at December 31, 2010

 

(377,239,859

)

 

F-99



Table of Contents

 

The amounts included in the fair value of plan assets for equity instruments of the Group’s own financial instruments and for property occupied by the Group are as follows:

 

 

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

 

 

 

 

 

 

Equity instruments

 

7,526,454

 

8,448,047

 

Real estate

 

2,044,062

 

1,722,538

 

 

 

 

 

 

 

Total

 

9,570,516

 

10,170,585

 

 

d)        The major categories of plan assets at the end of each reporting period are as follows:

 

 

 

12-31-2010

 

12-31-2009

 

Category of Plan Assets

 

ThCh$

 

%

 

ThCh$

 

%

 

Equity instruments (variable income)

 

65,913,747

 

18

%

67,097,712

 

19

%

Fixed Income Assets

 

283,356,040

 

75

%

264,763,946

 

73

%

Real Estate Investments

 

23,748,294

 

6

%

25,388,324

 

7

%

Other

 

4,221,778

 

1

%

5,440,355

 

1

%

Total

 

377,239,859

 

100

%

362,690,337

 

100

%

 

The expected rate of return of the plan assets has been estimated considering the projections for financial markets of fixed and variable income instruments, and assuming that asset categories will have a similar weighing from that of the prior year. The return on plan assets was 12.90% and 19.77% as of December 31, 2010 and 2009, respectively.

 

e)         The total expense recognized in profit or loss in respect of the defined benefit plans as of December 31, 2010, 2009 and 2008, are as follows:

 

Expense Recognized in Profit or Loss

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

Current Service Cost

 

4,455,159

 

5,138,692

 

4,072,922

 

Interest Cost

 

52,703,379

 

51,679,594

 

47,749,152

 

Expected Return on Plan Assets

 

(41,253,550

)

(32,050,585

)

(33,741,755

)

 

 

 

 

 

 

 

 

Expense Recognized in Profit or Loss

 

15,904,988

 

24,767,701

 

18,080,319

 

Actuarial (Gains) and Losses

 

48,495,375

 

15,599,453

 

34,060,925

 

Total Expense Recognized in Profit or Loss

 

64,400,363

 

40,367,154

 

52,141,244

 

 

23.3    Other disclosures:

 

·             Actuarial Assumptions:

 

As of December 31, 2010 and 2009 the following assumptions were used in the actuarial calculation of defined benefits:

 

 

 

Chile

 

Brazil

 

Colombia

 

Argentina

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Discount Rates Used

 

6.50%

 

6.50%

 

10.50%

 

10.80% / 11.50%

 

9.52%

 

11.59%

 

16.80%

 

13.94%

Expected Return on Plan Assets

 

N/A

 

N/A

 

12.90% / 13.41%

 

11.28% / 13.02%

 

N/A

 

N/A

 

N/A

 

N/A

Expected Rate of Salary Increases

 

3.00%

 

3.00%

 

4.50%

 

5.77% / 6.59%

 

4.51%

 

6.48%

 

11.30%

 

8.00%

Mortality Tables

 

RV-2004 / RV-85

 

RV-2004 / RV-85

 

AT 2000

 

AT-83/AT-49

 

RV- 08

 

ISS 1980-1989

 

CSO 1980

 

CSO 1980

 

F-100



Table of Contents

 

·             Sensitivity:

 

As of December 31, 2010, the sensitivity of the value of the actuarial liability for post-employment benefits to variations of 100 basis points in the discount rate assumes a decrease of ThCh$ 48,202,624 (ThCh$ 40,456,334 as of December 31, 2009) if the rate rises and an increase of ThCh$ 56,462,882 (ThCh$ 47,466,911 as of December 31, 2009) if the rate falls.

 

·             Future disbursements:

 

The Group expects to make a contribution of ThCh$ 5,450,382 to the defined benefit plans during the next financial year.

 

·             Defined contribution:

 

The total expense recognized in the consolidated statement of comprehensive income within line item “Employee expenses” represents contributions payables to the defined contribution plans by the Group. As December 31, 2010, 2009 and 2008 the amounts recognized as expenses were ThCh$ 1,382,818, ThCh$ 2,132,317 and ThCh$ 1,697,800 respectively.

 

24.       EQUITY

 

24.1                 Equity attributable to the parent company´s owners

 

24.1.1        Subscribed and paid capital and number of shares

 

The share capital as of December 31, 2010 and 2009 was ThCh$ 2,824,882,835 and is divided into 32,651,166,465 fully subscribed and paid no par value shares listed at the Bolsa de Comercio de Santiago de Chile, Bolsa Electrónica de Chile, Bolsa de Valores de Valparaíso, New York Stock Exchange (NYSE), and Bolsa de Valores Latinoamericanos de la Bolsa de Madrid (LATIBEX). There has been no change in the numbers of shares during the years 2010 and 2009.

 

Capital contributions made in 1995 and 2003 resulted in share premiums amounting to ThCh$ 125,881,577 and ThCh$ 32,878,071, respectively. The Chilean Companies Law permits the use of the share premium account balance to increase capital and does not establish any specific restrictions as to its use.

 

24.1.2        Dividends

 

The Company’s Board of Directors, at the Board Meeting held on March 25, 2009 agreed to propose to the General Shareholders Meeting the distribution of a final dividend equivalent to 35.27% of the net income of year 2008, at Ch$ 6.1 per share.

 

The proposal above modified the dividends policy for the year 2008 which considered a proposed final dividend distribution equivalent to 70% out of the total net income, which was reported as a Material Event on March 25, 2009.

 

At the Board Meeting held on February 26, 2010 , the Board agreed to propose to the General Ordinary Shareholders’ Meeting to be held on April 22, 2010, the distribution of a final dividend in the amount of 35,11% of the Company’s net income corresponding to 2009.  This equals a dividend of Ch$ 7.1 per share.

 

The aforementioned proposal modified the Company’s Dividend Policy for 2009, which allowed for an expected final dividend of 60% of the Company’s net income.  This was disclosed as an Essential Event dated February 26, 2010.  In the General Ordinary Shareholders’ Meeting held on April 22, 2010, the shareholders agreed to distribute the minimum mandatory dividend and an additional dividend amounting to Ch$ 7.1 per share.  Such dividend was partially paid during 2009 (Interim Dividend No. 80) and the Ch$ 4.64323 per share surplus was paid on May 6, 2010 (Final Dividend No. 81).

 

The Board agreed to establish a dividend policy for 2010 in the amount of 60% of 2010 net income.

 

F-101



Table of Contents

 

The Enersis Board in its Ordinary Session dated October 27, 2010 unanimously agreed to pay an interim dividend on January 27, 2011 equal to Ch$ 1.57180 per share out of 2010 net income and corresponding to 15% of the Company’s net income as of September 30, 2010.

 

The aforementioned information constitutes a modification in the Company’s 2010 dividend policy, which provided for the December interim dividend

 

The compliance of the aforementioned dividend plan is conditional on the actual net income earned by the Company during the current year, as well as the results the Company’s periodic projections indicate.

 

The following table details the dividends paid in the last six years:

 

Dividend No.

 

Type of Dividend

 

Date of Payment

 

Pesos per Share

 

Charged to Period

 

72

 

Final

 

04-20-2005

 

0.41654

 

2004

 

73

 

Final

 

04-03-2006

 

1.00000

 

2005

 

74

 

Interim

 

12-26-2006

 

1.11000

 

2006

 

75

 

Final

 

05-23-2007

 

4.89033

 

2006

 

76

 

Interim

 

12-27-2007

 

0.53119

 

2007

 

77

 

Final

 

04-30-2008

 

3.41256

 

2007

 

78

 

Interim

 

12-19-2008

 

1.53931

 

2008

 

79

 

Final

 

05-12-2009

 

4.56069

 

2008

 

80

 

Interim

 

12-17-2009

 

2.45677

 

2009

 

81

 

Final

 

05-06-2010

 

4.64323

 

2009

 

 

24.2                 Foreign currency translation reserves

 

The following table details translation adjustments net of taxes in the consolidated statement of financial position and the consolidated statement of change in equity for the threee years in the period ended December 31, 2010:

 

Foreign currency translation

 

December 31, 2010
ThCh$

 

December 31, 2009
ThCh$

 

December 31, 2008
ThCh$

 

Distrilec Inversora S.A.

 

(31,997,882

)

(25,140,985

)

(3,123,655

)

Edesur S.A.

 

(39,533,598

)

(30,917,314

)

(3,519,749

)

Ampla Energía S.A.

 

131,368,333

 

145,683,499

 

115,076,940

 

Ampla Investimentos S.A.

 

2,457,495

 

3,558,280

 

1,445,939

 

Codensa S.A.

 

6,372,677

 

8,666,552

 

28,716,101

 

Distrilima S.A.

 

(8,023,006

)

(3,620,410

)

10,412,874

 

Investluz S.A.

 

3,645,236

 

3,681,834

 

3,644,801

 

Endesa Brasil S.A.

 

32,580,194

 

55,686,633

 

14,166,519

 

Central Costanera S.A.

 

(7,112,768

)

(3,495,910

)

(4,619,633

)

Endesa Argentina S.A.

 

286,480

 

286,480

 

9,403,155

 

Gas Atacama S.A.

 

(2,013,576

)

2,261,348

 

13,277,982

 

Emgesa

 

38,858,582

 

40,494,477

 

62,314,686

 

Hidroeléctrica El Chocón S.A.

 

(10,306,187

)

(7,744,971

)

(677,259

)

Generandes Perú S.A.

 

766,900

 

9,417,649

 

31,521,222

 

Grupo Synapsis

 

(1,148,937

)

(339,801

)

2,370,640

 

Grupo CAM

 

(2,087,946

)

(1,259,460

)

3,423,263

 

Other

 

(833,107

)

(244,691

)

125,785

 

Total

 

113,278,890

 

196,973,210

 

283,959,611

 

 

24.3                 Capital management

 

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

 

24.4                 Restrictions on the ability of subsidiaries to transfer funds to the parent

 

Certain subsidiaries of the Group must meet certain financial ratio covenants which require them to have a minimum level of equity or other requirements that restrict the transferring of assets to the parent company. The Group’s restricted net assets as of December 31, 2010 from its subsidiaries Endesa Chile, Endesa Brasil, Ampla Energía, Coelce and Edelnor totaled ThCh$ 1,021,823,880, ThCh$ 99,763,921, ThCh$ 390,800,750, ThCh$ 48,782,665 and ThCh$ 68,032,153 respectively (see Schedule I).

 

F-102



Table of Contents

 

24.5              Other reserves

 

Other reserves within Equity as of December 31, 2010, 2009 and 2008 are as follows:

 

 

 

Balance at

 

 

 

Balance at

 

 

 

January 01,

 

Movements

 

December 31,

 

 

 

2010
ThCh$

 

2010
ThCh$

 

2010
ThCh$

 

 

 

 

 

 

 

 

 

Exchange differences on translation

 

196,973,210

 

(83,694,320

)

113,278,890

 

Cash flow hedges

 

(188,691,145

)

14,682,972

 

(174,008,173

)

Remeasurement of Available-for-sale financial assets

 

41,699

 

126

 

41,825

 

Miscellaneous Other Reserve

 

(1,291,099,898

)

 

(1,291,099,898

)

TOTAL

 

(1,282,776,134

)

(69,011,222

)

(1,351,787,356

)

 

 

 

Balance at

 

 

 

Balance at

 

 

 

January 01,

 

Movements

 

December 31,

 

 

 

2009
ThCh$

 

2009
ThCh$

 

2009
ThCh$

 

 

 

 

 

 

 

 

 

Exchange differences on translation

 

283,959,611

 

(86,986,401

)

196,973,210

 

Cash flow hedges

 

(276,767,607

)

88,076,462

 

(188,691,145

)

 

 

 

 

 

 

 

 

Available-for-sale financial assets

 

9,565

 

32,134

 

41,699

 

Miscellaneous Other Reserve

 

(1,291,099,898

)

 

(1,291,099,898

)

TOTAL

 

(1,283,898,329

)

1,122,195

 

(1,282,776,134

)

 

 

 

Balance at

 

 

 

Balance at

 

 

 

January 01,

 

Movements

 

December 31,

 

 

 

2008
ThCh$

 

2008
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Exchange differences on translation

 

199,615,814

 

84,343,797

 

283,959,611

 

Cash flow hedges

 

(44,390,168

)

(232,377,439

)

(276,767,607

)

 

 

 

 

 

 

 

 

Available-for-sale financial assets

 

9,108

 

457

 

9,565

 

Miscellaneous Other Reserve

 

(841,137,396

)

(449,962,502

)

(1,291,099,898

)

TOTAL

 

(685,902,642

)

(597,995,687

)

(1,283,898,329

)

 

·             Translation reserve arises from exchange differences relating to :

 

· Translation of the financial statements of our foreign operations from their functional currencies to our presentation currency (i.e. Chilean peso) (see Note 2.5.3); and

 

· Translation of goodwill arising on the acquisition of foreign operations with a functional currency other than the Chilean peso (Note 3.c).

 

·              Hedging reserve represents the cumulative portion of gains and losses on hedging instruments deemed effective in cash flow hedges (Note 3.g.4. and 3.m).

 

·              Other miscellaneous reserves

 

Other miscellaneous reserves include the following:

 

(I) In accordance with Oficio Circular No. 456 of the SVS, accumulated price level restatements related to paid-in capital since our transition to IFRS 1 on January 1, 2004 through December 31, 2008. Note that despite the Company adopted IFRS as its accounting standards as of January 1, 2009, the January 1, 2004 transition

 

F-103



Table of Contents

 

date disclosed previously was the same date used by the our Parent Company ENDESA, S.A. in its transition to IFRS.

 

(II) Translation differences existing at the date of transition to IFRS (exemption IFRS 1 “First-time adoption”).

 

(III) Reserve arising from transactions between entities under common control, mainly explained by the creation of the Endesa Brasil Holding in 2005 and the merger of our Colombian subsidiaries Emgesa and Betania in 2007.

 

24.6              Non-controlling interests

 

The main changes in minority interests during the years ended December 31, 2010 and 2009 are described below.

 

a)              On October 9, 2009, our subsidiary Endesa Chile acquired an additional 29.3974% ownership interest of Edegel S.A.A. for a total consideration US$ 375 million, resulting in a reduction amounting to ThCh$ 127,551,963 in the equity attributable to minority interests in such entity.

 

·             Likewise, on October 15, 2009, Enersis acquired an additional 24% ownership interest of Empresa de Distribución Eléctrica de Lima Norte S.A.A. (“Edelnor”) for a total consideration of US$ 145.7 million, resulting in a reduction amounting to  ThCh$ 37,886,392 in the equity attributable to minority interests in such entity.

 

·             The Boards of Directors of Endesa Chile and Enersis authorized both transactions described above after reviewing external valuations performed by investment banks hired for this purpose, as well as internal valuations performed by the executive management of each company. These acquisitions were made from Generalima S.A.C., a Peruvian company fully owned by Endesa Latinoamérica S.A.U., the direct parent company of Enersis.

 

b)             On the other hand, the negative fluctuation reflected in the line item “Increase (decrease) through  transfers and other changes” of the consolidated statements of changes in equity is explained primarily by the following:

 

(i)        the amount corresponding to the non-controlling interests in dividends declared by the consolidated subsidiaries

 

(ii)     the amount corresponding to the non-controlling interests in the Emgesa S.A. E.S.P. return of capital.  That balance amounts to ThCh$ 85,231,132 as of December 31, 2010 (ThCh$ 0 as of December 31, 2009 and 2008).

 

F-104



Table of Contents

 

25.                               REVENUES

 

The detail of revenues presented in the Statement of Comprehensive income for the years ended December 31, 2010, 2009 and 2008 is as follows:

 

 

 

For the year ended

 

Revenues

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Energy Sales

 

5,653,724,917

 

5,579,145,884

 

5,561,463,872

 

 

 

 

 

 

 

 

 

Other Sales

 

50,570,774

 

56,489,259

 

45,682,484

 

Sale of Measuring Equipment

 

2,621,293

 

2,822,658

 

3,798,709

 

Sale of Electronic Supplies

 

31,263,834

 

39,840,661

 

31,760,232

 

Sale of Products and Services

 

16,685,647

 

13,825,940

 

10,123,543

 

 

 

 

 

 

 

 

 

Other Revenue from Services

 

474,934,133

 

477,648,472

 

493,717,929

 

Tolls and Transmission

 

182,638,100

 

229,183,380

 

250,583,706

 

Lease of Measuring Equipment

 

9,646,546

 

8,327,754

 

9,966,455

 

Public Lighting

 

31,092,463

 

30,603,007

 

36,640,855

 

Verifications and Connections

 

14,106,659

 

14,869,456

 

22,801,523

 

Engineering Services

 

15,871,319

 

19,960,120

 

18,460,358

 

Advisory Services

 

23,442,524

 

26,976,336

 

23,528,236

 

Other Services

 

198,136,522

 

147,728,419

 

131,736,796

 

 

 

 

 

 

 

 

 

Total Revenue

 

6,179,229,824

 

6,113,283,615

 

6,100,864,285

 

 

 

 

For the year ended

 

Other operating income

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Revenue from Construction Contracts

 

252,401,048

 

200,493,636

 

275,584,358

 

Mutual Supports

 

23,287,510

 

17,809,432

 

16,614,018

 

Third Party Services to own and Third Party Fixtures

 

10,611,783

 

24,832,249

 

18,887,136

 

Income from Leases

 

699,787

 

841,083

 

3,112,862

 

Sale of New Businesses

 

11,380,343

 

9,238,121

 

13,226,000

 

Other Income

 

85,970,818

 

105,557,517

 

151,656,042

 

 

 

 

 

 

 

 

 

Total other operating income

 

384,351,289

 

358,772,038

 

479,080,416

 

 

1)         During the current year, the Company recognized Ch$ 22,226 million related to the Bocamina power plant business interruption insurance policy.  Note that as a result of the February 27, 2010 earthquake, the Bocamina Power Plant activities were affected. Consequently, this is why the Company received the proceeds noted herein. (see Note No.15 d) vi).

 

F-105



Table of Contents

 

26.       RAW MATERIALS AND CONSUMABLES USED

 

Raw materials and consumables used presented in profit or loss for the 2010, 2009 and 2008 period are detailed as follows:

 

 

 

For the year ended

 

Raw materials and consumable used

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Energy Purchases

 

(1,554,714,636

)

(1,520,198,225

)

(1,624,238,985

)

Cost Fuel Consumed

 

(672,038,103

)

(580,237,613

)

(847,411,384

)

Transportation Costs

 

(405,983,092

)

(316,287,883

)

(294,860,018

)

Costs from Construction Contracts

 

(252,401,048

)

(200,493,636

)

(275,584,358

)

Other Variable Supplies and Services

 

(636,509,375

)

(593,376,220

)

(505,895,541

)

 

 

 

 

 

 

 

 

Total

 

(3,521,646,254

)

(3,210,593,577

)

(3,547,990,286

)

 

27.       EMPLOYEE BENEFITS EXPENSES

 

Employee expenses recognized in profit or loss for the 2010, 2009 and 2008 period are detailed as follows:

 

 

 

For the year ended

 

Employee Benefits expenses

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

 

 

 

 

 

 

 

 

Wages and Salaries

 

(295,339,462

)

(296,862,091

)

(269,904,674

)

Post-Employment Benefit Obligation Expense

 

(5,837,977

)

(7,271,009

)

(5,770,722

)

Social Security and Other Contributions

 

(63,391,743

)

(52,252,408

)

(40,925,405

)

Other Employee Expenses

 

(10,108,831

)

(14,016,937

)

(6,027,632

)

 

 

 

 

 

 

 

 

Total

 

(374,678,013

)

(370,402,445

)

(322,628,433

)

 

28.       DEPRECIATION, AMORTIZATION AND IMPAIRMENT LOSSES

 

Depreciation, amortization and impairment losses recognized in profit or loss for the 2010, 2009 and 2008 period are detailed as follows:

 

 

 

For the year ended

 

 

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

 

 

 

 

 

 

 

 

Depreciation

 

(338,040,266

)

(346,587,547

)

(330,545,457

)

Amortization

 

(110,977,009

)

(107,782,412

)

(87,164,869

)

 

 

 

 

 

 

 

 

Subtotal

 

(449,017,275

)

(454,369,959

)

(417,710,326

)

Impairment Losses (*)

 

(108,373,429

)

(85,285,525

)

(20,353,265

)

 

 

 

 

 

 

 

 

Total

 

(557,390,704

)

(539,655,484

)

(438,063,591

)

 

 

 

For the year ended

 

(*) Impairment losses

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

 

 

 

 

 

 

 

 

Financial assets (see Note 7c)

 

(95,391,111

)

(22,179,120

)

(19,755,884

)

Assets and disposal groups held for sale (see Note 11)

 

(14,881,960

)

(21,915,849

)

 

Property, plant and equipment (see Note 15)

 

(1,340,235

)

(43,999,600

)

 

Reversal of impairment loss — investment property (see Note 16)

 

3,239,877

 

2,809,044

 

(597,381

)

 

 

 

 

 

 

 

 

Total

 

(108,373,429

)

(85,285,525

)

(20,353,265

)

 

F-106



Table of Contents

 

29.  OTHER EXPENSES

 

Other miscellaneous operating expenses for the 2010, 2009 and 2008 period are detailed as follows:

 

 

 

For the year ended

 

Other expenses

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Other Supplies and Services

 

(130,232,972

)

(146,952,970

)

(156,589,606

)

Professional, outsourcing and other services

 

(113,944,110

)

(117,604,978

)

(108,338,771

)

Repairs and Maintenance

 

(69,199,458

)

(53,933,371

)

(57,359,157

)

Indemnities and Fines

 

(41,316,694

)

(20,934,632

)

(11,474,146

)

Taxes and Charges

 

(26,456,298

)

(33,891,117

)

(34,795,817

)

Insurance Premiums

 

(19,147,361

)

(19,866,916

)

(14,076,198

)

Leases and Rental Cost

 

(16,980,825

)

(19,969,187

)

(22,103,036

)

Marketing, Public Relations and Advertising

 

(16,207,055

)

(16,338,026

)

(10,949,704

)

Other Supplies

 

(11,701,238

)

(19,372,298

)

(15,665,284

)

Travel Expense

 

(4,306,510

)

(4,966,691

)

(5,192,877

)

Environmental Expenses

 

(942,248

)

(3,859,011

)

(3,666,727

)

 

 

 

 

 

 

 

 

Total

 

(450,434,769

)

(457,689,197

)

(440,211,323

)

 

30.  OTHER GAINS (LOSSES)

 

The detail of other gain (loss) for the 2010, 2009 and 2008 period are detailed as follows:

 

 

 

For the year ended

 

Other gains (losses)

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

 

 

 

 

 

 

 

 

Investment Sales

 

272,686

 

28,113,548

 

964,000

 

Sale of receivables portfolio - Codensa Hogar

 

 

12,784,152

 

 

Land Sales

 

8,381,710

 

9,253,010

 

 

Other Assets

 

3,329,038

 

489,568

 

1,574,961

 

 

 

 

 

 

 

 

 

Total

 

11,983,434

 

50,640,278

 

2,538,961

 

 

31.  FINANCIAL COSTS

 

The detail of financial income and costs for the 2010, 2009 and 2008 period are detailed as follows:

 

 

 

For the year ended

 

Financial income

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

 

 

 

 

 

 

 

 

Income from cash and cash equivalents

 

68,144,673

 

79,364,437

 

77,155,433

 

Income from expected return on plan assets (Brazil)

 

41,253,550

 

32,050,585

 

33,741,755

 

Other finance income

 

56,962,380

 

41,884,708

 

61,502,064

 

Incomo from other financial assets

 

4,876,345

 

6,370,675

 

9,354,083

 

 

 

 

 

 

 

 

 

Total

 

171,236,948

 

159,670,405

 

181,753,335

 

 

F-107



Table of Contents

 

 

 

For the year ended

 

Financial Costs

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

 

 

(438,358,251

)

(482,472,627

)

(515,108,257

)

 

 

 

 

 

 

 

 

Bank Loans

 

(127,921,732

)

(137,274,372

)

(161,830,097

)

Secured and unsecured obligations

 

(150,777,160

)

(171,723,898

)

(200,639,335

)

Finance Leasing

 

(3,056,546

)

(3,733,454

)

(4,696,187

)

Valuation of Financial Derivative

 

(19,034,198

)

(19,307,617

)

(18,723,566

)

Financial Provision

 

(73,709,974

)

(12,105,233

)

(18,121,169

)

Post-Employment Benefit Obligation

 

(52,703,379

)

(51,679,594

)

(47,749,152

)

Capitalized borrowing costs

 

15,137,380

 

11,165,950

 

12,119,473

 

Other Financial Costs

 

(26,292,642

)

(97,814,409

)

(75,468,224

)

 

 

 

 

 

 

 

 

Gain (Loss) for Indexed Assets and Liabilities

 

(15,055,706

)

21,781,329

 

(62,378,252

)

 

 

 

 

 

 

 

 

Foreign Currency Exchange Differences, Net

 

11,572,474

 

(8,235,253

)

(23,632,778

)

 

 

 

 

 

 

 

 

Positive

 

83,236,540

 

82,015,125

 

74,524,243

 

Negative

 

(71,664,066

)

(90,250,378

)

(98,157,021

)

 

 

 

 

 

 

 

 

Total Financial Costs

 

(441,841,483

)

(468,926,551

)

(601,119,287

)

Total Financial Results

 

(270,604,535

)

(309,256,146

)

(419,365,952

)

 

32.  INCOME TAX

 

Income tax as presented in the accompanying consolidated statements of comprehensive income for the 2010 and 2009 periods are detailed herein. Also, the following table reconciles income taxes resulting from applying the general current tax rate to “Net income before taxes” to the income tax expense recorded in the accompanying consolidated statement of comprehensive income for 2010, 2009 and 2008:

 

 

 

For the year ended

 

Income Tax

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Current Tax Expense

 

(397,519,578

)

(422,830,225

)

(308,467,764

)

Tax Benefit Effect from Tax Assets Not Previously Recognized

 

51,094,799

 

39,752,182

 

19,021,973

 

Adjustments to Current Tax of Prior Period

 

(2,869,081

)

12,569,886

 

2,842,103

 

Other Current Tax Expense

 

(2,597,705

)

(4,276,209

)

(6,191,896

)

 

 

 

 

 

 

 

 

Current Tax Expense, Net

 

(351,891,565

)

(374,784,366

)

(292,795,584

)

 

 

 

 

 

 

 

 

Deferred Tax Income (Expense) Relating to Origination and Reversal of Temporary Differences

 

(5,841,500

)

7,274,742

 

(115,182,582

)

Deferred Tax Income (Expense) Relating toTax Rate Changes or Imposition of New Taxes

 

(1,450,689

)

 

 

Tax Benefit Effect from Tax Assets Not Previously Recognized

 

 

1,700,625

 

 

Other Deferred Tax Income (Expense)

 

13,176,786

 

6,071,389

 

(7,924,618

)

 

 

 

 

 

 

 

 

Deferred Tax Income (Expense), Net

 

5,884,597

 

15,046,756

 

(123,107,200

)

Tax Effect of Changes in the Tax Status of the Entity or its Shareholders

 

 

 

 

 

 

 

 

 

 

 

 

Income tax Expense

 

(346,006,968

)

(359,737,610

)

(415,902,784

)

 

F-108



Table of Contents

 

The principal temporary differences are detailed in Note 17 a.

 

Reconciliation of Tax Expense

 

2010
ThCh$

 

2009
ThCh$

 

2008
ThCh$

 

 

 

 

 

 

 

 

 

Tax Expense Using Statutory Rate

 

(245,938,215

)

(284,081,079

)

(246,514,420

)

Tax Effect of Rates in Other Jurisdictions

 

(159,695,526

)

(166,163,264

)

(135,494,792

)

Tax Effect of Non-Taxable Revenues

 

44,357,904

 

40,858,030

 

67,957,672

)

Tax Effect of Non-Tax-Deductible Expenses

 

(9,065,332

)

(29,309,173

)

(67,703,775

)

Tax Effect of Utilization of Previously Unrecognised Tax Losses

 

 

(489,108

)

 

Tax Effect of Tax Benefit Not Previously Recognized in Income Statement

 

 

(1,098,324

)

 

Tax Effect from Change in Tax Rate

 

(1,450,689

)

 

 

 

Tax Effect from Under or Over Provided Tax in Prior Periods

 

(2,869,081

)

12,569,886

 

2,842,103

)

Price-Level Restatement for Tax Purposes (Investments and Equity)

 

28,653,971

 

67,975,422

 

(36,989,572

)

Total Adjustments to Tax Expense Using Statutory Rate

 

(100,068,753

)

(75,656,531

)

(169,388,364

)

 

 

 

 

 

 

 

 

Income Tax

 

(346,006,968

)

(359,737,610

)

(415,902,784

)

 

On July 29, 2010, Chile Law Nº 20,455 “Modifica diversos cuerpos legales para obtener recursos destinados al financiamiento de la reconstrucción del país” (modifies tax entities to obtain resources towards financing the reconstruction of the country) was enacted and published in the Diario Oficial on July 31, 2010. This law, among other things temporarily increases tax rates for commercial years 2011 and 2012 (20% and 18.5%, respectively), and returns back to 17% in 2013.  As a result, as of December 31, 2010 the Company has recognized a greater deferred income tax expense in the amount of ThCh$ 1,069,481

 

33.  SEGMENT INFORMATION

 

33.1       Segmentation criteria

 

In performing its activities the Group is organized primarily around its core businesses that are electric energy generation, transmission and distribution. On that basis the Group has established two major business lines.

 

In addition, segment information has been organized considering geographical areas in which the Group operates, as follows:

 

·             Chile

·             Argentina

·             Brazil

·             Peru

·             Colombia

 

Given the Group’s corporate organization basically matches the business organization and therefore the segments organization, the segment information reported is based on the financial information of the companies forming each segment.

 

The following tables detail the segment information for years 2010 and 2009.

 

F-109



Table of Contents

 

33.2  Generation, distribution and other

 

Line of Business

 

Generation

 

Distribution

 

Eliminations and Others

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

ASSETS

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS 

 

1,064,310,315

 

1,251,419,545

 

1,156,629,416

 

1,216,399,232

 

117,328,245

 

103,636,879

 

2,338,267,976

 

2,571,455,656

 

Cash and cash equivalents

 

410,734,005

 

619,035,609

 

308,918,527

 

431,604,221

 

241,702,505

 

84,260,991

 

961,355,037

 

1,134,900,821

 

Other current financial assets

 

5,535,951

 

1,536,089

 

2,281,558

 

 

 

60

 

7,817,509

 

1,536,149

 

Other current non-financial assets

 

7,342,281

 

9,669,785

 

27,188,821

 

22,454,464

 

1,462,146

 

3,057,535

 

35,993,248

 

35,181,784

 

Trade and other current receivables

 

321,074,432

 

396,480,263

 

690,037,361

 

719,323,724

 

26,986,447

 

26,162,612

 

1,038,098,240

 

1,141,966,599

 

Accounts receivables from related companies

 

186,356,762

 

120,472,782

 

87,128,995

 

4,072,112

 

(253,014,150

)

(105,530,662

)

20,471,607

 

19,014,232

 

Inventories

 

42,162,603

 

40,201,722

 

15,560,743

 

16,117,546

 

4,928,358

 

 

62,651,704

 

56,319,268

 

Current tax assets

 

91,104,281

 

64,023,295

 

25,513,411

 

22,827,165

 

21,369,649

 

25,325,492

 

137,987,341

 

112,175,952

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

73,893,290

 

70,360,851

 

73,893,290

 

70,360,851

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

5,808,436,926

 

5,853,309,145

 

4,743,201,791

 

4,640,589,157

 

115,938,414

 

144,786,363

 

10,667,577,132

 

10,638,684,665

 

Other non-current financial assets

 

28,295,886

 

4,141,795

 

5,211,606

 

1,673,211

 

29,461,230

 

24,681,751

 

62,968,722

 

30,496,757

 

Other non-current non-financial assets

 

31,459,012

 

32,513,871

 

70,535,341

 

60,321,995

 

1,741,942

 

1,419,387

 

103,736,295

 

94,255,253

 

Non-current receivables

 

139,301,288

 

87,673,729

 

179,381,740

 

105,909,541

 

884,932

 

1,394,143

 

319,567,960

 

194,977,413

 

Non-current account receivables from related companies

 

764,220

 

10,958,042

 

324,864

 

210,855

 

(1,089,084

)

(11,168,897

)

 

 

Investment accounted for using equity method

 

591,361,178

 

584,075,094

 

683,656,485

 

683,579,189

 

(1,260,916,011

)

(1,246,372,822

)

14,101,652

 

21,281,461

 

Intangible assets other than goodwill

 

31,398,642

 

30,060,644

 

1,405,434,608

 

1,392,815,685

 

15,753,155

 

23,245,916

 

1,452,586,405

 

1,446,122,245

 

Goodwill

 

97,673,241

 

102,811,891

 

130,262,504

 

134,386,985

 

1,249,086,179

 

1,264,153,057

 

1,477,021,924

 

1,501,351,933

 

Property, plant and equipment, net

 

4,739,297,094

 

4,859,937,779

 

2,017,266,712

 

1,996,440,599

 

(4,623,151

)

7,692,864

 

6,751,940,655

 

6,864,071,242

 

Investment property

 

 

 

 

 

33,019,154

 

31,231,839

 

33,019,154

 

31,231,839

 

Deferred tax assets

 

148,886,365

 

141,136,300

 

251,127,931

 

265,251,097

 

52,620,068

 

48,509,124

 

452,634,364

 

454,896,521

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS 

 

6,872,747,241

 

7,104,728,690

 

5,899,831,207

 

5,856,988,389

 

233,266,659

 

248,423,242

 

13,005,845,107

 

13,210,140,321

 

 

F-110



Table of Contents

 

Line of Business

 

Generation

 

Distribution

 

Eliminations and Others

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

LIABILITIES AND EQUITY

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

1,143,674,971

 

1,133,935,750

 

1,359,242,371

 

1,071,289,696

 

(95,639,857

)

(9,837,908

)

2,407,277,486

 

2,195,387,538

 

Other current financial liabilities

 

315,103,380

 

412,941,840

 

284,864,090

 

246,570,238

 

65,630,548

 

69,516,117

 

665,598,018

 

729,028,195

 

Trade and other current payables

 

417,077,978

 

413,827,992

 

714,678,936

 

490,784,193

 

92,733,084

 

75,294,167

 

1,224,489,998

 

979,906,352

 

Accounts payables to related companies

 

288,461,159

 

133,099,350

 

202,751,731

 

212,446,858

 

(343,010,631

)

(233,590,429

)

148,202,260

 

111,955,779

 

Other short-term provisions

 

43,331,481

 

31,787,013

 

51,478,884

 

46,641,813

 

20,638,871

 

21,595,629

 

115,449,236

 

100,024,455

 

Current tax liabilities

 

69,759,646

 

132,249,173

 

75,509,768

 

49,105,703

 

2,397,241

 

3,930,795

 

147,666,655

 

185,285,671

 

Current provisions for employee benefits

 

2,703,107

 

3,448,733

 

2,690,108

 

1,359,124

 

57,167

 

107,310

 

5,450,382

 

4,915,167

 

Other current non-financial liabilities

 

7,238,220

 

6,581,649

 

27,268,854

 

24,381,767

 

1,283,474

 

2,658,137

 

35,790,548

 

33,621,553

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities associated with non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

64,630,389

 

50,650,366

 

64,630,389

 

50,650,366

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

2,110,719,491

 

2,487,255,434

 

1,545,885,669

 

1,804,820,750

 

427,934,505

 

345,672,955

 

4,084,539,665

 

4,637,749,139

 

Other non-current financial liabilities

 

1,621,961,525

 

1,957,137,539

 

831,035,287

 

1,021,187,352

 

561,959,635

 

555,118,929

 

3,014,956,447

 

3,533,443,820

 

Other non-current payables

 

13,548,800

 

24,082,594

 

23,380,657

 

44,618,834

 

307,255

 

207,974

 

37,236,712

 

68,909,402

 

Accounts payables to related companies

 

1,163,160

 

46,997,128

 

147,930,726

 

181,853,843

 

(148,009,596

)

(225,294,299

)

1,084,290

 

3,556,672

 

Other-long term provisions

 

67,038,203

 

58,292,397

 

158,484,126

 

191,993,937

 

 

578

 

225,522,329

 

250,286,912

 

Deferred tax liabilities

 

349,429,640

 

352,011,147

 

200,477,944

 

213,169,128

 

6,015,994

 

7,869,022

 

555,923,578

 

573,049,297

 

Non-current provisions for employee benefits

 

27,147,186

 

26,576,882

 

181,236,136

 

148,308,890

 

7,435,653

 

7,803,218

 

215,818,975

 

182,688,990

 

Other non-current non-financial liabilities

 

30,430,977

 

22,157,747

 

3,340,793

 

3,688,766

 

225,564

 

(32,467

)

33,997,334

 

25,814,046

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

3,618,352,778

 

3,483,537,506

 

2,994,703,167

 

2,980,877,943

 

(99,027,989

)

(87,411,805

)

6,514,027,956

 

6,377,003,644

 

Equity attributable to owners of parent

 

3,618,352,778

 

3,483,537,506

 

2,994,703,167

 

2,980,877,943

 

(99,027,989

)

(87,411,805

)

3,735,544,636

 

3,518,479,555

 

Issued capital

 

1,830,431,254

 

1,752,378,473

 

1,122,271,982

 

1,122,271,981

 

(127,820,401

)

(49,767,619

)

2,824,882,835

 

2,824,882,835

 

Retained earnings

 

1,566,278,776

 

1,423,967,654

 

1,339,970,908

 

1,310,880,528

 

(802,560,175

)

(917,234,976

)

2,103,689,509

 

1,817,613,206

 

Share premium

 

 

 

 

 

 

 

158,759,648

 

158,759,648

 

158,759,648

 

158,759,648

 

Other reserves

 

221,642,748

 

307,191,379

 

532,460,277

 

547,725,434

 

672,592,939

 

720,831,142

 

(1,351,787,356

)

(1,282,776,134

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interests 

 

 

 

 

 

 

 

2,778,783,320

 

2,858,524,089

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

6,872,747,241

 

7,104,728,690

 

5,899,831,207

 

5,856,988,389

 

233,266,659

 

248,423,242

 

13,005,845,107

 

13,210,140,321

 

 

F-111



Table of Contents

 

Line of Business 

 

Generation

 

Distribution

 

Eliminations and Others

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

STATEMENT OF COMPREHENSIVE INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUES

 

2,780,593,331

 

2,708,357,655

 

2,833,397,146

 

4,392,625,917

 

4,240,401,202

 

4,071,303,190

 

(609,638,135

)

(476,703,204

)

(324,755,635

)

6,563,581,113

 

6,472,055,653

 

6,579,944,701

 

Sales

 

2,735,326,188

 

2,692,140,931

 

2,828,078,633

 

4,053,333,247

 

3,892,291,952

 

3,624,951,955

 

(609,429,611

)

(471,149,268

)

(352,166,303

)

6,179,229,824

 

6,113,283,615

 

6,100,864,285

 

Energy sales

 

2,599,487,673

 

2,570,529,382

 

2,697,746,885

 

3,754,753,999

 

3,642,828,755

 

3,359,696,230

 

(700,516,755

)

(634,212,253

)

(495,979,243

)

5,653,724,917

 

5,579,145,884

 

5,561,463,872

 

Other sales

 

15,262,308

 

6,009,988

 

14,564,928

 

9,220,770

 

12,431,451

 

15,718,375

 

26,087,696

 

38,047,820

 

15,308,562

 

50,570,774

 

56,489,259

 

45,591,865

 

Other services rendered

 

120,576,207

 

115,601,561

 

115,766,820

 

289,358,478

 

237,031,746

 

249,537,350

 

64,999,448

 

125,015,165

 

128,504,378

 

474,934,133

 

477,648,472

 

493,808,548

 

Other operating income

 

45,267,143

 

16,216,724

 

5,318,513

 

339,292,670

 

348,109,250

 

446,351,235

 

(208,524

)

(5,553,936

)

27,410,668

 

384,351,289

 

358,772,038

 

479,080,416

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(1,300,677,879

)

(1,058,410,593

)

(1,409,584,454

)

(2,861,855,754

)

(2,687,937,114

)

(2,541,144,864

)

640,887,379

 

535,754,130

 

402,739,032

 

(3,521,646,254

)

(3,210,593,577

)

(3,547,990,286

)

Energy purchases

 

(264,194,654

)

(197,058,728

)

(292,347,152

)

(1,988,241,950

)

(1,958,392,871

)

(1,826,983,648

)

697,721,968

 

635,253,374

 

495,091,815

 

(1,554,714,636

)

(1,520,198,225

)

(1,624,238,985

)

Fuel consumption

 

(672,030,596

)

(580,234,432

)

(847,407,262

)

 

 

 

(7,507

)

(3,181

)

(4,122

)

(672,038,103

)

(580,237,613

)

(847,411,384

)

Transport expenses

 

(233,134,592

)

(177,886,470

)

(191,958,097

)

(216,929,666

)

(158,940,229

)

(121,232,612

)

44,081,166

 

20,538,816

 

18,330,691

 

(405,983,092

)

(316,287,883

)

(294,860,018

)

Other variable supplies and services

 

(131,318,037

)

(103,230,963

)

(77,871,943

)

(656,684,138

)

(570,604,014

)

(592,928,604

)

(100,908,248

)

(120,034,879

)

(110,679,352

)

(888,910,423

)

(793,869,856

)

(781,479,899

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

1,479,915,452

 

1,649,947,062

 

1,423,812,692

 

1,530,770,163

 

1,552,464,088

 

1,530,158,326

 

31,249,244

 

59,050,926

 

77,983,397

 

3,041,934,859

 

3,261,462,076

 

3,031,954,415

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

688,024

 

731,901

 

500,315

 

34,742,737

 

32,998,618

 

32,099,245

 

9,438,604

 

 

 

44,869,365

 

33,730,519

 

32,599,560

 

Employee benefits expense

 

(76,018,545

)

(69,577,977

)

(57,198,723

)

(215,810,871

)

(216,622,884

)

(187,917,987

)

(82,848,597

)

(84,201,584

)

(77,511,723

)

(374,678,013

)

(370,402,445

)

(322,628,433

)

Other expenses

 

(109,579,510

)

(118,108,486

)

(107,836,118

)

(368,445,516

)

(367,766,183

)

(338,627,214

)

27,590,256

 

28,185,472

 

6,252,009

 

(450,434,770

)

(457,689,197

)

(440,211,323

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

1,295,005,421

 

1,462,992,500

 

1,259,278,166

 

981,256,513

 

1,001,073,639

 

1,035,712,370

 

(14,570,493

)

3,034,814

 

6,723,683

 

2,261,691,441

 

2,467,100,953

 

2,301,714,219

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(244,856,745

)

(270,584,246

)

(215,544,370

)

(291,545,799

)

(239,656,554

)

(212,130,213

)

(20,988,160

)

(29,414,684

)

(10,389,008

)

(557,390,704

)

(539,655,484

)

(438,063,591

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

1,050,148,676

 

1,192,408,254

 

1,043,733,796

 

689,710,714

 

761,417,085

 

823,582,157

 

(35,558,653

)

(26,379,870

)

(3,665,325

)

1,704,300,737

 

1,927,445,469

 

1,863,650,628

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

(139,218,164

)

(186,313,678

)

(243,706,955

)

(102,247,567

)

(99,796,594

)

(159,078,864

)

(29,138,804

)

(23,145,874

)

(16,580,133

)

270,604,535

 

(309,256,146

)

(419,365,952

)

Financial income

 

27,877,778

 

40,841,166

 

54,086,804

 

133,877,625

 

117,121,114

 

125,109,709

 

9,481,545

 

1,708,125

 

2,556,822

 

171,236,948

 

159,670,405

 

181,753,335

 

Financial costs

 

(178,040,606

)

(239,569,394

)

(251,422,396

)

(236,239,696

)

(226,454,904

)

(249,354,432

)

(24,077,949

)

(16,448,329

)

(14,331,429

)

(438,358,251

)

(482,472,627

)

(515,108,257

)

Gain (loss) for indexed assets and liabilities

 

(2,885,747

)

9,009,669

 

(16,686,361

)

153,805

 

458,162

 

(3,048,824

)

(12,323,764

)

12,313,498

 

(42,643,067

)

(15,055,706

)

21,781,329

 

(62,378,252

)

Foreign currency exchange differences

 

13,830,411

 

3,404,881

 

(29,685,002

)

(39,301

)

9,079,034

 

(31,785,317

)

(2,218,636

)

(20,719,168

)

37,837,541

 

11,572,474

 

(8,235,253

)

(23,632,778

)

Gains

 

59,335,473

 

71,795,866

 

48,055,032

 

7,262,527

 

18,584,732

 

53,858,472

 

24,733,368

 

(8,365,473

)

(27,389,261

)

91,331,368

 

82,015,125

 

74,524,243

 

Losses

 

(45,505,062

)

(68,390,985

)

(77,740,034

)

(7,301,828

)

(9,505,698

)

(85,643,789

)

(26,952,004

)

(12,353,695

)

65,226,802

 

(79,758,894

)

(90,250,378

)

(98,157,021

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

811,855

 

2,233,946

 

2,567,160

 

911

 

82,758,254

 

74,875,698

 

202,973

 

(82,756,621

)

(74,181,678

)

1,015,739

 

2,235,579

 

3,261,180

 

Gains (losses) fron other investments

 

234,251

 

(55,494

)

1,016,336

 

 

82,850

 

 

38,435

 

110,587

 

(980,654

)

272,686

 

137,943

 

35,682

 

Gains (losses) on sale of property, plant and equipment

 

1,631,416

 

64,430

 

(274,282

)

1,365,276

 

24,938,953

 

2,879,810

 

8,714,057

 

28,498,952

 

(102,249

)

11,710,749

 

50,502,335

 

2,503,279

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

913,608,034

 

1,008,337,458

 

803,336,055

 

588,829,334

 

769,400,548

 

742,258,801

 

(55,741,992

)

(106,672,826

)

(95,510,039

)

1,446,695,376

 

1,671,065,180

 

1,450,084,818

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(197,506,450

)

(201,746,950

)

(221,991,980

)

(144,802,540

)

(178,201,978

)

(169,399,898

)

(3,697,978

)

20,211,318

 

(24,510,906

)

(346,006,968

)

(359,737,610

)

(415,902,784

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

716,101,584

 

806,590,508

 

581,344,075

 

444,026,794

 

591,198,570

 

572,858,903

 

(59,439,970

)

(86,461,508

)

(120,020,945

)

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

716,101,584

 

806,590,508

 

581,344,075

 

444,026,794

 

591,198,570

 

572,858,903

 

(59,439,970

)

(86,461,508

)

(120,020,945

)

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

716,101,584

 

806,590,508

 

581,344,075

 

444,026,794

 

591,198,570

 

572,858,903

 

(59,439,970

)

(86,461,508

)

(120,020,945

)

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

486,226,814

 

660,231,043

 

507,589,633

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

614,461,594

 

651,096,527

 

526,592,399

 

 

F-112



Table of Contents

 

33.3  Countries

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

Peru

 

Eliminations

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

ASSETS

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS 

 

958,252,718

 

843,756,651

 

206,682,679

 

238,697,969

 

773,987,829

 

867,294,187

 

298,436,755

 

566,973,953

 

118,519,262

 

107,238,468

 

(17,611,267

)

(52,505,572

)

2,338,267,976

 

2,571,455,656

 

Cash and cash equivalents

 

396,117,160

 

285,514,616

 

64,001,651

 

53,307,697

 

309,608,364

 

370,493,421

 

150,969,852

 

395,571,472

 

40,658,010

 

30,013,615

 

 

 

961,355,037

 

1,134,900,821

 

Other current financial assets

 

17,551

 

1,536,149

 

2,271,690

 

 

5,463,750

 

 

64,518

 

 

 

 

 

 

7,817,509

 

1,536,149

 

Other current non-financial assets

 

2,823,979

 

7,146,069

 

3,453,937

 

7,152,112

 

24,929,082

 

14,426,954

 

1,741,706

 

3,440,009

 

3,044,544

 

3,016,640

 

 

 

35,993,248

 

35,181,784

 

Trade and other current receivables

 

424,328,700

 

453,263,074

 

105,722,882

 

148,041,880

 

399,849,969

 

435,142,404

 

134,933,800

 

154,237,487

 

55,329,513

 

58,929,971

 

(82,066,624

)

(107,648,217

)

1,038,098,240

 

1,141,966,599

 

Accounts receivables from related companies

 

9,118,913

 

12,683,334

 

20,580,614

 

21,301,343

 

 

168,850

 

85,521

 

(117,203

)

124,492

 

114,182

 

(9,437,933

)

(15,136,274

)

20,471,607

 

19,014,232

 

Inventories

 

31,508,007

 

20,148,347

 

4,012,205

 

7,295,836

 

1,329,912

 

1,512,096

 

10,639,048

 

12,448,709

 

15,162,532

 

14,914,280

 

 

 

62,651,704

 

56,319,268

 

Current tax assets

 

94,338,408

 

63,465,062

 

6,639,700

 

1,599,101

 

32,806,752

 

45,550,462

 

2,310

 

1,393,479

 

4,200,171

 

249,780

 

 

(81,932

)

137,987,341

 

112,175,952

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

 

 

73,893,290

 

70,360,851

 

73,893,290

 

70,360,851

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

7,882,741,067

 

7,901,624,978

 

612,376,604

 

574,512,830

 

3,724,836,639

 

3,670,419,041

 

2,089,588,249

 

2,113,095,226

 

1,087,290,030

 

1,150,463,047

 

(4,729,255,458

)

(4,771,430,457

)

10,667,577,131

 

10,638,684,665

 

Other non-current financial assets

 

57,422,721

 

28,767,604

 

 

 

3,352,698

 

 

8,267

 

874

 

2,185,036

 

1,728,279

 

 

 

62,968,722

 

30,496,757

 

Other non-current non-financial assets

 

1,327,410

 

1,953,655

 

10,897,471

 

11,592,175

 

89,288,250

 

79,129,668

 

1,111,481

 

1,124,049

 

 

455,706

 

1,111,683

 

 

103,736,295

 

94,255,253

 

Non-current receivables

 

9,751,497

 

13,413,378

 

123,872,850

 

70,806,123

 

177,122,226

 

101,549,009

 

8,821,387

 

8,893,522

 

 

315,381

 

 

 

319,567,960

 

194,977,413

 

Non-current account receivables from related companies

 

5,570,592

 

 

 

 

36,381,275

 

36,839,087

 

 

 

 

 

(41,951,867

)

(36,839,087

)

 

 

Investment accounted for using equity method

 

4,728,577,212

 

4,767,024,721

 

4,360,892

 

7,966,302

 

1,231,117,115

 

1,234,083,877

 

 

1,370

 

49,494,618

 

47,596,359

 

(5,999,448,185

)

(6,035,391,168

)

14,101,652

 

21,281,461

 

Intangible assets other than goodwill

 

43,574,579

 

44,867,672

 

3,394,462

 

3,150,025

 

1,362,506,970

 

1,359,418,701

 

40,486,684

 

34,811,295

 

2,623,710

 

3,874,552

 

 

0

 

1,452,586,405

 

1,446,122,245

 

Goodwil

 

2,311,244

 

2,312,300

 

2,453,791

 

2,780,777

 

120,673,559

 

124,648,965

 

7,348,467

 

7,497,542

 

10,502,214

 

11,050,603

 

1,333,732,649

 

1,353,061,746

 

1,477,021,924

 

1,501,351,933

 

Property, plant and equipment, net

 

2,907,392,986

 

2,904,691,507

 

435,556,490

 

449,530,241

 

502,536,126

 

548,867,547

 

1,908,861,856

 

1,933,700,358

 

1,021,665,793

 

1,083,269,232

 

(24,072,596

)

(55,987,643

)

6,751,940,655

 

6,864,071,242

 

Investment property

 

33,019,154

 

31,231,839

 

 

 

 

 

 

 

 

 

 

 

33,019,154

 

31,231,839

 

Deferred tax assets

 

93,793,672

 

107,362,302

 

31,840,648

 

28,687,187

 

201,858,420

 

185,882,187

 

122,950,107

 

127,066,216

 

818,659

 

2,172,935

 

1,372,858

 

3,725,694

 

452,634,364

 

454,896,521

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS 

 

8,840,993,785

 

8,745,381,629

 

819,059,283

 

813,210,799

 

4,498,824,468

 

4,537,713,228

 

2,388,025,004

 

2,680,069,179

 

1,205,809,292

 

1,257,701,515

 

(4,746,866,725

)

(4,823,936,029

)

13,005,845,107

 

13,210,140,321

 

 

F-113



Table of Contents

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

Peru

 

Eliminations

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

LIABILITIES AND EQUITY

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

647,462,363

 

903,928,510

 

368,365,266

 

315,322,679

 

749,685,522

 

577,406,981

 

432,517,038

 

333,334,592

 

122,675,915

 

122,026,286

 

86,571,381

 

(56,631,510

)

2,407,277,486

 

2,195,387,538

 

Other current financial liabilities

 

57,353,811

 

203,071,576

 

91,305,044

 

72,071,471

 

316,931,058

 

255,852,777

 

138,102,310

 

142,035,231

 

61,905,795

 

56,003,931

 

 

(6,791

)

665,598,018

 

729,028,195

 

Trade and other current payables

 

397,291,875

 

412,036,076

 

188,824,968

 

145,853,738

 

350,493,006

 

262,836,323

 

242,087,064

 

121,147,948

 

46,211,217

 

38,025,476

 

(418,132

)

6,791

 

1,224,489,998

 

979,906,352

 

Accounts payables to related companies

 

95,959,740

 

156,069,449

 

21,522,018

 

31,800,330

 

22,670,347

 

31,040,271

 

(8,763,202

)

120,530

 

(5,545,768

)

125,143

 

22,359,124

 

(107,199,944

)

148,202,260

 

111,955,779

 

Other short-term provisions

 

61,952,297

 

52,152,629

 

31,334,089

 

23,007,266

 

9,290,490

 

9,409,249

 

1,498,668

 

3,592,400

 

11,373,692

 

11,862,911

 

 

 

115,449,236

 

100,024,455

 

Current tax liabilities

 

26,985,525

 

71,611,640

 

18,739,444

 

27,624,545

 

45,603,630

 

15,799,839

 

50,694,810

 

57,901,052

 

5,643,246

 

12,430,527

 

 

(81,932

)

147,666,655

 

185,285,671

 

Current provisions for employee benefits

 

1,341,781

 

1,714,434

 

591,831

 

119,702

 

 

 

3,516,770

 

3,081,031

 

 

 

 

 

5,450,382

 

4,915,167

 

Other current non-financial liabilities

 

6,577,334

 

7,272,706

 

16,047,872

 

14,845,627

 

4,696,991

 

2,468,522

 

5,380,618

 

5,456,400

 

3,087,733

 

3,578,298

 

 

 

35,790,548

 

33,621,553

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities associated with non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

 

 

64,630,389

 

50,650,366

 

64,630,389

 

50,650,366

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

1,798,546,677

 

1,929,817,486

 

182,056,288

 

214,399,921

 

866,894,226

 

1,140,582,690

 

749,238,211

 

817,235,201

 

525,104,242

 

572,081,308

 

(37,299,979

)

(36,367,467

)

4,084,539,665

 

4,637,749,139

 

Other non-current financial liabilities

 

1,511,148,690

 

1,643,950,501

 

87,795,042

 

131,351,744

 

483,293,292

 

725,623,564

 

616,376,069

 

682,712,921

 

316,343,354

 

349,805,090

 

 

 

3,014,956,447

 

3,533,443,820

 

Other non-current payables

 

3,595,790

 

7,570,291

 

325,183

 

478,409

 

33,173,070

 

60,139,340

 

142,669

 

721,362

 

 

 

 

 

37,236,712

 

68,909,402

 

Accounts payables to related companies

 

 

 

36,634,177

 

37,218,338

 

1,750,092

 

3,556,672

 

 

 

 

 

(37,299,979

)

(37,218,338

)

1,084,290

 

3,556,672

 

Other-long term provisions

 

17,164,654

 

16,062,212

 

11,451,261

 

7,703,251

 

183,780,246

 

213,128,470

 

2,198,153

 

2,725,990

 

10,928,015

 

10,666,989

 

 

 

225,522,329

 

250,286,912

 

Deferred tax liabilities

 

222,646,728

 

216,277,536

 

21,549,260

 

24,538,307

 

61,907,742

 

69,347,637

 

52,263,418

 

51,497,425

 

197,556,430

 

211,388,392

 

 

 

555,923,578

 

573,049,297

 

Non-current provisions for employee benefits

 

33,170,562

 

32,408,576

 

1,400,727

 

1,915,904

 

102,989,784

 

68,787,007

 

78,257,902

 

79,577,503

 

 

 

 

 

215,818,975

 

182,688,990

 

Other non-current non-financial liabilities

 

10,820,253

 

13,548,370

 

22,900,638

 

11,193,968

 

 

 

 

 

276,443

 

220,837

 

 

850,871

 

33,997,334

 

25,814,046

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

6,394,984,745

 

5,911,635,633

 

268,637,728

 

283,488,199

 

2,882,244,720

 

2,819,723,557

 

1,206,269,755

 

1,529,499,386

 

558,029,135

 

563,593,921

 

(4,796,138,127

)

(4,730,937,052

)

6,514,027,956

 

6,377,003,644

 

Equity Attributable to owners of parent

 

6,394,984,745

 

5,911,635,633

 

268,637,728

 

283,488,199

 

2,882,244,720

 

2,819,723,557

 

1,206,269,755

 

1,529,499,386

 

558,029,135

 

563,593,921

 

(4,796,138,127

)

(4,730,937,052

)

3,735,544,636

 

3,518,479,555

 

Issued capital

 

5,504,650,136

 

5,486,091,755

 

233,455,382

 

231,131,872

 

1,016,335,188

 

1,016,332,368

 

147,297,657

 

263,851,437

 

198,134,490

 

198,134,490

 

(4,274,990,018

)

(4,370,659,087

)

2,824,882,835

 

2,824,882,835

 

Retained earnings

 

2,687,545,567

 

2,779,151,819

 

77,431,069

 

42,103,877

 

466,813,310

 

441,729,773

 

274,298,955

 

266,283,171

 

56,504,426

 

54,446,993

 

(1,438,903,818

)

(1,766,102,427

)

2,103,689,509

 

1,817,613,206

 

Share premium

 

158,759,648

 

158,759,648

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

158,759,648

 

158,759,648

 

Other reserves

 

(1,955,970,606

)

(2,512,367,589

)

(42,248,723

)

10,252,450

 

1,419,096,222

 

1,361,661,416

 

784,673,143

 

999,364,778

 

303,390,219

 

311,012,438

 

917,755,709

 

1,405,824,462

 

(1,351,787,356

)

(1,282,776,134

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interests 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,778,483,320

 

2,858,524,089

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

8,840,993,785

 

8,745,381,629

 

819,059,283

 

813,210,799

 

4,498,824,468

 

4,537,713,228

 

2,388,025,004

 

2,680,069,179

 

1,205,809,292

 

1,257,701,515

 

(4,746,866,725

)

(4,823,936,029

)

13,005,845,017

 

13,210,140,321

 

 

F-114



Table of Contents

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

STATEMENT OF

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

CMPRHENSIVE INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

REVENUES

 

2,085,557,501

 

2,283,457,941

 

2,561,381,944

 

658,417,051

 

637,839,445

 

632,637,111

 

2,230,116,193

 

1,979,203,998

 

1,975,106,500

 

1,163,978,952

 

1,096,256,547

 

974,880,849

 

Sales

 

2,041,203,346

 

2,260,373,406

 

2,491,246,815

 

644,085,670

 

624,398,698

 

624,490,495

 

1,953,154,510

 

1,732,004,318

 

1,654,781,654

 

1,135,970,285

 

1,040,262,693

 

921,815,437

 

Energy sales

 

1,868,868,808

 

2,071,597,022

 

2,264,007,672

 

614,505,180

 

590,796,228

 

588,450,892

 

1,778,434,279

 

1,564,412,704

 

1,507,602,436

 

1,019,682,987

 

948,485,479

 

802,743,947

 

Other sales

 

37,515,316

 

42,402,319

 

39,123,276

 

 

-49,808

 

-26,17

 

3,332,080

 

4,180,089

 

3,629,769

 

6,557,919

 

6,515,455

 

6,773,311

 

Other services rendered

 

134,819,222

 

146,374,065

 

188,115,867

 

29,580,490

 

33,652,278

 

36,065,773

 

171,388,151

 

163,411,525

 

143,549,449

 

109,729,379

 

85,261,759

 

112,298,179

 

Other operating income

 

44,354,155

 

23,084,535

 

70,135,129

 

14,331,381

 

13,440,747

 

8,146,616

 

276,961,683

 

247,199,680

 

320,324,846

 

28,008,667

 

55,993,854

 

53,065,412

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(1,157,432,602

)

(1,131,384,329

)

(1,446,959,418

)

(413,059,847

)

(365,964,562

)

(370,813,615

)

(1,308,455,877

)

(1,074,015,467

)

(1,139,232,970

)

(463,847,068

)

(428,527,683

)

(369,319,650

)

Energy purchases

 

(542,253,232

)

(581,492,020

)

(624,048,664

)

(148,902,836

)

(160,131,967

)

(167,266,666

)

(543,260,558

)

(443,577,232

)

(534,060,340

)

(246,229,847

)

(229,843,920

)

(170,730,018

)

Final consumption

 

(318,644,651

)

(345,815,766

)

(606,488,766

)

(242,853,893

)

(180,160,003

)

(179,081,276

)

(37,260,897

)

6,826,322

 

(1,475,184

)

(27,780,401

)

(20,572,023

)

(10,740,338

)

Transport expenses

 

(183,181,403

)

(107,329,158

)

(122,589,953

)

(4,875,869

)

(6,886,114

)

(5,941,477

)

(93,660,230

)

(82,792,555

)

(42,309,186

)

(111,637,522

)

(105,632,478

)

(109,761,926

)

Other variable supplies and services

 

(113,353,316

)

(96,747,385

)

(93,832,035

)

(16,427,249

)

(18,786,478

)

(18,524,196

)

(634,274,192

)

(554,472,002

)

(561,388,260

)

(78,199,298

)

(72,479,262

)

(78,087,368

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

928,124,899

 

1,152,073,612

 

1,114,422,526

 

245,357,204

 

271,874,883

 

261,823,496

 

921,660,316

 

905,188,531

 

835,873,530

 

700,131,884

 

667,728,864

 

605,561,199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

11,962,653

 

2,666,652

 

2,786,572

 

8,296,765

 

8,057,055

 

9,659,647

 

18,128,254

 

17,007,228

 

13,988,133

 

4,423,015

 

3,003,205

 

3,403,751

 

Employee benefits expense

 

(113,164,815

)

(110,843,668

)

(98,809,277

)

(79,533,998

)

(79,385,952

)

(68,432,786

)

(109,354,257

)

(108,515,145

)

(102,600,391

)

(51,541,615

)

(47,341,752

)

(32,556,642

)

Other expenses

 

(100,976,501

)

(106,575,741

)

(118,795,022

)

(89,055,759

)

(77,076,137

)

(77,646,187

)

(148,686,023

)

(158,794,504

)

(160,441,991

)

(78,880,441

)

(75,624,710

)

(67,934,089

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

725,946,236

 

937,320,855

 

899,604,799

 

85,064,212

 

123,469,849

 

125,404,170

 

681,748,290

 

654,886,110

 

586,819,281

 

574,132,843

 

547,765,607

 

508,474,219

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(119,048,628

)

(194,587,688

)

(127,972,346

)

(34,724,330

)

(42,541,505

)

(39,515,793

)

(229,368,429

)

(145,172,290

)

(127,709,024

)

(102,190,376

)

(96,735,454

)

(85,664,439

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

606,897,608

 

742,733,167

 

771,632,453

 

50,339,882

 

80,928,344

 

85,888,377

 

452,379,861

 

509,713,820

 

459,110,257

 

471,942,467

 

451,030,153

 

422,809,780

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

(106,356,565

)

(114,219,912

)

(100,582,441

)

(15,788,028

)

(40,008,868

)

(33,991,662

)

(64,838,758

)

(69,697,374

)

(116,872,511

)

(62,523,560

)

(72,011,415

)

(81,020,937

)

Financial income

 

15,604,598

 

26,321,994

 

65,133,484

 

10,926,110

 

9,381,341

 

13,252,883

 

132,197,987

 

103,326,143

 

121,819,505

 

11,883,669

 

20,075,886

 

11,831,792

 

Financial costs

 

(109,360,408

)

(135,713,458

)

(182,620,847

)

(34,924,333

)

(32,076,508

)

(28,731,330

)

(193,320,965

)

(187,048,645

)

(204,079,510

)

(74,211,667

)

(92,155,200

)

(92,660,863

)

Gain (loss) for indexed assets and liabilities

 

(15,055,706

)

21,781,329

 

(62,378,252

)

 

 

 

 

 

 

 

 

 

Foreign currency exchange differences

 

2,454,951

 

(26,609,777

)

79,283,174

 

8,209,526

 

(17,313,701

)

(18,513,215

)

(3,715,780

)

14,025,128

 

(34,612,506

)

-195,562

 

67,899

 

-191,866

 

Gains

 

38,536,192

 

34,338,086

 

271,371,140

 

20,715,091

 

3,564,040

 

6,412,116

 

30,931,909

 

47,716,990

 

59,112,491

 

963,52

 

1,887,294

 

1,922,331

 

Losses

 

(36,081,241

)

(60,947,863

)

(192,087,966

)

(12,505,565

)

(20,877,741

)

(24,925,331

)

(34,647,689

)

(33,691,862

)

(93,724,997

)

(1,159,082

)

(1,819,395

)

(2,114,197

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

811,657

 

(8,074,230

)

6,515,223

 

203,884

 

374,621

 

3,309,096

 

 

 

44,465

 

 

 

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

1,626,786

 

172,804

 

-980,654

 

1,596,643

 

2,683,755

 

 

29,251

 

 

 

 

-34,772

 

252,022

 

Gains (losses) on sale of property, plant and equipment

 

8,825,168

 

37,360,860

 

745,342

 

 

 

 

-34,755

 

486,834

 

291,052

 

2,515,018

 

12,851,414

 

74,57

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

511,804,654

 

657,972,689

 

677,329,923

 

36,351,712

 

43,977,852

 

55,205,811

 

387,535,600

 

440,503,280

 

342,573,263

 

411,933,925

 

391,835,380

 

342,115,435

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(91,503,756

)

(68,971,765

)

(189,164,031

)

(13,131,879

)

(15,197,010

)

(19,940,788

)

(66,998,716

)

(107,407,226

)

(67,172,932

)

(134,315,662

)

(127,250,804

)

(108,259,160

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

420,300,898

 

589,000,924

 

488,165,892

 

23,219,833

 

28,780,842

 

35,265,023

 

320,536,884

 

333,096,054

 

275,400,331

 

277,618,263

 

264,584,576

 

233,856,275

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

420,300,898

 

589,000,924

 

488,165,892

 

23,219,833

 

28,780,842

 

35,265,023

 

320,536,884

 

333,096,054

 

275,400,331

 

277,618,263

 

264,584,576

 

233,856,275

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

420,300,898

 

589,000,924

 

488,165,892

 

23,219,833

 

28,780,842

 

35,265,023

 

320,536,884

 

333,096,054

 

275,400,331

 

277,618,263

 

264,584,576

 

233,856,275

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Country

 

Peru

 

Eliminations

 

Total

 

STATEMENT OF

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

CMPRHENSIVE INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

REVENUES

 

429,229,748

 

479,144,395

 

439,343,346

 

(3,718,332

)

(3,846,673

)

(3,405,049

)

6,563,581,113

 

6,472,055,653

 

6,579,944,701

 

Sales

 

408,534,345

 

460,091,173

 

411,934,933

 

(3,718,332

)

(3,846,673

)

(3,405,049

)

6,179,229,824

 

6,113,283,615

 

6,100,864,285

 

Energy sales

 

372,233,663

 

403,854,451

 

398,658,925

 

 

 

 

5,653,724,917

 

5,579,145,884

 

5,561,463,872

 

Other sales

 

4,375,367

 

5,012,398

 

(2,533,699

)

(1,209,908

)

(1,571,194

)

(1,374,622

)

50,570,774

 

56,489,259

 

45,591,865

 

Other services rendered

 

31,925,315

 

51,224,324

 

15,809,707

 

(2,508,424

)

(2,275,479

)

(2,030,427

)

474,934,133

 

477,648,472

 

493,808,548

 

Other operating income

 

20,695,403

 

19,053,222

 

27,408,413

 

 

 

 

384,351,289

 

358,772,038

 

479,080,416

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(180,533,345

)

(213,585,176

)

(224,934,369

)

1,682,485

 

2,883,640

 

3,269,736

 

(3,521,646,254

)

(3,210,593,577

)

(3,547,990,286

)

Energy purchases

 

(74,068,163

)

(105,153,086

)

(128,133,297

)

 

 

 

(1,554,714,636

)

(1,520,198,225

)

(1,624,238,985

)

Final consumption

 

(45,498,261

)

(40,516,143

)

(49,625,820

)

 

 

 

(672,038,103

)

(580,237,613

)

(847,411,384

)

Transport expenses

 

(12,628,068

)

(13,647,578

)

(14,257,476

)

 

 

 

(405,983,092

)

(316,287,883

)

(294,860,018

)

Other variable supplies and services

 

(48,338,853

)

(54,268,369

)

(32,917,776

)

1,682,485

 

2,883,640

 

3,269,736

 

(888,910,423

)

(793,869,856

)

(781,479,899

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

248,696,403

 

265,559,219

 

214,408,977

 

(2,035,847

)

-963,033

 

-135,313

 

3,041,934,859

 

3,261,462,076

 

3,031,954,415

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

2,058,678

 

2,996,379

 

2,761,457

 

 

 

 

44,869,365

 

33,730,519

 

32,599,560

 

Employee benefits expense

 

(21,083,328

)

(24,315,928

)

(20,229,337

)

 

 

 

(374,678,013

)

(370,402,445

)

(322,628,433

)

Other expenses

 

(33,890,176

)

(40,566,405

)

(33,173,638

)

1,054,130

 

948,3

 

17,779,604

 

(450,434,770

)

(457,689,197

)

(440,211,323

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

195,781,577

 

203,673,265

 

163,767,459

 

-981,717

 

-14,733

 

17,644,291

 

2,261,691,441

 

2,467,100,953

 

2,301,714,219

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(60,339,333

)

(60,618,547

)

(57,201,989

)

(11,719,608

)

 

 

(557,390,704

)

(539,655,484

)

(438,063,591

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

135,442,244

 

143,054,718

 

106,565,470

 

(12,701,325

)

-14,733

 

17,644,291

 

1,704,300,737

 

1,927,445,469

 

1,863,650,628

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

(25,742,132

)

(34,167,002

)

(27,550,531

)

4,645,177

 

20,848,425

 

(59,347,870

)

(270,604,535

)

(309,256,146

)

(419,365,952

)

Financial income

 

2,116,913

 

3,631,106

 

2,318,379

 

(1,492,329

)

(3,066,065

)

(32,602,708

)

171,236,948

 

159,670,405

 

181,753,335

 

Financial costs

 

(28,154,018

)

(38,544,881

)

(30,040,734

)

1,613,140

 

3,066,065

 

23,025,027

 

(438,358,251

)

(482,472,627

)

(515,108,257

)

Gain (loss) for indexed assets and liabilities

 

 

 

 

 

 

 

(15,055,706

)

21,781,329

 

(62,378,252

)

Foreign currency exchange differences

 

294,973

 

746,773

 

171,824

 

4,524,366

 

20,848,425

 

(49,770,189

)

11,572,474

 

(8,235,253

)

(23,632,778

)

Gains

 

1,553,835

 

2,333,966

 

2,087,857

 

(1,369,179

)

(7,825,251

)

(266,381,692

)

91,331,368

 

82,015,125

 

74,524,243

 

Losses

 

(1,258,862

)

(1,587,193

)

(1,916,033

)

5,893,545

 

28,673,676

 

216,611,503

 

(79,758,894

)

(90,250,378

)

(98,157,021

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

9,935,172

 

 

198

 

16

 

(6,607,604

)

1,015,739

 

2,235,579

 

3,261,180

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

 

 

764,314

 

(2,979,994

)

(2,683,844

)

 

272,686

 

137,943

 

35,682

 

Gains (losses) on sale of property, plant and equipment

 

405,317

 

-196,773

 

1,469,753

 

 

 

-77,438

 

11,710,749

 

50,502,335

 

2,503,279

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

110,105,429

 

118,626,115

 

81,249,006

 

(11,035,944

)

18,149,864

 

(48,388,621

)

1,446,695,376

 

1,671,065,180

 

1,450,084,818

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(40,056,955

)

(40,910,805

)

(31,365,873

)

 

 

 

(346,006,968

)

(359,737,610

)

(415,902,784

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

70,048,474

 

77,715,310

 

49,883,133

 

(11,035,944

)

18,149,864

 

(48,388,621

)

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

70,048,474

 

77,715,310

 

49,883,133

 

(11,035,944

)

18,149,864

 

(48,388,621

)

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

70,048,474

 

77,715,310

 

49,883,133

 

(11,035,944

)

18,149,864

 

(48,388,621

)

1,100,688,408

 

1,311,327,570

 

1,034,182,033

 

Owners of parent

 

 

 

 

 

 

 

486,226,814

 

660,231,043

 

507,589,633

 

Non-controlling interests

 

 

 

 

 

 

 

614,461,594

 

651,096,527

 

526,592,399

 

 

F-115



Table of Contents

 

Line of Business

 

Distribution

 

Contry

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

OTHER COMPREHENSIVE

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

TOTAL REVENUE

 

1,016,997,495

 

1,089,515,077

 

1,083,673,527

 

295,538,314

 

327,087,549

 

334,163,433

 

1,987,041,550

 

1,780,335,633

 

1,737,351,383

 

785,889,588

 

741,167,816

 

661,474,041

 

Sales

 

1,003,001,004

 

1,066,239,632

 

1,029,231,804

 

287,867,341

 

318,293,459

 

326,185,382

 

1,717,875,184

 

1,536,790,709

 

1,417,506,289

 

757,935,491

 

684,930,692

 

608,621,511

 

Energy sales

 

900,798,434

 

1,007,550,579

 

957,408,717

 

268,829,105

 

297,441,695

 

304,372,978

 

1,648,205,624

 

1,473,905,923

 

1,366,406,783

 

657,681,311

 

585,665,734

 

495,404,370

 

Other sales

 

7,166,927

 

10,418,293

 

14,144,725

 

 

 

 

 

 

 

2,035,272

 

1,999,965

 

1,561,021

 

Other services rendered

 

95,035,643

 

48,270,760

 

57,678,362

 

19,038,236

 

20,851,764

 

21,812,404

 

69,669,560

 

62,884,786

 

51,099,506

 

98,218,908

 

97,264,993

 

111,656,120

 

Other operating income

 

13,996,491

 

23,275,445

 

54,441,723

 

7,670,973

 

8,794,090

 

7,978,051

 

269,166,366

 

243,544,924

 

319,845,094

 

27,954,097

 

56,237,124

 

52,852,530

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(788,044,087

)

(845,396,679

)

(767,639,080

)

(142,565,611

)

(153,916,681

)

(159,168,886

)

(1,310,974,462

)

(1,109,711,167

)

(1,130,171,924

)

(426,625,508

)

(393,206,055

)

(334,348,884

)

Energy purchases

 

(718,972,828

)

(815,863,794

)

(733,339,877

)

(139,626,236

)

(150,780,462

)

(155,199,248

)

(644,017,840

)

(544,826,586

)

(581,737,614

)

(317,529,068

)

(275,176,733

)

(216,843,446

)

Final consumption

 

 

 

 

 

 

 

 

 

 

 

 

 

Transport expenses

 

(45,459,555

)

 

 

(1,239,345

)

(1,522,314

)

(1,251,828

)

(88,561,822

)

(77,941,315

)

(37,664,618

)

(81,668,944

)

(79,476,600

)

(82,316,166

)

Other variable supplies and services

 

(23,611,704

)

(29,532,885

)

(34,299,203

)

(1,700,030

)

(1,613,905

)

(2,717,810

)

(578,394,800

)

(486,943,266

)

(510,769,692

)

(27,427,496

)

(38,552,722

)

(35,189,272

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

228,953,408

 

244,118,398

 

316,034,447

 

152,972,703

 

173,170,868

 

174,994,547

 

676,067,088

 

670,624,466

 

607,179,459

 

359,264,080

 

347,961,761

 

327,125,157

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

2,524,049

 

2,666,652

 

2,786,572

 

8,296,765

 

8,057,055

 

9,659,647

 

18,128,254

 

17,007,228

 

13,988,133

 

3,734,991

 

2,485,358

 

3,072,770

 

Employee benefits expense

 

(24,818,903

)

(24,641,080

)

(22,379,909

)

(63,168,597

)

(66,048,079

)

(57,132,352

)

(86,726,523

)

(84,491,569

)

(79,763,096

)

(30,266,521

)

(29,972,265

)

(18,866,451

)

Other expenses

 

(64,729,067

)

(64,826,993

)

(58,294,743

)

(77,589,301

)

(64,218,481

)

(63,964,619

)

(146,667,574

)

(153,761,807

)

(138,155,164

)

(61,109,969

)

(60,815,070

)

(54,306,942

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

141,929,487

 

157,316,977

 

238,146,367

 

20,511,570

 

50,961,363

 

63,557,223

 

460,801,245

 

449,378,318

 

403,249,332

 

271,622,581

 

259,659,784

 

257,024,534

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(30,162,735

)

(28,284,945

)

(24,523,395

)

(16,567,619

)

(19,085,702

)

(17,930,213

)

(158,955,423

)

(111,178,295

)

(94,840,968

)

(64,400,224

)

(59,775,278

)

(54,044,759

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

111,766,752

 

129,032,032

 

213,622,972

 

3,943,951

 

31,875,661

 

45,627,010

 

301,845,822

 

338,200,023

 

308,408,364

 

207,222,357

 

199,884,506

 

202,979,775

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

2,470,113

 

2,906,811

 

(24,720,995

)

(6,198,811

)

(5,626,845

)

(2,207,707

)

(61,918,267

)

(57,393,403

)

(82,562,607

)

(26,452,173

)

(29,268,297

)

(37,367,598

)

Financial income

 

10,576,373

 

14,891,938

 

15,332,306

 

9,324,258

 

6,866,221

 

9,850,439

 

103,066,394

 

83,232,583

 

91,971,784

 

9,289,334

 

9,885,040

 

7,413,288

 

Financial costs

 

(8,048,514

)

(17,384,760

)

(23,194,285

)

(16,070,345

)

(12,048,619

)

(11,419,883

)

(163,934,510

)

(145,101,661

)

(157,038,747

)

(35,637,190

)

(39,051,936

)

(44,767,844

)

Gain (loss) for indexed assets and liabilities

 

153,805

 

458,162

 

(3,048,824

)

 

 

 

 

 

 

 

 

 

Foreign currency exchange differences

 

(211,551

)

4,941,471

 

(13,810,192

)

547,276

 

(444,447

)

(638,263

)

(1,050,151

)

4,475,675

 

(17,495,644

)

(104,317

)

(101,401

)

(13,042

)

Gains

 

2,679,429

 

8,283,203

 

54,746

 

617,720

 

1,287,472

 

4,141,772

 

3,249,786

 

6,419,927

 

45,866,420

 

604,900

 

1,561,581

 

1,707,677

 

Losses

 

(2,890,980

)

(3,341,732

)

(13,864,938

)

(70,444

)

(1,731,919

)

(4,780,035

)

(4,299,937

)

(1,944,252

)

(63,362,064

)

(709,217

)

(1,662,982

)

(1,720,719

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

82,756,621

 

74,874,562

 

911

 

1,633

 

1,136

 

 

 

 

 

 

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

 

82,850

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) on sale of property, plant and equipment

 

(3,349

)

12,050,737

 

(303,324

)

 

 

 

 

250,284

 

285,472

 

1,389,720

 

12,755,736

 

(102,143

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

114,233,516

 

226,829,051

 

263,473,215

 

(2,253,949

)

26,250,449

 

43,420,439

 

239,927,555

 

281,056,904

 

226,131,229

 

182,159,904

 

183,371,945

 

165,510,034

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(23,402,198

)

(21,064,399

)

(37,443,250

)

635,038

 

(9,357,145

)

(15,723,362

)

(46,763,793

)

(72,619,778

)

(50,427,526

)

(56,459,150

)

(56,364,261

)

(49,651,639

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

90,831,318

 

205,764,652

 

226,029,965

 

(1,618,911

)

16,893,304

 

27,697,077

 

193,163,762

 

208,437,126

 

175,703,703

 

125,700,754

 

127,007,684

 

115,858,395

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

90,831,318

 

205,764,652

 

226,029,965

 

(1,618,911

)

16,893,304

 

27,697,077

 

193,163,762

 

208,437,126

 

175,703,703

 

125,700,754

 

127,007,684

 

115,858,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

90,831,318

 

205,764,652

 

226,029,965

 

(1,618,911

)

16,893,304

 

27,697,077

 

193,163,762

 

208,437,126

 

175,703,703

 

125,700,754

 

127,007,684

 

115,858,395

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Line of Business

 

Distribution

 

Contry

 

Peru

 

Eliminations

 

Total

 

OTHER COMPREHENSIVE

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

TOTAL REVENUE

 

307,158,970

 

302,295,127

 

254,640,806

 

 

 

 

4,392,625,917

 

4,240,401,202

 

4,071,303,190

 

Sales

 

286,654,227

 

286,037,460

 

243,406,969

 

 

 

 

4,053,333,247

 

3,892,291,952

 

3,624,951,955

 

Energy sales

 

279,239,525

 

278,264,824

 

236,103,382

 

 

 

 

3,754,753,999

 

3,642,828,755

 

3,359,696,230

 

Other sales

 

18,571

 

13,193

 

12,629

 

 

 

 

9,220,770

 

12,431,451

 

15,718,375

 

Other services rendered

 

7,396,131

 

7,759,443

 

7,290,958

 

 

 

 

289,358,478

 

237,031,746

 

249,537,350

 

Other operating income

 

20,504,743

 

16,257,667

 

11,233,837

 

 

 

 

339,292,670

 

348,109,250

 

446,351,235

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(193,646,086

)

(185,706,532

)

(149,816,090

)

 

 

 

(2,861,855,754

)

(2,687,937,114

)

(2,541,144,864

)

Energy purchases

 

(168,095,978

)

(171,745,296

)

(139,863,463

)

 

 

 

(1,988,241,950

)

(1,958,392,871

)

(1,826,983,648

)

Final consumption

 

 

 

 

 

 

 

 

 

 

Transport expenses

 

 

 

 

 

 

 

(216,929,666

)

(158,940,229

)

(121,232,612

)

Other variable supplies and services

 

(25,550,108

)

(13,961,236

)

(9,952,627

)

 

 

 

(656,684,138

)

(570,604,014

)

(592,928,604

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

113,512,884

 

116,588,595

 

104,824,716

 

 

 

 

1,530,770,163

 

1,552,464,088

 

1,530,158,326

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

2,058,678

 

2,782,325

 

2,592,123

 

 

 

 

34,742,737

 

32,998,618

 

32,099,245

 

Employee benefits expense

 

(10,830,327

)

(11,469,891

)

(9,776,179

)

 

 

 

(215,810,871

)

(216,622,884

)

(187,917,987

)

Other expenses

 

(18,349,605

)

(24,143,832

)

(23,905,746

)

 

 

 

(368,445,516

)

(367,766,183

)

(338,627,214

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

86,391,630

 

83,757,197

 

73,734,914

 

 

 

 

981,256,513

 

1,001,073,639

 

1,035,712,370

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(21,459,798

)

(21,332,334

)

(20,790,878

)

 

 

 

(291,545,799

)

(239,656,554

)

(212,130,213

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

64,931,832

 

62,424,863

 

52,944,036

 

 

 

 

689,710,714

 

761,417,085

 

823,582,157

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

(10,890,729

)

(10,414,860

)

(12,219,957

)

742,300

 

 

 

(102,247,567

)

(99,796,594

)

(159,078,864

)

Financial income

 

1,621,266

 

2,245,332

 

2,069,892

 

 

 

(1,528,000

)

133,877,625

 

117,121,114

 

125,109,709

 

Financial costs

 

(12,549,137

)

(12,867,928

)

(14,461,673

)

 

 

1,528,000

 

(236,239,696

)

(226,454,904

)

(249,354,432

)

Gain (loss) for indexed assets and liabilities

 

 

 

 

 

 

 

153,805

 

458,162

 

(3,048,824

)

Foreign currency exchange differences

 

37,142

 

207,736

 

171,824

 

742,300

 

 

 

(39,301

)

9,079,034

 

(31,785,317

)

Gains

 

315,166

 

1,032,549

 

2,087,857

 

(204,474

)

 

 

7,262,527

 

18,584,732

 

53,858,472

 

Losses

 

(278,024

)

(824,813

)

(1,916,033

)

946,774

 

 

 

(7,301,828

)

(9,505,698

)

(85,643,789

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

911

 

82,758,254

 

74,875,698

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

 

 

 

 

 

 

 

82,850

 

 

Gains (losses) on sale of property, plant and equipment

 

(21,095

)

(117,804

)

2,999,805

 

 

 

 

1,365,276

 

24,938,953

 

2,879,810

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

54,020,008

 

51,892,199

 

43,723,884

 

742,300

 

 

 

588,829,334

 

769,400,548

 

742,258,801

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(18,812,437

)

(18,796,395

)

(16,154,121

)

 

 

 

(144,802,540

)

(178,201,978

)

(169,399,898

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

35,207,571

 

33,095,804

 

27,569,763

 

742,300

 

 

 

444,026,794

 

591,198,570

 

572,858,903

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

35,207,571

 

33,095,804

 

27,569,763

 

742,300

 

 

 

444,026,794

 

591,198,570

 

572,858,903

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

35,207,571

 

33,095,804

 

27,569,763

 

742,300

 

 

 

444,026,794

 

591,198,570

 

572,858,903

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

F-116



Table of Contents

 

33.4        Generation and distribution by countries

 

a)         Generation

 

Line of Business

 

Generation

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

Peru

 

Eliminations

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

ASSETS

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

CURRENT ASSETS 

 

581,919,944

 

507,744,040

 

96,454,500

 

140,991,440

 

206,821,621

 

306,278,528

 

154,997,283

 

256,813,794

 

50,330,357

 

54,343,007

 

(26,213,389

)

(14,751,264

)

1,064,310,315

 

1,251,419,545

 

Cash and cash equivalents

 

225,658,998

 

239,557,586

 

18,626,377

 

24,950,525

 

77,999,226

 

172,292,830

 

74,583,887

 

160,939,980

 

13,865,517

 

21,294,688

 

 

 

410,734,005

 

619,035,609

 

Other current financial assets

 

17,551

 

1,536,089

 

 

 

5,463,750

 

 

54,650

 

 

 

 

 

 

5,535,951

 

1,536,089

 

Other current non-financial assets

 

1,073,419

 

3,006,861

 

2,254,847

 

2,376,964

 

808,494

 

714,402

 

1,370,458

 

1,554,560

 

1,835,063

 

2,016,998

 

 

 

7,342,281

 

9,669,785

 

Trade and other current receivables

 

150,897,103

 

165,592,963

 

53,364,468

 

91,453,569

 

83,976,499

 

80,628,076

 

41,680,862

 

55,169,859

 

11,027,554

 

11,073,405

 

(19,872,054

)

(7,437,609

)

321,074,432

 

396,480,263

 

Accounts receivables from related companies

 

103,058,701

 

35,218,885

 

20,203,295

 

18,151,446

 

28,663,608

 

32,909,657

 

32,368,651

 

32,526,869

 

8,403,843

 

8,979,580

 

(6,341,335

)

(7,313,655

)

186,356,762

 

120,472,782

 

Inventories

 

24,443,037

 

18,778,149

 

1,750,879

 

3,803,384

 

22,842

 

22,134

 

4,936,465

 

6,622,526

 

11,009,380

 

10,975,529

 

 

 

42,162,603

 

40,201,722

 

Current tax assets

 

76,771,135

 

44,053,507

 

254,634

 

255,552

 

9,887,202

 

19,711,429

 

2,310

 

 

4,189,000

 

2,807

 

 

 

91,104,281

 

64,023,295

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

3,989,974,642

 

3,993,095,099

 

290,297,224

 

249,643,009

 

614,488,434

 

676,395,960

 

1,203,713,202

 

1,228,326,578

 

730,619,632

 

785,935,394

 

(1,020,656,208

)

(1,080,086,895

)

5,808,436,926

 

5,853,309,145

 

Other non-current financial assets

 

27,935,909

 

4,060,933

 

 

 

 

 

 

 

359,977

 

80,862

 

 

 

28,295,886

 

4,141,795

 

Other non-current non-financial assets

 

146,349

 

550,079

 

10,203,998

 

10,805,636

 

19,997,184

 

19,728,902

 

1,111,481

 

1,092,649

 

 

336,605

 

 

 

31,459,012

 

32,513,871

 

Non-current receivables

 

1,820,235

 

2,378,486

 

123,377,243

 

62,959,282

 

11,129,694

 

19,307,193

 

2,974,116

 

3,028,768

 

 

 

 

 

139,301,288

 

87,673,729

 

Non-current account receivables from related companies

 

5,570,592

 

 

 

 

37,063,260

 

47,710,556

 

 

 

 

 

(41,869,632

)

(36,752,514

)

764,220

 

10,958,042

 

Investment accounted for using equity method

 

1,591,313,598

 

1,598,184,456

 

3,094,078

 

3,297,780

 

10,950,060

 

11,308,690

 

 

1,366

 

49,494,618

 

47,596,359

 

(1,063,491,176

)

(1,076,313,557

)

591,361,178

 

584,075,094

 

Intangible assets other than goodwill

 

9,638,098

 

8,007,620

 

190,799

 

246,210

 

972,900

 

4,055,751

 

20,247,206

 

17,245,016

 

349,639

 

506,047

 

 

 

31,398,642

 

30,060,644

 

Goodwil

 

12,636

 

13,692

 

2,453,791

 

2,780,777

 

 

 

 

 

10,502,214

 

11,050,603

 

84,704,600

 

88,966,819

 

97,673,241

 

102,811,891

 

Property, plant and equipment, net

 

2,328,158,165

 

2,359,882,964

 

136,585,507

 

154,533,019

 

480,313,680

 

528,479,286

 

1,125,145,217

 

1,148,817,647

 

669,094,525

 

724,212,506

 

 

(55,987,643

)

4,739,297,094

 

4,859,937,779

 

Investment property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

25,379,060

 

20,016,869

 

14,391,808

 

15,020,305

 

54,061,656

 

45,805,582

 

54,235,182

 

58,141,132

 

818,659

 

2,152,412

 

 

 

148,886,365

 

141,136,300

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

4,571,894,586

 

4,500,839,139

 

386,751,724

 

390,634,449

 

821,310,055

 

982,674,488

 

1,358,710,485

 

1,485,140,372

 

780,949,989

 

840,278,401

 

(1,046,869,597

)

(1,094,838,159

)

6,872,747,241

 

7,104,728,690

 

 

F-117



Table of Contents

 

Line of Business

 

Generation

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

Peru

 

Eliminations

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

LIABILITIES AND EQUITY

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

461,971,755

 

625,965,349

 

151,057,167

 

143,720,453

 

182,940,166

 

180,531,897

 

286,630,051

 

130,634,275

 

61,493,965

 

71,313,577

 

(418,133

)

(18,229,801

)

1,143,674,971

 

1,133,935,750

 

Other current financial liabilities

 

43,626,925

 

189,810,430

 

79,751,906

 

61,487,491

 

64,363,398

 

66,171,126

 

87,860,103

 

57,137,900

 

39,501,048

 

38,334,893

 

 

 

315,103,380

 

412,941,840

 

Trade and other current payables

 

221,957,794

 

279,642,827

 

28,920,947

 

30,014,055

 

63,002,748

 

55,325,502

 

86,644,371

 

28,526,181

 

16,970,251

 

20,319,427

 

(418,133

)

 

417,077,978

 

413,827,992

 

Accounts payables to related companies

 

142,252,923

 

70,031,934

 

28,374,815

 

29,317,861

 

37,105,842

 

49,239,836

 

80,508,993

 

2,477,464

 

218,586

 

262,056

 

 

(18,229,801

)

288,461,159

 

133,099,350

 

Other short-term provisions

 

35,783,147

 

25,922,905

 

2,553,179

 

1,163,928

 

1,874,736

 

1,883,131

 

22,520

 

26,684

 

3,097,899

 

2,790,365

 

 

 

43,331,481

 

31,787,013

 

Current tax liabilities

 

14,656,865

 

57,461,125

 

11,212,408

 

21,511,319

 

16,593,444

 

7,912,298

 

26,604,320

 

37,298,367

 

692,609

 

8,066,064

 

 

 

69,759,646

 

132,249,173

 

Current provisions for employee benefits

 

 

367,702

 

 

 

 

 

2,703,107

 

3,081,031

 

 

 

 

 

2,703,107

 

3,448,733

 

Other current non-financial liabilities

 

3,694,101

 

2,728,426

 

243,912

 

225,799

 

(2

)

4

 

2,286,637

 

2,086,648

 

1,013,572

 

1,540,772

 

 

 

7,238,220

 

6,581,649

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities associated with non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

1,172,214,180

 

1,310,207,063

 

141,817,640

 

160,157,823

 

156,436,680

 

270,850,843

 

356,958,221

 

424,071,893

 

319,926,947

 

358,335,279

 

(36,634,177

)

(36,367,467

)

2,110,719,491

 

2,487,255,434

 

Other non-current financial liabilities

 

949,189,055

 

1,089,852,354

 

70,465,040

 

98,646,588

 

94,332,102

 

162,226,842

 

339,291,052

 

406,377,244

 

168,684,276

 

200,034,511

 

 

 

1,621,961,525

 

1,957,137,539

 

Other non-current payables

 

3,288,535

 

7,361,867

 

 

 

10,117,596

 

16,720,727

 

142,669

 

 

 

 

 

 

13,548,800

 

24,082,594

 

Accounts payables to related companies

 

78,870

 

76,986

 

36,634,177

 

37,218,338

 

1,084,290

 

46,920,142

 

 

 

 

 

(36,634,177

)

(37,218,338

)

1,163,160

 

46,997,128

 

Other-long term provisions

 

9,797,457

 

9,246,395

 

 

 

46,119,690

 

38,132,390

 

348,770

 

430,975

 

10,772,286

 

10,482,637

 

 

 

67,038,203

 

58,292,397

 

Deferred tax liabilities

 

192,358,468

 

184,228,532

 

11,817,785

 

13,113,742

 

4,783,002

 

6,850,742

 

 

 

140,470,385

 

147,818,131

 

 

 

349,429,640

 

352,011,147

 

Non-current provisions for employee benefits

 

9,971,456

 

9,313,208

 

 

 

 

 

17,175,730

 

17,263,674

 

 

 

 

 

27,147,186

 

26,576,882

 

Other non-current non-financial liabilities

 

7,530,339

 

10,127,721

 

22,900,638

 

11,179,155

 

 

 

 

 

 

 

 

850,871

 

30,430,977

 

22,157,747

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

2,937,708,650

 

2,564,666,727

 

93,876,916

 

86,756,173

 

481,933,209

 

531,291,748

 

715,122,213

 

930,434,204

 

399,529,077

 

410,629,545

 

(1,009,817,287

)

(1,040,240,891

)

3,618,352,778

 

3,483,537,506

 

Equity Attributable to owners of parent

 

2,937,708,650

 

2,564,666,727

 

93,876,916

 

86,756,173

 

481,933,209

 

531,291,748

 

715,122,213

 

930,434,204

 

399,529,077

 

410,629,545

 

(1,009,817,287

)

(1,040,240,891

)

3,618,352,778

 

3,483,537,506

 

Issued capital

 

2,132,404,418

 

2,114,323,325

 

92,185,037

 

92,185,037

 

203,659,553

 

203,659,553

 

142,906,410

 

259,460,190

 

164,297,758

 

164,297,758

 

(905,021,922

)

(1,081,547,390

)

1,830,431,254

 

1,752,378,473

 

Retained earnings

 

1,152,825,041

 

1,133,764,178

 

10,088,706

 

3,698,891

 

123,291,764

 

124,457,334

 

149,784,385

 

138,029,796

 

23,141,069

 

21,916,044

 

107,147,811

 

2,101,411

 

1,566,278,776

 

1,423,967,654

 

Share premium

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other reserves

 

(347,520,809

)

(683,420,776

)

(8,396,827

)

(9,127,755

)

154,981,892

 

203,174,861

 

422,431,418

 

532,944,218

 

212,090,250

 

224,415,743

 

(211,943,176

)

39,205,088

 

221,642,748

 

307,191,379

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling intersts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

4,571,894,585

 

4,500,839,139

 

386,751,724

 

390,634,449

 

821,310,055

 

982,674,488

 

1,358,710,485

 

1,485,140,372

 

780,949,989

 

840,278,401

 

(1,046,869,597

)

(1,094,838,159

)

6,872,747,241

 

7,104,728,690

 

 

F-118



Table of Contents

 

Line of Business

 

Generation

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

STATEMENT OF COMPREHENSIVE 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

REVENUES

 

1,345,370,795

 

1,373,230,894

 

1,609,158,073

 

358,089,711

 

303,112,035

 

291,376,414

 

359,211,026

 

318,321,960

 

322,895,567

 

507,515,749

 

500,964,413

 

401,470,271

 

Sales

 

1,315,430,658

 

1,367,051,056

 

1,607,534,965

 

351,429,303

 

299,912,430

 

291,207,849

 

351,386,168

 

314,667,204

 

322,415,815

 

507,137,563

 

500,829,922

 

401,257,389

 

Energy sales

 

1,286,727,887

 

1,349,609,938

 

1,551,715,509

 

345,706,935

 

293,388,675

 

284,077,914

 

258,243,192

 

224,502,356

 

256,787,667

 

506,194,881

 

500,175,971

 

400,576,991

 

Other sales

 

15,262,308

 

6,009,988

 

14,564,928

 

 

 

 

 

 

 

 

 

 

Other services rendered

 

13,440,463

 

11,431,130

 

41,254,528

 

5,722,368

 

6,523,755

 

7,129,935

 

93,142,976

 

90,164,848

 

65,628,148

 

942,682

 

653,951

 

680,398

 

Other operating income

 

29,940,137

 

6,179,838

 

1,623,108

 

6,660,408

 

3,199,605

 

168,565

 

7,824,858

 

3,654,756

 

479,752

 

378,186

 

134,491

 

212,882

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(666,388,433

)

(511,521,900

)

(871,056,362

)

(267,824,397

)

(208,539,466

)

(206,239,901

)

(109,560,464

)

(82,267,885

)

(105,146,536

)

(176,663,972

)

(184,067,482

)

(128,688,480

)

Energy purchases

 

(139,373,210

)

(52,310,897

)

(134,937,913

)

(9,296,132

)

(9,375,553

)

(12,067,418

)

(27,257,255

)

(32,746,221

)

(67,914,740

)

(72,764,711

)

(91,955,452

)

(47,123,986

)

Final consumption

 

(318,637,144

)

(345,812,585

)

(606,484,644

)

(242,853,893

)

(180,160,003

)

(179,081,276

)

(37,260,897

)

6,826,322

 

(1,475,184

)

(27,780,401

)

(20,572,023

)

(10,740,338

)

Transport expenses

 

(161,189,862

)

(107,314,035

)

(122,578,858

)

(3,636,524

)

(5,363,800

)

(4,689,649

)

(5,098,408

)

(4,851,240

)

(4,644,568

)

(50,431,204

)

(46,663,960

)

(45,787,546

)

Other variable supplies and services

 

(47,188,217

)

(6,084,383

)

(7,054,947

)

(12,037,848

)

(13,640,110

)

(10,401,558

)

(39,943,904

)

(51,496,746

)

(31,112,044

)

(25,687,656

)

(24,876,047

)

(25,036,610

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

678,982,362

 

861,708,994

 

738,101,711

 

90,265,314

 

94,572,569

 

85,136,513

 

249,650,562

 

236,054,075

 

217,749,031

 

330,851,777

 

316,896,931

 

272,781,791

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

 

 

 

 

 

 

 

 

 

688,024

 

517,847

 

330,981

 

Employee benefits expense

 

(31,556,880

)

(29,654,313

)

(25,162,701

)

(14,457,685

)

(11,009,053

)

(9,040,946

)

(11,622,887

)

(11,417,189

)

(9,425,455

)

(12,219,664

)

(10,959,497

)

(7,918,996

)

Other expenses

 

(50,276,801

)

(51,829,666

)

(49,242,289

)

(11,003,847

)

(12,461,750

)

(11,769,971

)

(11,621,153

)

(14,560,167

)

(13,389,523

)

(21,201,983

)

(19,127,781

)

(17,815,369

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

597,148,681

 

780,225,015

 

663,696,721

 

64,803,782

 

71,101,766

 

64,325,596

 

226,406,522

 

210,076,719

 

194,934,053

 

298,118,154

 

287,327,500

 

247,378,407

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(84,379,198

)

(140,184,964

)

(95,960,199

)

(18,093,428

)

(23,365,251

)

(21,474,934

)

(67,594,458

)

(32,305,072

)

(31,315,802

)

(36,580,792

)

(36,516,121

)

(30,560,196

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

512,769,483

 

640,040,051

 

567,736,522

 

46,710,354

 

47,736,515

 

42,850,662

 

158,812,064

 

177,771,647

 

163,618,251

 

261,537,362

 

250,811,379

 

216,818,211

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULT

 

(62,503,182

)

(89,797,956

)

(103,738,107

)

(9,499,131

)

(33,772,058

)

(32,325,027

)

(20,035,955

)

(25,088,330

)

(39,128,021

)

(35,915,163

)

(42,513,775

)

(43,391,504

)

Financial income

 

4,880,575

 

9,495,037

 

16,185,633

 

1,504,063

 

2,507,846

 

3,255,124

 

19,217,791

 

18,523,222

 

32,285,675

 

3,440,657

 

11,968,380

 

5,364,390

 

Financial costs

 

(70,389,036

)

(90,931,585

)

(120,459,878

)

(18,112,699

)

(19,226,132

)

(16,877,948

)

(36,376,407

)

(52,183,133

)

(53,210,680

)

(39,278,398

)

(54,646,985

)

(48,548,045

)

Gain (loss) for indexed assets and liabilities

 

(2,885,747

)

9,009,669

 

(16,686,361

)

 

 

 

 

 

 

 

 

 

Foreign currency exchange differences

 

5,891,026

 

(17,371,077

)

17,222,499

 

7,109,505

 

(17,053,772

)

(18,702,203

)

(2,877,339

)

8,571,581

 

(18,203,016

)

(77,422

)

164,830

 

(207,849

)

Gains

 

12,258,950

 

28,981,945

 

47,547,505

 

19,544,626

 

2,092,050

 

1,443,093

 

27,014,846

 

39,823,108

 

12,692,663

 

188,272

 

263,663

 

128,111

 

Losses

 

(6,367,924

)

(46,353,022

)

(30,325,006

)

(12,435,121

)

(19,145,822

)

(20,145,296

)

(29,892,185

)

(31,251,527

)

(30,895,679

)

(265,694

)

(98,833

)

(335,960

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

811,855

 

(8,074,214

)

2,567,160

 

 

372,988

 

 

 

 

 

 

 

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

234,251

 

(20,722

)

 

 

 

 

 

 

 

 

(34,772

)

252,022

 

Gains (losses) on sale of property, plant and equipment

 

24,894

 

34,186

 

(336,047

)

 

 

 

23,169

 

25,505

 

(2,413

)

1,127,732

 

83,708

 

167,699

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

451,337,301

 

542,181,345

 

466,229,528

 

37,211,223

 

14,337,445

 

10,525,635

 

138,799,278

 

152,708,822

 

124,487,817

 

226,749,931

 

208,346,540

 

173,846,428

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(70,628,343

)

(76,281,986

)

(131,655,968

)

(13,781,110

)

(5,927,003

)

(4,381,628

)

(15,507,514

)

(28,251,488

)

(14,003,436

)

(76,652,558

)

(69,788,953

)

(57,450,682

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

380,708,958

 

465,899,359

 

334,573,560

 

23,430,113

 

8,410,442

 

6,144,007

 

123,291,764

 

124,457,334

 

110,484,381

 

150,097,373

 

138,557,587

 

116,395,746

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

380,708,958

 

465,899,359

 

334,573,560

 

23,430,113

 

8,410,442

 

6,144,007

 

123,291,764

 

124,457,334

 

110,484,381

 

150,097,373

 

138,557,587

 

116,395,746

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

380,708,958

 

465,899,359

 

334,573,560

 

23,430,113

 

8,410,442

 

6,144,007

 

123,291,764

 

124,457,334

 

110,484,381

 

150,097,373

 

138,557,587

 

116,395,746

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Line of Business

 

Generation

 

Country

 

Peru

 

Eliminations

 

Total

 

STATEMENT OF COMPREHENSIVE 

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

REVENUES

 

211,263,618

 

213,624,981

 

208,496,821

 

(857,568

)

(896,628

)

 

2,780,593,331

 

2,708,357,655

 

2,833,397,146

 

Sales

 

210,800,064

 

210,576,947

 

205,662,615

 

(857,568

)

(896,628

)

 

2,735,326,188

 

2,692,140,931

 

2,828,078,633

 

Energy sales

 

202,614,778

 

202,852,442

 

204,588,804

 

 

 

 

2,599,487,673

 

2,570,529,382

 

2,697,746,885

 

Other sales

 

 

 

 

 

 

 

15,262,308

 

6,009,988

 

14,564,928

 

Other services rendered

 

8,185,286

 

7,724,505

 

1,073,811

 

(857,568

)

(896,628

)

 

120,576,207

 

115,601,561

 

115,766,820

 

Other operating income

 

463,554

 

3,048,034

 

2,834,206

 

 

 

 

45,267,143

 

16,216,724

 

5,318,513

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(80,240,613

)

(72,013,860

)

(98,453,175

)

 

 

 

(1,300,677,879

)

(1,058,410,593

)

(1,409,584,454

)

Energy purchases

 

(15,503,346

)

(10,670,605

)

(30,303,095

)

 

 

 

(264,194,654

)

(197,058,728

)

(292,347,152

)

Final consumption

 

(45,498,261

)

(40,516,143

)

(49,625,820

)

 

 

 

(672,030,596

)

(580,234,432

)

(847,407,262

)

Transport expenses

 

(12,778,594

)

(13,693,435

)

(14,257,476

)

 

 

 

(233,134,592

)

(177,886,470

)

(191,958,097

)

Other variable supplies and services

 

(6,460,412

)

(7,133,677

)

(4,266,784

)

 

 

 

(131,318,037

)

(103,230,963

)

(77,871,943

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

131,023,005

 

141,611,121

 

110,043,646

 

(857,568

)

(896,628

)

 

1,479,915,452

 

1,649,947,062

 

1,423,812,692

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

 

214,054

 

169,334

 

 

 

 

688,024

 

731,901

 

500,315

 

Employee benefits expense

 

(6,161,429

)

(6,537,925

)

(5,650,625

)

 

 

 

(76,018,545

)

(69,577,977

)

(57,198,723

)

Other expenses

 

(16,333,294

)

(21,025,750

)

(16,383,207

)

857,568

 

896,628

 

764,241

 

(109,579,510

)

(118,108,486

)

(107,836,118

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

108,528,282

 

114,261,500

 

88,179,148

 

 

 

764,241

 

1,295,005,421

 

1,462,992,500

 

1,259,278,166

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(38,208,869

)

(38,212,838

)

(36,233,239

)

 

 

 

(244,856,745

)

(270,584,246

)

(215,544,370

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

70,319,413

 

76,048,662

 

51,945,909

 

 

 

764,241

 

1,050,148,676

 

1,192,408,254

 

1,043,733,796

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULT

 

(14,738,535

)

(23,600,707

)

(15,329,863

)

3,473,802

 

28,459,148

 

(9,794,433

)

(139,218,164

)

(186,313,678

)

(243,706,955

)

Financial income

 

455,981

 

1,341,180

 

248,487

 

(1,621,289

)

(2,994,499

)

(3,252,505

)

27,877,778

 

40,841,166

 

54,086,804

 

Financial costs

 

(15,505,355

)

(25,576,058

)

(15,578,350

)

1,621,289

 

2,994,499

 

3,252,505

 

(178,040,606

)

(239,569,394

)

(251,422,396

)

Gain (loss) for indexed assets and liabilities

 

 

 

 

 

 

 

(2,885,747

)

9,009,669

 

(16,686,361

)

Foreign currency exchange differences

 

310,839

 

634,171

 

 

3,473,802

 

28,459,148

 

(9,794,433

)

13,830,411

 

3,404,881

 

(29,685,002

)

Gains

 

805,044

 

635,100

 

 

(476,265

)

 

(13,756,340

)

59,335,473

 

71,795,866

 

48,055,032

 

Losses

 

(494,205

)

(929

)

 

3,950,067

 

28,459,148

 

3,961,907

 

(45,505,062

)

(68,390,985

)

(77,740,034

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

9,935,172

 

 

 

 

 

811,855

 

2,233,946

 

2,567,160

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

 

 

764,314

 

 

 

 

234,251

 

(55,494

)

1,016,336

 

Gains (losses) on sale of property, plant and equipment

 

455,621

 

(78,969

)

(103,521

)

 

 

 

1,631,415

 

64,430

 

(274,282

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

56,036,499

 

62,304,158

 

37,276,839

 

3,473,802

 

28,459,148

 

(9,030,192

)

913,608,034

 

1,008,337,458

 

803,336,055

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(20,936,925

)

(21,497,520

)

(14,500,266

)

 

 

 

(197,506,450

)

(201,746,950

)

(221,991,980

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

35,099,574

 

40,806,638

 

22,776,573

 

3,473,802

 

28,459,148

 

(9,030,192

)

716,101,584

 

806,590,508

 

581,344,075

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

35,099,574

 

40,806,638

 

22,776,573

 

3,473,802

 

28,459,148

 

(9,030,192

)

716,101,584

 

806,590,508

 

581,344,075

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

35,099,574

 

40,806,638

 

22,776,573

 

3,473,802

 

28,459,148

 

(9,030,192

)

716,101,584

 

806,590,508

 

581,344,075

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

F-119



Table of Contents

 

b)        Distribution

 

Line of Business

 

Distribution

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

Peru

 

Eliminations

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

ASSETS

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS 

 

308,282,584

 

201,194,118

 

110,182,639

 

93,131,605

 

406,074,360

 

533,785,021

 

255,980,239

 

333,863,028

 

76,808,391

 

54,915,535

 

(698,797

)

(490,075

)

1,156,629,416

 

1,216,399,232

 

Cash and cash equivalents

 

106,822,082

 

17,933,851

 

45,328,399

 

28,163,140

 

53,589,588

 

145,450,780

 

76,385,965

 

232,157,724

 

26,792,493

 

7,898,726

 

 

 

308,918,527

 

431,604,221

 

Other current financial assets

 

 

 

2,271,690

 

 

 

 

9,868

 

 

 

 

 

 

2,281,558

 

 

Other current non-financial assets

 

1,422,618

 

3,508,628

 

1,199,090

 

4,765,940

 

22,986,384

 

12,292,485

 

371,248

 

959,511

 

1,209,481

 

927,900

 

 

 

27,188,821

 

22,454,464

 

Trade and other current receivables

 

185,002,586

 

169,492,117

 

52,358,414

 

55,933,943

 

326,401,464

 

358,989,786

 

93,252,938

 

93,045,071

 

44,301,959

 

41,842,319

 

 

20,488

 

690,037,361

 

719,323,724

 

Accounts receivables from related companies

 

6,640,662

 

1,726,640

 

379,832

 

208,445

 

209,526

 

465,212

 

80,257,637

 

1,874,539

 

340,135

 

307,839

 

(698,797

)

(510,563

)

87,128,995

 

4,072,112

 

Inventories

 

2,136,612

 

1,370,198

 

2,261,326

 

3,492,452

 

1,307,070

 

1,489,962

 

5,702,583

 

5,826,183

 

4,153,152

 

3,938,751

 

 

 

15,560,743

 

16,117,546

 

Current tax assets

 

6,258,024

 

7,162,684

 

6,383,888

 

567,685

 

12,860,328

 

15,096,796

 

 

 

11,171

 

 

 

 

25,513,411

 

22,827,165

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

1,153,691,583

 

1,194,415,123

 

320,842,717

 

320,067,184

 

2,026,122,046

 

1,879,491,174

 

885,875,047

 

882,909,627

 

356,670,398

 

363,706,049

 

 

 

4,743,201,791

 

4,640,589,157

 

Other non-current financial assets

 

25,582

 

24,920

 

 

 

3,352,698

 

 

8,267

 

874

 

1,825,059

 

1,647,417

 

 

 

5,211,606

 

1,673,211

 

Other non-current non-financial assets

 

550,802

 

491,799

 

693,473

 

786,539

 

69,291,066

 

59,012,257

 

 

31,400

 

 

 

 

 

70,535,341

 

60,321,995

 

Non-current receivables

 

7,046,330

 

9,640,749

 

495,607

 

7,846,841

 

165,992,532

 

82,241,816

 

5,847,271

 

5,864,754

 

 

315,381

 

 

 

179,381,740

 

105,909,541

 

Non-current account receivables from related companies

 

 

 

 

 

324,864

 

210,855

 

 

 

 

 

 

 

324,864

 

210,855

 

Investment accounted for using equity method

 

546,854,493

 

578,500,084

 

30,151

 

33,228

 

136,771,841

 

105,045,877

 

 

 

 

 

 

 

683,656,485

 

683,579,189

 

Intangible assets other than goodwill

 

18,189,812

 

16,104,398

 

3,203,663

 

2,903,815

 

1,361,527,584

 

1,353,856,678

 

20,239,478

 

17,026,418

 

2,274,071

 

2,924,376

 

 

 

1,405,434,608

 

1,392,815,685

 

Goodwil

 

2,240,478

 

2,240,478

 

 

 

120,673,559

 

124,648,965

 

7,348,467

 

7,497,542

 

 

 

 

 

130,262,504

 

134,386,985

 

Property, plant and equipment, net

 

561,616,684

 

544,647,596

 

298,970,983

 

294,838,019

 

20,391,138

 

14,398,121

 

783,716,639

 

783,737,988

 

352,571,268

 

358,818,875

 

 

 

2,017,266,712

 

1,996,440,599

 

Investment property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

17,167,402

 

42,765,099

 

17,448,840

 

13,658,742

 

147,796,764

 

140,076,605

 

68,714,925

 

68,750,651

 

 

 

 

 

251,127,931

 

265,251,097

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS 

 

1,461,974,167

 

1,395,609,241

 

431,025,356

 

413,198,789

 

2,432,196,406

 

2,413,276,195

 

1,141,855,286

 

1,216,772,655

 

433,478,789

 

418,621,584

 

(698,797

)

(490,075

)

5,899,831,207

 

5,856,988,389

 

 

F-120



Table of Contents

 

Line of Business

 

Distribution

 

Country

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

Peru

 

Eliminations

 

Total

 

 

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

12-31-2010

 

12-31-2009

 

LIABILITIES AND EQUITY 

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

CURRENT LIABILITIES

 

171,286,364

 

147,471,992

 

226,189,613

 

170,584,075

 

614,669,478

 

456,935,441

 

269,331,660

 

235,651,234

 

78,464,053

 

61,137,029

 

(698,797

)

(490,075

)

1,359,242,371

 

1,071,289,696

 

Other current financial liabilities

 

2,668

 

115,477

 

11,553,138

 

10,583,980

 

200,661,330

 

134,048,604

 

50,242,207

 

84,153,139

 

22,404,747

 

17,669,038

 

 

 

284,864,090

 

246,570,238

 

Trade and other current payables

 

86,947,700

 

64,754,414

 

159,903,785

 

115,839,550

 

283,143,792

 

202,959,678

 

155,442,693

 

90,054,931

 

29,240,966

 

17,175,620

 

 

 

714,678,936

 

490,784,193

 

Accounts payables to related companies

 

63,921,986

 

59,694,812

 

2,212,567

 

2,451,028

 

91,625,748

 

104,779,978

 

34,172,478

 

34,562,690

 

11,517,749

 

11,448,425

 

(698,797

)

(490,075

)

202,751,731

 

212,446,858

 

Other short-term provisions

 

6,792,229

 

7,260,776

 

28,780,910

 

21,138,602

 

6,153,804

 

6,106,634

 

1,476,148

 

3,463,182

 

8,275,793

 

8,672,619

 

 

 

51,478,884

 

46,641,813

 

Current tax liabilities

 

10,039,050

 

11,275,178

 

7,526,565

 

6,040,230

 

28,903,026

 

7,005,679

 

24,090,490

 

20,455,585

 

4,950,637

 

4,329,031

 

 

 

75,509,768

 

49,105,703

 

Current provisions for employee benefits

 

1,284,614

 

1,239,422

 

591,831

 

119,702

 

 

 

813,663

 

 

 

 

 

 

2,690,108

 

1,359,124

 

Other current non-financial liabilities

 

2,298,117

 

3,131,913

 

15,620,817

 

14,410,983

 

4,181,778

 

2,034,868

 

3,093,981

 

2,961,707

 

2,074,161

 

1,842,296

 

 

 

27,268,854

 

24,381,767

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities associated with non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

196,967,970

 

219,826,811

 

40,238,648

 

54,242,098

 

711,221,766

 

923,842,504

 

392,279,990

 

393,163,308

 

205,177,295

 

213,746,029

 

 

 

1,545,885,669

 

1,804,820,750

 

Other non-current financial liabilities

 

 

 

17,330,002

 

32,705,156

 

388,961,190

 

562,375,940

 

277,085,017

 

276,335,677

 

147,659,078

 

149,770,579

 

 

 

831,035,287

 

1,021,187,352

 

Other non-current payables

 

 

450

 

325,183

 

478,409

 

23,055,474

 

43,418,613

 

 

721,362

 

 

 

 

 

23,380,657

 

44,618,834

 

Accounts payables to related companies

 

146,500,704

 

170,085,874

 

 

 

1,430,022

 

11,767,969

 

 

 

 

 

 

 

147,930,726

 

181,853,843

 

Other-long term provisions

 

7,367,197

 

6,815,239

 

11,451,261

 

7,703,251

 

137,660,556

 

174,996,080

 

1,849,383

 

2,295,015

 

155,729

 

184,352

 

 

 

158,484,126

 

191,993,937

 

Deferred tax liabilities

 

24,272,266

 

24,179,982

 

9,731,475

 

11,424,565

 

57,124,740

 

62,496,895

 

52,263,418

 

51,497,425

 

57,086,045

 

63,570,261

 

 

 

200,477,944

 

213,169,128

 

Non-current provisions for employee benefits

 

15,763,453

 

15,292,150

 

1,400,727

 

1,915,904

 

102,989,784

 

68,787,007

 

61,082,172

 

62,313,829

 

 

 

 

 

181,236,136

 

148,308,890

 

Other non-current non-financial liabilities

 

3,064,350

 

3,453,116

 

 

14,813

 

 

 

 

 

276,443

 

220,837

 

 

 

3,340,793

 

3,688,766

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

1,093,719,833

 

1,028,310,438

 

164,597,095

 

188,372,616

 

1,106,305,162

 

1,032,498,250

 

480,243,636

 

587,958,113

 

149,837,441

 

143,738,526

 

 

 

2,994,703,167

 

2,980,877,943

 

Equity Attributable to owners of parent

 

1,093,719,833

 

1,028,310,438

 

164,597,095

 

188,372,616

 

1,106,305,162

 

1,032,498,250

 

480,243,636

 

587,958,113

 

149,837,441

 

143,738,526

 

 

 

2,994,703,167

 

2,980,877,943

 

Issued capital

 

368,494,984

 

368,494,984

 

135,477,599

 

135,477,598

 

581,523,764

 

581,523,764

 

3,934,010

 

3,934,010

 

32,841,625

 

32,841,625

 

 

 

1,122,271,982

 

1,122,271,981

 

Retained earnings

 

998,431,191

 

953,527,838

 

66,482,841

 

34,889,191

 

126,556,216

 

171,869,360

 

123,200,147

 

126,241,783

 

25,300,513

 

24,352,356

 

 

 

1,339,970,908

 

1,310,880,528

 

Share premium

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other reserves

 

(273,206,342

)

(293,712,384

)

(37,363,345

)

18,005,827

 

398,225,182

 

279,105,126

 

353,109,479

 

457,782,320

 

91,695,303

 

86,544,545

 

 

 

532,460,277

 

547,725,434

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Controlling Interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

1,461,974,167

 

1,395,609,241

 

431,025,356

 

413,198,789

 

2,432,196,406

 

2,413,276,195

 

1,141,855,286

 

1,216,772,655

 

433,478,789

 

418,621,584

 

(698,797

)

(490,075

)

5,899,831,207

 

5,856,988,389

 

 

F-121



Table of Contents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Line of Business

 

Distribution

 

Contry

 

Chile

 

Argentina

 

Brazil

 

Colombia

 

STATEMENT OF COMPREHENSIVE

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

REVENUES

 

1,016,997,495

 

1,089,515,077

 

1,083,673,527

 

295,538,314

 

327,087,549

 

334,163,433

 

1,987,041,550

 

1,780,335,633

 

1,737,351,383

 

785,889,588

 

741,167,816

 

661,474,041

 

Sales

 

1,003,001,004

 

1,066,239,632

 

1,029,231,804

 

287,867,341

 

318,293,459

 

326,185,382

 

1,717,875,184

 

1,536,790,709

 

1,417,506,289

 

757,935,491

 

684,930,692

 

608,621,511

 

Energy sales

 

900,798,434

 

1,007,550,579

 

957,408,717

 

268,829,105

 

297,441,695

 

304,372,978

 

1,648,205,624

 

1,473,905,923

 

1,366,406,783

 

657,681,311

 

585,665,734

 

495,404,370

 

Other sales

 

7,166,927

 

10,418,293

 

14,144,725

 

 

 

 

 

 

 

2,035,272

 

1,999,965

 

1,561,021

 

Other services rendered

 

95,035,643

 

48,270,760

 

57,678,362

 

19,038,236

 

20,851,764

 

21,812,404

 

69,669,560

 

62,884,786

 

51,099,506

 

98,218,908

 

97,264,993

 

111,656,120

 

Other operating income

 

13,996,491

 

23,275,445

 

54,441,723

 

7,670,973

 

8,794,090

 

7,978,051

 

269,166,366

 

243,544,924

 

319,845,094

 

27,954,097

 

56,237,124

 

52,852,530

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(788,044,087

)

(845,396,679

)

(767,639,080

)

(142,565,611

)

(153,916,681

)

(159,168,886

)

(1,310,974,462

)

(1,109,711,167

)

(1,130,171,924

)

(426,625,508

)

(393,206,055

)

(334,348,884

)

Energy purchases

 

(718,972,828

)

(815,863,794

)

(733,339,877

)

(139,626,236

)

(150,780,462

)

(155,199,248

)

(644,017,840

)

(544,826,586

)

(581,737,614

)

(317,529,068

)

(275,176,733

)

(216,843,446

)

Final consumption

 

 

 

 

 

 

 

 

 

 

 

 

 

Transport expenses

 

(45,459,555

)

 

 

(1,239,345

)

(1,522,314

)

(1,251,828

)

(88,561,822

)

(77,941,315

)

(37,664,618

)

(81,668,944

)

(79,476,600

)

(82,316,166

)

Other variable supplies and services

 

(23,611,704

)

(29,532,885

)

(34,299,203

)

(1,700,030

)

(1,613,905

)

(2,717,810

)

(578,394,800

)

(486,943,266

)

(510,769,692

)

(27,427,496

)

(38,552,722

)

(35,189,272

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

228,953,408

 

244,118,398

 

316,034,447

 

152,972,703

 

173,170,868

 

174,994,547

 

676,067,088

 

670,624,466

 

607,179,459

 

359,264,080

 

347,961,761

 

327,125,157

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

2,524,049

 

2,666,652

 

2,786,572

 

8,296,765

 

8,057,055

 

9,659,647

 

18,128,254

 

17,007,228

 

13,988,133

 

3,734,991

 

2,485,358

 

3,072,770

 

Employee benefits expense

 

(24,818,903

)

(24,641,080

)

(22,379,909

)

(63,168,597

)

(66,048,079

)

(57,132,352

)

(86,726,523

)

(84,491,569

)

(79,763,096

)

(30,266,521

)

(29,972,265

)

(18,866,451

)

Other expenses

 

(64,729,067

)

(64,826,993

)

(58,294,743

)

(77,589,301

)

(64,218,481

)

(63,964,619

)

(146,667,574

)

(153,761,807

)

(138,155,164

)

(61,109,969

)

(60,815,070

)

(54,306,942

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

141,929,487

 

157,316,977

 

238,146,367

 

20,511,570

 

50,961,363

 

63,557,223

 

460,801,245

 

449,378,318

 

403,249,332

 

271,622,581

 

259,659,784

 

257,024,534

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(30,162,735

)

(28,284,945

)

(24,523,395

)

(16,567,619

)

(19,085,702

)

(17,930,213

)

(158,955,423

)

(111,178,295

)

(94,840,968

)

(64,400,224

)

(59,775,278

)

(54,044,759

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

111,766,752

 

129,032,032

 

213,622,972

 

3,943,951

 

31,875,661

 

45,627,010

 

301,845,822

 

338,200,023

 

308,408,364

 

207,222,357

 

199,884,506

 

202,979,775

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

2,470,113

 

2,906,811

 

(24,720,995

)

(6,198,811

)

(5,626,845

)

(2,207,707

)

(61,918,267

)

(57,393,403

)

(82,562,607

)

(26,452,173

)

(29,268,297

)

(37,367,598

)

Financial income

 

10,576,373

 

14,891,938

 

15,332,306

 

9,324,258

 

6,866,221

 

9,850,439

 

103,066,394

 

83,232,583

 

91,971,784

 

9,289,334

 

9,885,040

 

7,413,288

 

Financial costs

 

(8,048,514

)

(17,384,760

)

(23,194,285

)

(16,070,345

)

(12,048,619

)

(11,419,883

)

(163,934,510

)

(145,101,661

)

(157,038,747

)

(35,637,190

)

(39,051,936

)

(44,767,844

)

Gain (loss) for indexed assets and liabilities

 

153,805

 

458,162

 

(3,048,824

)

 

 

 

 

 

 

 

 

 

Foreign currency exchange differences

 

(211,551

)

4,941,471

 

(13,810,192

)

547,276

 

(444,447

)

(638,263

)

(1,050,151

)

4,475,675

 

(17,495,644

)

(104,317

)

(101,401

)

(13,042

)

Gains

 

2,679,429

 

8,283,203

 

54,746

 

617,720

 

1,287,472

 

4,141,772

 

3,249,786

 

6,419,927

 

45,866,420

 

604,900

 

1,561,581

 

1,707,677

 

Losses

 

(2,890,980

)

(3,341,732

)

(13,864,938

)

(70,444

)

(1,731,919

)

(4,780,035

)

(4,299,937

)

(1,944,252

)

(63,362,064

)

(709,217

)

(1,662,982

)

(1,720,719

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

82,756,621

 

74,874,562

 

911

 

1,633

 

1,136

 

 

 

 

 

 

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

 

82,850

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) on sale of property, plant and equipment

 

(3,349

)

12,050,737

 

(303,324

)

 

 

 

 

250,284

 

285,472

 

1,389,720

 

12,755,736

 

(102,143

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

114,233,516

 

226,829,051

 

263,473,215

 

(2,253,949

)

26,250,449

 

43,420,439

 

239,927,555

 

281,056,904

 

226,131,229

 

182,159,904

 

183,371,945

 

165,510,034

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(23,402,198

)

(21,064,399

)

(37,443,250

)

635,038

 

(9,357,145

)

(15,723,362

)

(46,763,793

)

(72,619,778

)

(50,427,526

)

(56,459,150

)

(56,364,261

)

(49,651,639

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

90,831,318

 

205,764,652

 

226,029,965

 

(1,618,911

)

16,893,304

 

27,697,077

 

193,163,762

 

208,437,126

 

175,703,703

 

125,700,754

 

127,007,684

 

115,858,395

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

90,831,318

 

205,764,652

 

226,029,965

 

(1,618,911

)

16,893,304

 

27,697,077

 

193,163,762

 

208,437,126

 

175,703,703

 

125,700,754

 

127,007,684

 

115,858,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

90,831,318

 

205,764,652

 

226,029,965

 

(1,618,911

)

16,893,304

 

27,697,077

 

193,163,762

 

208,437,126

 

175,703,703

 

125,700,754

 

127,007,684

 

115,858,395

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Line of Business

 

Distribution

 

Contry

 

Peru

 

Eliminations

 

Total

 

STATEMENT OF COMPREHENSIVE

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

12-31-2010

 

12-31-2009

 

12-31-2008

 

INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

REVENUES

 

307,158,970

 

302,295,127

 

254,640,806

 

 

 

 

4,392,625,917

 

4,240,401,202

 

4,071,303,190

 

Sales

 

286,654,227

 

286,037,460

 

243,406,969

 

 

 

 

4,053,333,247

 

3,892,291,952

 

3,624,951,955

 

Energy sales

 

279,239,525

 

278,264,824

 

236,103,382

 

 

 

 

3,754,753,999

 

3,642,828,755

 

3,359,696,230

 

Other sales

 

18,571

 

13,193

 

12,629

 

 

 

 

9,220,770

 

12,431,451

 

15,718,375

 

Other services rendered

 

7,396,131

 

7,759,443

 

7,290,958

 

 

 

 

289,358,478

 

237,031,746

 

249,537,350

 

Other operating income

 

20,504,743

 

16,257,667

 

11,233,837

 

 

 

 

339,292,670

 

348,109,250

 

446,351,235

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RAW MATERIALS AND CONSUMABLE USED

 

(193,646,086

)

(185,706,532

)

(149,816,090

)

 

 

 

(2,861,855,754

)

(2,687,937,114

)

(2,541,144,864

)

Energy purchases

 

(168,095,978

)

(171,745,296

)

(139,863,463

)

 

 

 

(1,988,241,950

)

(1,958,392,871

)

(1,826,983,648

)

Final consumption

 

 

 

 

 

 

 

 

 

 

Transport expenses

 

 

 

 

 

 

 

(216,929,666

)

(158,940,229

)

(121,232,612

)

Other variable supplies and services

 

(25,550,108

)

(13,961,236

)

(9,952,627

)

 

 

 

(656,684,138

)

(570,604,014

)

(592,928,604

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONTRIBUTION MARGIN

 

113,512,884

 

116,588,595

 

104,824,716

 

 

 

 

1,530,770,163

 

1,552,464,088

 

1,530,158,326

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other work performed by entity and capitalized

 

2,058,678

 

2,782,325

 

2,592,123

 

 

 

 

34,742,737

 

32,998,618

 

32,099,245

 

Employee benefits expense

 

(10,830,327

)

(11,469,891

)

(9,776,179

)

 

 

 

(215,810,871

)

(216,622,884

)

(187,917,987

)

Other expenses

 

(18,349,605

)

(24,143,832

)

(23,905,746

)

 

 

 

(368,445,516

)

(367,766,183

)

(338,627,214

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS OPERATING RESULT

 

86,391,630

 

83,757,197

 

73,734,914

 

 

 

 

981,256,513

 

1,001,073,639

 

1,035,712,370

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, amortization and impairment losses

 

(21,459,798

)

(21,332,334

)

(20,790,878

)

 

 

 

(291,545,799

)

(239,656,554

)

(212,130,213

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

64,931,832

 

62,424,863

 

52,944,036

 

 

 

 

689,710,714

 

761,417,085

 

823,582,157

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL RESULTS

 

(10,890,729

)

(10,414,860

)

(12,219,957

)

742,300

 

 

 

(102,247,567

)

(99,796,594

)

(159,078,864

)

Financial income

 

1,621,266

 

2,245,332

 

2,069,892

 

 

 

(1,528,000

)

133,877,625

 

117,121,114

 

125,109,709

 

Financial costs

 

(12,549,137

)

(12,867,928

)

(14,461,673

)

 

 

1,528,000

 

(236,239,696

)

(226,454,904

)

(249,354,432

)

Gain (loss) for indexed assets and liabilities

 

 

 

 

 

 

 

153,805

 

458,162

 

(3,048,824

)

Foreign currency exchange differences

 

37,142

 

207,736

 

171,824

 

742,300

 

 

 

(39,301

)

9,079,034

 

(31,785,317

)

Gains

 

315,166

 

1,032,549

 

2,087,857

 

(204,474

)

 

 

7,262,527

 

18,584,732

 

53,858,472

 

Losses

 

(278,024

)

(824,813

)

(1,916,033

)

946,774

 

 

 

(7,301,828

)

(9,505,698

)

(85,643,789

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

911

 

82,758,254

 

74,875,698

 

Negative consolidation difference

 

 

 

 

 

 

 

 

 

 

Gains (losses) from other investments

 

 

 

 

 

 

 

 

82,850

 

 

Gains (losses) on sale of property, plant and equipment

 

(21,095

)

(117,804

)

2,999,805

 

 

 

 

1,365,276

 

24,938,953

 

2,879,810

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME BEFORE TAX

 

54,020,008

 

51,892,199

 

43,723,884

 

742,300

 

 

 

588,829,334

 

769,400,548

 

742,258,801

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax

 

(18,812,437

)

(18,796,395

)

(16,154,121

)

 

 

 

(144,802,540

)

(178,201,978

)

(169,399,898

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME AFTER TAX FROM CONTINUING OPERATIONS

 

35,207,571

 

33,095,804

 

27,569,763

 

742,300

 

 

 

444,026,794

 

591,198,570

 

572,858,903

 

Net income from discontinued operations

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

35,207,571

 

33,095,804

 

27,569,763

 

742,300

 

 

 

444,026,794

 

591,198,570

 

572,858,903

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RESULT FOR THE PERIOD

 

35,207,571

 

33,095,804

 

27,569,763

 

742,300

 

 

 

444,026,794

 

591,198,570

 

572,858,903

 

Owners of parent

 

 

 

 

 

 

 

 

 

 

Non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

F-122


 


Table of Contents

 

34                                 THIRD PARTY GUARANTEE, OTHER CONTINGENT ASSETS AND LIABILITIES AND OTHER COMMITMENTS

 

34.1         Direct guarantees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance Pending

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debtor

 

 

 

Assets Commited

 

At December 31,

 

Guarantee Released

 

Creditor of Guarantee

 

Name

 

Relation

 

Type of Guarantee

 

Type

 

Currency

 

Accounting
Value

 

Currency

 

2010

 

2009

 

2011

 

Assets

 

2012

 

Assets

 

2013

 

Assets

 

Various creditors

 

Pangue S.A.

 

Creditor

 

Mortage and Pledge

 

Real Estate and Equipment

 

ThCh$

 

 

ThCh$

 

 

370,984

 

 

 

 

 

 

 

Soc, de Energía de la República Argentina

 

Endesa Argentina, Endesa Costanera

 

Creditor

 

Pledge

 

Shares

 

ThCh$

 

664,311

 

ThCh$

 

963,655

 

2,923,298

 

 

 

 

 

 

 

Mitsubishi

 

Endesa Costanera

 

Creditor

 

Pledge

 

Combined Cycle

 

ThCh$

 

41,642,467

 

ThCh$

 

66,236,055

 

72,279,911

 

 

 

 

 

 

 

Credit Suisse First Boston

 

Endesa Costanera

 

Creditor

 

Pledge

 

Combined Cycle

 

ThCh$

 

12,875,127

 

ThCh$

 

4,011,514

 

4,346,571

 

 

 

 

 

 

 

Various creditors

 

Endesa Matriz

 

Creditor

 

Pledge

 

 

ThCh$

 

 

 

ThCh$

 

228,156

 

2,728,493

 

 

 

 

 

 

 

Various creditors

 

Edegel

 

Creditor

 

Pledge

 

Real Estate

 

ThCh$

 

96,211,278

 

ThCh$

 

13,008,383

 

39,780,681

 

 

 

 

 

 

 

Banco Santander (Agente de garantía)

 

G.N.L. Quintero

 

Investee

 

Pledge

 

Shares

 

ThCh$

 

 

ThCh$

 

94,071,116

 

93,151,966

 

 

 

 

 

 

 

Deutsche Bank (*) / Santander Benelux

 

Enersis S.A.

 

Creditor

 

Deposit Account

 

Deposit Accounts

 

ThCh$

 

29,461,230

 

ThCh$

 

62,720,234

 

108,091,723

 

 

 

 

 

 

 

Various creditors

 

Ampla S.A.

 

Creditor

 

Pledge on Collections and Others

 

 

ThCh$

 

14,033,299

 

ThCh$

 

84,993,209

 

135,611,919

 

 

 

 

 

 

 

Various creditors

 

Coelce S.A.

 

Creditor

 

Pledge on Collections and Others

 

 

ThCh$

 

11,281,150

 

ThCh$

 

102,571,290

 

124,589,138

 

 

 

 

 

 

 

International Finance Corporation

 

CGT Fortaleza S.A.

 

Creditor

 

Mortage and Pledge

 

Real Estate and Equipment

 

ThCh$

 

154,926,900

 

ThCh$

 

17,867,290

 

48,053,928

 

 

 

 

 

 

 

Various creditors

 

Sinapsis Brazil

 

Creditor

 

Mortage and Pledge

 

Real Estate

 

ThCh$

 

 

ThCh$

 

 

337,403

 

 

 

 

 

 

 

Various creditors

 

Cam Argentina

 

Creditor

 

Pledge

 

Government Bonds

 

ThCh$

 

55,222

 

ThCh$

 

49,673

 

101,367

 

 

 

 

 

 

 

 

As of December 31, 2010, 2009 and 2008 Enersis and its subsidiaries had commitments for future purchases of energy amounting to ThCh$ 26,115,482,639, ThCh$ 27,957,381,822 and ThCh$ 37,345,298,398, respectively.

 

F-123



Table of Contents

 

34.2         Indirect guarantees

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance Pending

 

 

 

 

 

 

 

 

 

 

 

Creditor

 

Debtor

 

Assets Commited

 

At December 31,

 

Guarantee Realesed

 

of
Guarantee

 

Name

 

Relation

 

Type of
Guarantee

 

Currency

 

Accounting
Value

 

Currency

 

2010

 

2009

 

2011

 

Assets

 

2012

 

Assets

 

2013

 

Bank Credit Notes

 

CIEN

 

Subsidiary

 

Guarantee

 

ThCh$

 

140,797,232

 

ThCh$

 

140,797,232

 

174,741,558

 

 

 

 

 

 

Bonds and Loans Bank

 

Chinango

 

Subsidiary

 

Guarantee

 

ThCh$

 

34,817,262

 

ThCh$

 

34,817,262

 

26,349,554

 

 

 

 

 

 

 

34.3         Other information

 

The Ministry of Economy of Chile, from May 19, 2005 to December 31, 2009, established that regulated energy supply for non-contracted distribution companies must be provided by all electricity generating companies on a pro rata basis of their established capacity.

 

Subsequent regulations stated that electricity generating companies will receive for supplying energy to non-contracted distribution companies the node price effective at that time and that they would be credited or charged the positive or negative differences, respectively, arising in respect to the marginal cost. In addition, it was also stated that such differences may not be more than 20% of the node price, if so, the remaining balances will be incorporated in subsequents node prices’ calculations, until such differences be fully settled.

 

The estimated recoverable balance of our subsidiary Endesa Chile totaled Ch$ 66,000 million as of December 31, 2010. Such remaining balance will be recovered by the distributions companies through increases in the tariff rate that will be applied and billed from future energy consumptions by the regulated customers in the Energy System.

 

F-124



Table of Contents

 

35                                 PERSONNEL FIGURES

 

Enersis’s personnel, including information regarding subsidiaries and jointly-controlled companies in the five Latin American countries where the Group is present, is distributed as follows as of December 31, 2010 and 2009:

 

 

 

12-31-2010

 

Country

 

Managers and
Principal
Executives

 

Professionals
and Technicians

 

Worker
and Other

 

Total
(*)

 

Average
for the Period

 

Chile

 

106

 

2,397

 

546

 

3,049

 

3,152

 

Argentina

 

33

 

2,276

 

850

 

3,159

 

3,115

 

Brazil

 

45

 

2,514

 

387

 

2,946

 

2,940

 

Peru

 

18

 

944

 

177

 

1,139

 

1,131

 

Colombia

 

27

 

1,819

 

125

 

1,971

 

1,923

 

Total

 

229

 

9,950

 

2,085

 

12,264

 

12,261

 

 


(*) Include 387 employees from Synapsis and 1,313 employees from Cam (see Note 11).

 

 

 

12-31-2009

 

Country

 

Managers and
Principales
Executives

 

Professionals
and Technicians

 

Worker
and Other

 

Total

 

Average
for the Period

 

Chile

 

120

 

2,485

 

620

 

3,225

 

3,317

 

Argentina

 

33

 

2,233

 

846

 

3,112

 

3,129

 

Brazil

 

50

 

2,261

 

719

 

3,030

 

3,135

 

Peru

 

22

 

972

 

193

 

1,187

 

1,208

 

Colombia

 

29

 

1,746

 

141

 

1,916

 

1,970

 

Total

 

254

 

9,697

 

2,519

 

12,470

 

12,759

 

 

36                                 SUBSEQUENT EVENTS

 

Due to the electric service interruptions during December 22, 2010 through December 29, 2010 in the south of Buenos Aires, our subsidiary, Edesur was notified of Disposition No. 01/2011 by the Ente Nacional Regulador de la Electricidad en Argentina (E.N.R.E.), the local regulator in Argentina, which orders a comprehensive technical, legal, economic, and financial audit be performed on the company for a period of thirty days.  The main purpose of this audit is to verify Edesur’s compliance with its obligations and acquired commitments.  The comprehensive audit under consideration started on January 5, 2011.

 

As of the issuance of the financial statements, E.N.R.E.’s comprehensive audit is ongoing in accordance with the terms and conditions defined by E.N.R.E.. Edesur continues with its activities in the ordinary course of business and continues providing electric distribution services to the public  in a regular and continuous manner, thereby meeting its current legal obligations.

 

Management estimates that the results of the audit will not have a significant impact in Enersis’s consolidated financial statements.

 

No other significant events have occurred between December 31, 2010 and date of issuance of these financial statements that could materially affect the presentation of the financial statements.

 

F-125



Table of Contents

 

37.       ENVIRONMENT

 

The detail of environmental expenses as of December 31, 2010, 2009 and 2008 is as follows:

 

Company incurring the cast

 

Project

 

12-31-2010
ThCh$

 

12-31-2009
ThCh$

 

12-31-2008
ThCh$

 

 

 

 

 

 

 

 

 

 

 

Endesa Chile S.A.

 

Studies, monitoring, lab analysis, removal and final disposal of solid waste in hydroelectric power stations (HPS) and thermoelectric power stations

 

 

2,416,053

 

2,159,245

 

Gasatacama S.A.

 

Environmental monitoring (air quality, marine monitoring, etc.)

 

72,984

 

65,481

 

 

Hidroaysén S.A.

 

Educational and Tourism Expenses

 

294,327

 

116,820

 

 

Pehuenche

 

Environmental Expenses

 

 

 

57,394

 

39,056

 

Endesa Costanera S.A.

 

Certification of management system, Quality control and fuel quality, Disposal of dangerous waste, Environmental impact study, Environmental leaflets, Hose inspection and tests, Maintenance ISO14,001/9.001, Liquid waste monitoring, Drilling to monitor water tables and other

 

 

 

373,796

 

Edegel S.A.

 

Environmental monitoring, waste management, mitigations and restorations.

 

444,983

 

667,059

 

633,621

 

Codensa

 

Environmental management of PCB transformers.

 

69,820

 

53,926

 

 

Coelce

 

Environmental monitoring, waste management, ISO 14,001 Audit.

 

4,344

 

212,166

 

229,805

 

Ampla Energía

 

Environmental license and environmental management equipment

 

17,377

 

8,688

 

25,646

 

Edesur S.A.

 

Final disposal of residues and contaminating elements.

 

10,287

 

151,563

 

88,095

 

CIEN

 

Environmental compensation, facility improvement and environmental control, setting up the landscaping project

 

 

 

11,491

 

38,144

 

CDSA

 

Repopulation of deposits

 

 

 

50,449

 

37,707

 

CGTF

 

Purchase of environmental monitoring equipment.

 

 

 

25,505

 

23,858

 

Compañía de Transmisión del Mercosur S.A.

 

ISO 14,001 Audit, Resolution ENRE 57/2003 (Public Safety), environmental monitoring and environmental standards update.

 

13,412

 

10,837

 

9,715

 

Transportadora de Energía S.A.

 

ISO 14,001 Audit, Resolution ENRE 57/2003 (Public Safety), environmental monitoring and environmental standards update.

 

14,714

 

11,579

 

8,039

 

 

 

 

 

 

 

 

 

 

 

Total

 

942,248

 

3,859,011

 

3,666,727

 

 

F-126



Table of Contents

 

38.                               SUMMARIZED FINANCIAL INFORMATION OF PRINCIPAL SUBSIDIARIES AND JOINTLY-CONTROLLED ENTITIES

 

As of December 31, 2010 and 2009, the summarized financial information under IFRS is as follows:

 

 

 

12-31-2010

 

 

 

Type of Financial
Statements

 

Current
Assets
ThCh$

 

Non-Current
Assets
ThCh$

 

Total
Assets
ThCh$

 

Current
Liabilities
ThCh$

 

Non-Current
Liabilities
ThCh$

 

Total
Liabilities
ThCh$

 

Revenue
ThCh$

 

Costs
ThCh$

 

Profit (Loss)
ThCh$

 

Chilectra S.A.

 

consolidated

 

308,282,584

 

1,153,691,583

 

1,461,974,167

 

(171,286,364

)

(196,967,970

)

(368,254,334

)

1,003,001,004

 

(852,052,652

)

150,948,352

 

Synapsis Soluc. y Serv. IT Ltda.

 

consolidated

 

27,547,119

 

10,385,607

 

37,932,726

 

(15,618,790

)

(1,915,098

)

(17,533,888

)

66,028,200

 

(70,214,530

)

(4,186,330

)

Inmobiliaria Manso de Velasco Ltda.

 

consolidated

 

32,323,759

 

35,782,164

 

68,105,923

 

(3,422,178

)

(1,623,485

)

(5,045,663

)

10,546,195

 

(2,729,975

)

7,816,220

 

Compañía Americana de Multiservicios de Chile Ltda.

 

consolidated

 

71,769,555

 

25,904,845

 

97,674,400

 

(45,136,731

)

(6,707,851

)

(51,844,582

)

131,410,554

 

(133,224,067

)

(1,813,513

)

ICT Servicios Informáticos Ltda.

 

separate

 

4,077,868

 

233,684

 

4,311,552

 

(3,372,931

)

(456,919

)

(3,829,850

)

2,174,853

 

(2,193,935

)

(19,082

)

Inversiones Distrilima S.A.

 

separate

 

368,480

 

46,340,936

 

46,709,416

 

(3,835

)

 

(3,835

)

11,116,825

 

(18,031

)

11,098,794

 

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

 

separate

 

76,439,911

 

356,670,398

 

433,110,309

 

(78,460,218

)

(205,177,295

)

(283,637,513

)

286,654,227

 

(251,428,625

)

35,225,602

 

Empresa Nacional de Electricidad S.A.

 

separate

 

693,166,827

 

3,171,595,808

 

3,864,762,635

 

(464,147,067

)

(1,057,670,971

)

(1,521,818,038

)

1,173,423,692

 

(654,190,040

)

519,233,652

 

Endesa Eco S.A.

 

separate

 

6,327,207

 

138,782,297

 

145,109,504

 

(137,123,791

)

(20,442,170

)

(157,565,961

)

13,515,877

 

(16,056,170

)

(2,540,293

)

Empresa Eléctrica Pehuenche S.A.

 

separate

 

54,209,408

 

242,417,018

 

296,626,426

 

(60,865,292

)

(41,020,747

)

(101,886,039

)

234,534,178

 

(57,265,757

)

177,268,421

 

Compañía Eléctrica San Isidro S.A.

 

separate

 

43,642,004

 

81,215,943

 

124,857,947

 

(55,987,180

)

(11,948,576

)

(67,935,756

)

167,998,478

 

(154,961,416

)

13,037,062

 

Empresa Eléctrica Pangue S.A.

 

separate

 

26,348,540

 

135,422,607

 

161,771,147

 

(48,954,765

)

(13,940,056

)

(62,894,821

)

99,324,285

 

(35,590,926

)

63,733,359

 

Compañía Eléctrica Tarapacá S.A.

 

separate

 

28,342,554

 

77,234,443

 

105,576,997

 

(7,312,647

)

(7,839,404

)

(15,152,051

)

45,280,244

 

(41,788,042

)

3,492,202

 

Inversiones Endesa Norte S.A.

 

separate

 

 

25,157,716

 

25,157,716

 

(3,370,464

)

 

(3,370,464

)

 

(146,130

)

(146,130

)

Inversiones Gasatacama Holding Ltda.

 

separate

 

55,742,095

 

145,984,024

 

201,726,119

 

(69,155,266

)

(21,720,110

)

(90,875,376

)

167,160,648

 

(147,165,903

)

19,994,745

 

Sociedad Concesionaria Túnel el Melón S.A.

 

separate

 

21,178,870

 

17,552,855

 

38,731,725

 

(2,391,836

)

(13,674,875

)

(16,066,711

)

6,701,752

 

(2,364,828

)

4,336,924

 

Endesa Argentina S.A.

 

separate

 

7,852,572

 

33,753,943

 

41,606,515

 

(44,284

)

 

(44,284

)

5,641,118

 

151,175

 

5,792,293

 

Endesa Costanera S.A.

 

separate

 

45,572,669

 

128,841,292

 

174,413,961

 

(107,230,903

)

(65,903,875

)

(173,134,778

)

288,534,151

 

(290,157,746

)

(1,623,595

)

Hidroeléctrica El Chocón S.A.

 

separate

 

18,399,302

 

144,894,940

 

163,294,242

 

(43,781,981

)

(38,683,634

)

(82,465,615

)

57,172,784

 

(32,791,612

)

24,381,172

 

Emgesa S.A. E.S.P.

 

separate

 

154,997,283

 

1,203,713,202

 

1,358,710,485

 

(286,630,051

)

(356,958,221

)

(643,588,272

)

507,137,563

 

(357,040,190

)

150,097,373

 

Generandes Perú S.A.

 

separate

 

54,688

 

180,174,348

 

180,229,036

 

(21,008

)

 

(21,008

)

21,122,454

 

(214,017

)

20,908,437

 

Edegel S.A.A.

 

separate

 

44,851,844

 

643,944,854

 

688,796,698

 

(40,685,019

)

(282,540,573

)

(323,225,592

)

188,755,959

 

(152,380,933

)

36,375,026

 

Chinango S.A.

 

separate

 

5,717,609

 

98,861,331

 

104,578,940

 

(21,081,723

)

(49,460,678

)

(70,542,401

)

23,636,752

 

(19,685,636

)

3,951,116

 

Centrales Hidroeléctricas de Aysén S.A.

 

separate

 

3,880,921

 

50,729,673

 

54,610,594

 

(3,904,367

)

(327,633

)

(4,232,000

)

 

(3,665,300

)

(3,665,300

)

Endesa Brasil S.A.

 

separate

 

269,141,082

 

1,085,178,300

 

1,354,319,382

 

(58,046,034

)

 

(58,046,034

)

200,739,840

 

6,041,979

 

206,781,819

 

Central Generadora Termoeléctrica Fortaleza S.A.

 

separate

 

67,892,629

 

162,438,204

 

230,330,833

 

(32,581,434

)

(39,966,450

)

(72,547,884

)

142,546,333

 

(93,304,291

)

49,242,042

 

Centrais Elétricas Cachoeira Dourada S.A.

 

separate

 

94,488,048

 

134,422,068

 

228,910,116

 

(13,765,546

)

(7,521,222

)

(21,286,768

)

115,662,684

 

(40,215,273

)

75,447,411

 

Compañía de Interconexión Energética S.A.

 

separate

 

44,440,944

 

317,628,162

 

362,069,106

 

(136,593,186

)

(108,949,008

)

(245,542,194

)

93,177,151

 

(94,574,840

)

(1,397,689

)

Compañía de Transmisión del Mercosur S.A.

 

separate

 

14,503,105

 

3,826,350

 

18,329,455

 

(449,321

)

(15,233,324

)

(15,682,645

)

2,983,647

 

(2,420,226

)

563,421

 

Compañía Energética Do Ceará S.A.

 

separate

 

177,267,456

 

737,234,010

 

914,501,466

 

(244,318,033

)

(226,036,818

)

(470,354,851

)

788,759,176

 

(634,806,589

)

153,952,587

 

EN-Brazil Comercio e servicios S.A.

 

separate

 

1,033,812

 

54,708

 

1,088,520

 

(489,835

)

 

(489,835

)

1,879,321

 

(1,267,362

)

611,959

 

Ampla Energía e Serviços S.A.

 

separate

 

218,527,158

 

1,031,433,894

 

1,249,961,052

 

(307,918,902

)

(484,006,188

)

(789,274,854

)

929,116,008

 

(877,038,622

)

52,077,386

 

Ampla Investimentos e Serviços S.A.

 

separate

 

1,579,764

 

136,771,841

 

138,351,605

 

(60,967,554

)

 

(60,967,554

)

 

22,325,366

 

22,325,366

 

Compañía Distribuidora y Comercializadora de Energía S.A.

 

separate

 

251,294,158

 

865,089,733

 

1,116,383,891

 

(262,861,871

)

(377,891,111

)

(640,752,982

)

723,345,987

 

(599,569,993

)

123,775,994

 

Empresa de Energía de Cundinamarca S.A.

 

separate

 

10,831,321

 

46,553,360

 

57,384,681

 

(12,615,030

)

(14,388,879

)

(27,003,909

)

36,621,778

 

(31,864,753

)

4,757,025

 

Empresa Distribuidora Sur S.A.

 

separate

 

110,182,639

 

320,842,717

 

431,025,356

 

(226,189,613

)

(40,238,648

)

(266,428,261

)

287,867,341

 

(289,486,252

)

(1,618,911

)

 

F-127



Table of Contents

 

 

 

12-31-2009

 

 

 

Financial
Statements

 

Current
Assets
ThCh$

 

Non-Current
Assets
ThCh$

 

Total
Assets
ThCh$

 

Current
Liabilities
ThCh$

 

Non-Current
Liabilities
ThCh$

 

Total
Liabilities
ThCh$

 

Revenue
ThCh$

 

Costs
ThCh$

 

Profit (Loss)
ThCh$

 

Chilectra S.A.

 

consolidated

 

201,194,118

 

1,194,415,123

 

1,395,609,241

 

(147,471,992

)

(219,826,811

)

(367,298,803

)

1,061,070,988

 

(855,306,336

)

205,764,652

 

Synapsis Soluc. y Serv. It Ltda.

 

consolidated

 

28,912,134

 

16,922,968

 

45,835,102

 

(17,358,762

)

(3,154,269

)

(20,513,031

)

74,219,655

 

(68,902,742

)

5,316,913

 

Inmobiliaria Manso de Velasco Ltda.

 

consolidated

 

29,801,117

 

35,598,877

 

65,399,994

 

(3,722,228

)

(1,924,456

)

(5,646,684

)

9,871,348

 

(2,731,187

)

7,140,161

 

Compañía Americana de Multiservicios de Chile Ltda.

 

consolidated

 

80,290,795

 

26,207,497

 

106,498,292

 

(45,563,544

)

(8,592,112

)

(54,155,656

)

136,535,810

 

(137,832,037

)

(1,296,227

)

Inversiones Distrilima S.A.

 

consolidated

 

54,918,692

 

363,706,049

 

418,624,741

 

(61,140,186

)

(213,746,029

)

(274,886,215

)

285,214,506

 

(252,118,702

)

33,095,804

 

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

 

separate

 

54,913,605

 

363,706,049

 

418,619,654

 

(61,137,905

)

(213,746,029

)

(274,883,934

)

285,214,506

 

(252,452,604

)

32,761,902

 

Empresa Nacional de Electricidad S.A.

 

consolidated

 

942,361,242

 

5,226,991,370

 

6,169,352,612

 

(981,101,681

)

(2,233,249,079

)

(3,214,350,760

)

2,408,239,446

 

(1,636,139,092

)

772,100,354

 

Endesa Eco S.A.

 

separate

 

20,342,545

 

141,348,885

 

161,691,430

 

(151,709,864

)

(19,897,730

)

(171,607,594

)

5,363,817

 

(13,478,980

)

(8,115,163

)

Empresa Eléctrica Pehuenche S.A.

 

separate

 

66,918,651

 

250,679,247

 

317,597,898

 

(93,120,578

)

(41,741,967

)

(134,862,545

)

199,025,325

 

(44,152,639

)

154,872,686

 

Compañía Eléctrica San Isidro S.A.

 

separate

 

53,986,693

 

85,953,344

 

139,940,037

 

(34,584,533

)

(16,770,373

)

(51,354,906

)

119,444,441

 

(107,229,856

)

12,214,585

 

Empresa Eléctrica Pangue S.A.

 

separate

 

64,692,377

 

139,047,187

 

203,739,564

 

(77,357,564

)

(14,588,592

)

(91,946,156

)

102,435,170

 

(27,600,506

)

74,834,664

 

Compañía Eléctrica Tarapacá S.A.

 

separate

 

18,895,799

 

79,166,484

 

98,062,283

 

(4,768,430

)

(6,362,133

)

(11,130,563

)

59,026,738

 

(52,369,255

)

6,657,483

 

Inversiones Endesa Norte S.A.

 

separate

 

 

25,157,716

 

25,157,716

 

(3,224,334

)

 

(3,224,334

)

 

(166,553

)

(166,553

)

Inversiones Gasatacama Holding LTDA.

 

separate

 

114,435,229

 

316,349,769

 

430,784,998

 

(187,876,998

)

(42,467,597

)

(230,344,595

)

343,304,368

 

(319,083,247

)

24,221,121

 

Sociedad Concesionaria Túnel el Melón S.A.

 

separate

 

17,507,583

 

18,587,880

 

36,095,463

 

(2,090,726

)

(15,675,501

)

(17,766,227

)

6,092,068

 

(1,160,459

)

4,931,609

 

Endesa Argentina S.A.

 

consolidated

 

118,381,851

 

236,958,705

 

355,340,556

 

(143,599,544

)

(122,228,745

)

(265,828,289

)

293,388,675

 

(284,129,957

)

9,258,718

 

Endesa Costanera S.A.

 

separate

 

46,132,764

 

139,465,744

 

185,598,508

 

(108,896,949

)

(73,587,167

)

(182,484,116

)

228,090,396

 

(238,967,631

)

(10,877,235

)

Hidroeléctrica El Chocón S.A.

 

separate

 

59,552,103

 

91,442,295

 

150,994,398

 

(35,636,058

)

(48,641,578

)

(84,277,636

)

65,298,279

 

(46,084,169

)

19,214,110

 

Emgesa S.A. E.S.P.

 

separate

 

256,813,794

 

1,228,326,578

 

1,485,140,372

 

(130,634,275

)

(424,071,893

)

(554,706,168

)

500,829,922

 

(362,272,335

)

138,557,587

 

Generandes Perú S.A.

 

consolidated

 

54,343,007

 

785,935,394

 

840,278,401

 

(71,313,577

)

(358,335,279

)

(429,648,856

)

212,448,615

 

(171,641,977

)

40,806,638

 

Edegel S.A.A.

 

separate

 

50,563,350

 

699,489,852

 

750,053,202

 

(55,480,341

)

(309,812,958

)

(365,293,299

)

197,723,819

 

(162,768,423

)

34,955,396

 

Chinango S.A.

 

separate

 

3,874,902

 

103,736,922

 

107,611,824

 

(16,093,363

)

(61,224,726

)

(77,318,089

)

15,511,080

 

(14,352,555

)

1,158,525

 

Centrales Hidroeléctricas de Aysén S.A.

 

separate

 

8,111,503

 

86,908,393

 

95,019,896

 

(37,110,402

)

 

(37,110,402

)

 

(5,994,071

)

(5,994,071

)

Endesa Brasil S.A.

 

consolidated

 

893,078,804

 

2,406,346,709

 

3,299,425,513

 

(577,155,133

)

(1,141,081,701

)

(1,718,236,834

)

1,711,404,371

 

(1,364,089,971

)

347,314,400

 

Central Generadora Termoeléctrica Fortaleza S.A.

 

separate

 

87,928,488

 

182,920,900

 

270,849,388

 

(25,278,405

)

(49,516,510

)

(74,794,915

)

134,940,094

 

(63,564,728

)

71,375,366

 

Centrais Elétricas Cachoeira Dourada S.A.

 

separate

 

91,279,739

 

142,472,021

 

233,751,760

 

(11,003,768

)

(9,298,289

)

(20,302,057

)

88,299,914

 

(37,997,130

)

50,302,784

 

Compañía de Interconexión Energética S.A.

 

separate

 

127,070,301

 

351,003,039

 

478,073,340

 

(144,249,724

)

(212,036,044

)

(356,285,768

)

91,427,196

 

(88,648,012

)

2,779,184

 

Compañía Energética Do Ceará S.A.

 

separate

 

191,087,737

 

792,573,748

 

983,661,485

 

(168,439,779

)

(307,791,206

)

(476,230,985

)

640,026,534

 

(522,045,742

)

117,980,792

 

Ampla Energía e Serviços S.A.

 

separate

 

341,853,282

 

981,871,549

 

1,323,724,831

 

(222,039,416

)

(616,051,298

)

(838,090,714

)

884,182,453

 

(785,368,668

)

98,813,785

 

Ampla Investimentos e Serviços S.A.

 

separate

 

844,002

 

105,045,877

 

105,889,879

 

(66,456,246

)

 

(66,456,246

)

18,119,070

 

(8,357,451

)

9,761,619

 

Compañía Distribuidora y Comercializadora de Energía S.A.

 

consolidated

 

333,863,028

 

882,909,627

 

1,216,772,655

 

(235,651,234

)

(393,163,308

)

(628,814,542

)

684,122,654

 

(556,287,367

)

127,835,287

 

Empresa de Energía de Cundinamarca S.A.

 

separate

 

29,937,971

 

76,304,505

 

106,242,476

 

(25,954,531

)

(31,814,970

)

(57,769,501

)

80,777,391

 

(76,030,326

)

4,747,065

 

Empresa Distribuidora Sur S.A.

 

separate

 

93,131,605

 

320,067,184

 

413,198,789

 

(170,584,075

)

(54,242,098

)

(224,826,173

)

315,723,562

 

(298,830,258

)

16,893,304

 

 

F-128



Table of Contents

 

APPENDIX No. 1 ENERSIS GROUP COMPANIES

 

This appendix is part of Note 2.4 “Subsidiaries and jointly-controlled entities.”

 

 

 

 

 

Functional

 

% Ownership Interest as of
12/31/2010

 

% Ownership Interest as of
12/31/2009

 

 

 

Company

 

 

 

Rut

 

Company

 

Currency

 

Direct

 

Indirect

 

Total

 

Direct

 

Indirect

 

Total

 

Relation

 

Address

 

Activity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

96,773,290-7

 

Aguas Santiago Poniente S.A.

 

Chilean peso

 

0.00

%

78.88

%

78.88

%

0.00

%

78.88

%

78.88

%

Subsidiary

 

Chile

 

Sanitation Services

 

Foreign

 

Ampla Energía E Serviços S.A.

 

Brazilian reais

 

13.68

%

78.25

%

91.93

%

13.68

%

78.25

%

91.93

%

Subsidiary

 

Brazil

 

Electric Energy Production, Transportation And Distribution

 

Foreign

 

Ampla Investimentos E Serviços S.A.

 

Brazilian real

 

13.68

%

78.25

%

91.93

%

13.68

%

78.25

%

91.93

%

Subsidiary

 

Brazil

 

Electric Energy Production, Transportation,Distribution and Commerce

 

Foreign

 

Atacama Finance Co

 

US dollar

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint control

 

Islas Caimán

 

Portfolio Company

 

Foreign

 

Compañía Americana de Multiservicios de Brasil Ltda.

 

Brazilian reais

 

0.00

%

99.99

%

99.99

%

0.00

%

99.99

%

99.99

%

Subsidiary

 

Brazil

 

Purchase and Sale of Electric Products

 

Foreign

 

Centrais Elétricas Cachoeira Dourada S.A.

 

Brazilian reais

 

0.00

%

99.61

%

99.61

%

0.00

%

99.61

%

99.61

%

Subsidiary

 

Brazil

 

Electric Energy Generation and Marketing

 

76,003,204-2

 

Central Eólica Canela S.A.

 

Chilean peso

 

0.00

%

75.00

%

75.00

%

0.00

%

75.00

%

75.00

%

Subsidiary

 

Chile

 

Promotion and Development of Renewable Energy Projects

 

Foreign

 

Central Generadora Termoeléctrica Fortaleza S.A.

 

Brazilian reais

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Brazil

 

Development of a Thermoelectric Project

 

76,652,400-1

 

Centrales Hidroeléctricas De Aysén S.A.

 

Chilean peso

 

0.00

%

51.00

%

51.00

%

0.00

%

51.00

%

51.00

%

Joint control

 

Chile

 

Development and Running of a Hydroelectric Project

 

99,573,910-0

 

Chilectra Inversud S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Chile

 

Portfolio Company

 

96,800,570-7

 

Chilectra S.A.

 

Chilean peso

 

99.08

%

0.01

%

99.09

%

99.08

%

0.01

%

99.09

%

Subsidiary

 

Chile

 

Participate in companies of any nature

 

Foreign

 

Chinango S.A.C.

 

Peruvian sol

 

0.00

%

80.00

%

80.00

%

0.00

%

80.00

%

80.00

%

Subsidiary

 

Peru

 

Electric energy generation, Marketing and Distribution

 

Foreign

 

Compañía Americana de Multiservicios de Argentina Ltda.

 

Argentine peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Argentina

 

Electric Network Meters, Postal, Energy Meter Calibration

 

96,543,670-1

 

Compañía Americana de Multiservicios de Chile Ltda.

 

Chilean peso

 

99.99

%

0.00

%

99.99

%

99.99

%

0.00

%

99.99

%

Subsidiary

 

Chile

 

Purchase and Sale of Electric Products

 

Foreign

 

Compañía Americana de Multiservicios de Colombia Ltda.

 

Colombian peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Colombia

 

Calibration and Measurement Technical Services

 

Foreign

 

Compañía Americana de Multiservicios Del Perú Ltda.

 

Peruvian sol

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Peru

 

Purchase, Sale and Distribution of Electric Products

 

Foreign

 

Compañía de Interconexión Energética S.A.

 

Brazilian reais

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Brazil

 

Electric Energy Production, Transportation and Distribution

 

Foreign

 

Compañía de Transmisión del Mercosur S.A.

 

Argentine peso

 

0.00

%

99.99

%

99.99

%

0.00

%

99.99

%

99.99

%

Subsidiary

 

Argentina

 

Electric Energy Production, Transportation and Distribution

 

Foreign

 

Compañía Distribuidora y Comercializadora de energía S.A.

 

Colombian peso

 

12.47

%

9.35

%

21.82

%

12.47

%

9.35

%

21.82

%

Subsidiary

 

Colombia

 

Electric Energy Distribution and Marketing

 

96,783,220-0

 

Compañía Eléctrica San Isidro S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Chile

 

Complete Electric Energy Cycle

 

96,770,940-9

 

Compañía Eléctrica Tarapacá S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Chile

 

Complete Electric Energy Cycle

 

Foreign

 

Compañía Energética Do Ceará S.A.

 

Brazilian reais

 

0.00

%

58.87

%

58.87

%

0.00

%

58.87

%

58.87

%

Subsidiary

 

Brazil

 

Complete Electric Energy Cycle

 

77,625,850-4

 

Consorcio Ara- Ingendesa Ltda.

 

Chilean peso

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Project Engineering Consulting

 

76,738,990-6

 

Consorcio Ara- Ingendesa Sener Ltda.

 

Chilean peso

 

0.00

%

33.33

%

33.33

%

0.00

%

33.33

%

33.33

%

Joint Control

 

Chile

 

Execution and Compliance Contract of Ingeníeria Básica Linea Maipu

 

77,573,910-K

 

Consorcio Ingendesa Minimetal Ltda.

 

Chilean peso

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Engineering Services

 

 

F-129



Table of Contents

 

 

 

 

 

Functional

 

% Ownership Interest as of
12/31/2010

 

% Ownership Interest as of
12/31/2009

 

 

 

Company

 

 

 

Rut

 

Company

 

Currency

 

Direct

 

Indirect

 

Total

 

Direct

 

Indirect

 

Total

 

Relation

 

Address

 

Activity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

96,764,840-K

 

Constructora y Proyectos Los Maitenes S.A.

 

Chilean peso

 

0.00

%

55.00

%

55.00

%

0.00

%

55.00

%

55.00

%

Subsidiary

 

Chile

 

Construction and Facilities

 

Foreign

 

Distribuidora Eléctrica de Cundinamarca S.A.

 

Colombian peso

 

0.00

%

49.00

%

49.00

%

0.00

%

49.00

%

49.00

%

Joint Control

 

Colombia

 

Electric Energy Distribution and Marketing

 

Foreign

 

Distrilec Inversora S.A.

 

Argentine peso

 

27.19

%

24.31

%

51.50

%

27.19

%

24.31

%

51.50

%

Subsidiary

 

Argentina

 

Portfolio Company

 

Foreign

 

Edegel S.A.A

 

Peruvian sol

 

0.00

%

83.60

%

83.60

%

0.00

%

83.60

%

83.60

%

Subsidiary

 

Peru

 

Electric Energy Generation, Marketing and Distribution

 

Foreign

 

Emgesa S.A. E.S.P.

 

Peruvian sol

 

0.00

%

26.87

%

26.87

%

0.00

%

26.87

%

26.87

%

Subsidiary

 

Colombia

 

Electric Energy Generation

 

Foreign

 

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

 

Peruvian sol

 

35.02

%

30.15

%

65.17

%

24.00

%

51.68

%

75.68

%

Subsidiary

 

Peru

 

Electric Energy Distribution and Marketing

 

Foreign

 

Empresa de Energía de Cundinamarca S.A.

 

Colombian peso

 

0.00

%

49.00

%

49.00

%

0.00

%

49.00

%

49.00

%

Joint Control

 

Colombia

 

Electric Energy Distribution and Marketing

 

96,588,800-4

 

Empresa de Ingeniería Ingendesa S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Chile

 

Engineering Services

 

Foreign

 

Empresa Distribuidora Sur S.A.

 

Argentine peso

 

16.02

%

77.21

%

93.23

%

16.02

%

77.21

%

93.23

%

Subsidiary

 

Argentina

 

Electric Energy Distribution and Marketing

 

96,783,910-8

 

Empresa Eléctrica de Colina Ltda.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Chile

 

Complete Energy Cycle and Related Supplies

 

96,589,170-6

 

Empresa Eléctrica Pangue S.A.

 

Chilean peso

 

0.00

%

94.99

%

94.99

%

0.00

%

94.99

%

94.99

%

Subsidiary

 

Chile

 

Complete Energy Cycle

 

96,504,980-0

 

Empresa Eléctrica Pehuenche S.A.

 

Chilean peso

 

0.00

%

92.65

%

92.65

%

0.00

%

92.65

%

92.65

%

Subsidiary

 

Chile

 

Complete Energy Cycle

 

91,081,000-6

 

Empresa Nacional de Electricidad S.A

 

Chilean peso

 

59.98

%

0.00

%

59.98

%

59.98

%

0.00

%

59.98

%

Subsidiary

 

Chile

 

Complete Energy Cycle

 

Foreign

 

Endesa Argentina S.A.

 

Argentine peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidiary

 

Argentina

 

Portfolio Company

 

Foreign

 

Endesa Brasil S.A.

 

Brazilian reais

 

22.06

%

49.46

%

71.52

%

22.06

%

49.46

%

71.52

%

Subsidiary

 

Brazil

 

Portfolio Company

 

Foreign

 

Endesa Costanera S.A.

 

Argentine peso

 

0.00

%

69.76

%

69.76

%

0.00

%

69.76

%

69.76

%

Subsidiary

 

Argentina

 

Electricity Generation and Marketing

 

96,827,970-K

 

Endesa Eco S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Chile

 

Renewable Energy Projects

 

96,526,450-7

 

Endesa Inversiones Generales S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Chile

 

Portfolio Company

 

Foreign

 

Energex Co.

 

US dollar

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Islas Caimán

 

Portfolio Company

 

Foreign

 

EN-Brasil Comercio e Servicos S.A.

 

Brazilian reais

 

0.00

%

99.99

%

99.99

%

0.00

%

0.00

%

0.00

%

Associate

 

Brazil

 

Portfolio Company

 

Foreign

 

Eólica Fanzenda Nova-Geracao e Comercializacao de Energía S.A.

 

Brazilian reais

 

0.00

%

99.95

%

99.95

%

0.00

%

0.00

%

0.00

%

Associate

 

Brazil

 

Promotion and Development of Renewable Energy Projects

 

96,830,980-3

 

Gas Atacama S.A.

 

US dollar

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Administration and Management of Companies

 

Foreign

 

Gasoducto Atacama Argentina S.A.

 

US dollar

 

0.00

%

49.99

%

49.99

%

0.00

%

49.99

%

49.99

%

Joint Control

 

Argentina

 

Transportation of Natural Gas

 

78,882,820-9

 

Gasoducto Atacama Chile S.A.

 

US dollar

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Transportation of Natural Gas

 

77,032,280-4

 

Gasoducto Taltal Ltda.

 

Chilean peso

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Transportation of Natural Gas

 

Foreign

 

Generandes Perú S.A.

 

Peruvian sol

 

0.00

%

61.00

%

61.00

%

0.00

%

61.00

%

61.00

%

Subsidary

 

Peru

 

Portfolio Company

 

76,041,891-9

 

Hidroaysén Transmisión S.A.

 

Chilean peso

 

0.00

%

51.00

%

51.00

%

0.00

%

51.00

%

51.00

%

Joint Control

 

Chile

 

Development of Electric Transmission Systems

 

Foreign

 

Hidroeléctrica El Chocón S.A.

 

Argentine peso

 

0.00

%

67.67

%

67.67

%

0.00

%

67.67

%

67.67

%

Subsidary

 

Argentina

 

Electric Energy Production and Marketing

 

Foreign

 

Hidroinvest S.A.

 

Argentine peso

 

0.00

%

96.09

%

96.09

%

0.00

%

96.09

%

96.09

%

Subsidary

 

Argentina

 

Portfolio Company

 

76,107,186-6

 

ICT Servicios Informáticos Ltda.

 

Chilean peso

 

99.00

%

1.00

%

100.00

%

0.00

%

0.00

%

0.00

%

Subsidary

 

Chile

 

Information and Technology Services

 

 

F-130



Table of Contents

 

 

 

 

 

Functional

 

% Participation 12/31/2010

 

% Participation 12/31/2009

 

 

 

Company

 

 

 

Rut

 

Company

 

Currency

 

Direct

 

Indirect

 

Total

 

Direct

 

Indirect

 

Total

 

Relation

 

Adress

 

Activity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign

 

Ingendesa do Brasil Ltda.

 

Brazilian reais

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Brazil

 

Project Engineering Consulting

 

79,913,810-7

 

Inmobiliaria Manso de Velasco Ltda.

 

Chilean peso

 

99.99

%

0.00

%

99.99

%

99.99

%

0.00

%

99.99

%

Subsidary

 

Chile

 

Construction and Works

 

Foreign

 

Inversiones Distrilima S.A.

 

Peruvian sol

 

34.99

%

15.38

%

50.37

%

34.99

%

15.38

%

50.37

%

Subsidary

 

Peru

 

Portfolio Company

 

96,887,060-2

 

Inversiones Endesa Norte S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Chile

 

Investment in Energy Projects North of Chile

 

76,014,570-K

 

Inversiones Gas Atacama Holding Ltda.

 

US dollar

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Transportation of Natural Gas

 

Foreign

 

Inversora Codensa S.A.S.

 

Colombian peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Colombia

 

Investment in Dometic Public Energy Services Activities and Portfolio Company

 

Foreign

 

Investluz S.A.

 

Brazilian reais

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Brazil

 

Portfolio Company

 

96,800,460-3

 

Luz Andes Ltda.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Chile

 

Transport, Distribution and Sale of Energy and Fuel

 

96,905,700-K

 

Progas S.A.

 

Chilean peso

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Chile

 

Gas Distribution

 

99,584,600-4

 

Sistema Sec S.A.

 

Chilean peso

 

0.00

%

49.00

%

49.00

%

0.00

%

49.00

%

49.00

%

Joint control

 

Chile

 

Supply of Signaling, Electrification and Communication Systems

 

77,047,280-6

 

Sociedad Agrícola de Cameros Ltda.

 

Chilean peso

 

0.00

%

57.50

%

57.50

%

0.00

%

57.50

%

57.50

%

Subsidary

 

Chile

 

Financial Investments

 

78,970,360-4

 

Sociedad Agrícola e Inmobiliaria Pastos Verdes Ltda.

 

Chilean peso

 

0.00

%

55.00

%

55.00

%

0.00

%

55.00

%

55.00

%

Subsidary

 

Chile

 

Financial Investments

 

96,671,360-7

 

Sociedad Concesionaria Túnel El Melón S.A.

 

Chilean peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Chile

 

Execution, Construction and Operation of the El Melon Tunnel

 

79,197,570-6

 

Sociedad Consorcio Ingendesa-Ara Limitada

 

Chilean peso

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Joint Control

 

Santiago de Chile (Chile)

 

Engineering Services

 

Foreign

 

Sociedad Portuaria Central Cartagena S.A.

 

Colombian peso

 

0.00

%

99.85

%

99.85

%

0.00

%

4.90

%

4.90

%

Associate

 

Colombia

 

Port Administration

 

Foreign

 

Southern Cone Power Argentina S.A.

 

Argentine peso

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Argentina

 

Portfolio Company

 

Foreign

 

Synapsis Argentina S.R.I.

 

Argentine peso

 

5.00

%

95.00

%

100.00

%

5.00

%

95.00

%

100.00

%

Subsidary

 

Argentina

 

Computer Services

 

Foreign

 

Synapsis Brasil Ltda.

 

Brazilian reais

 

0.00

%

100.00

%

100.00

%

0.00

%

100.00

%

100.00

%

Subsidary

 

Brazil

 

Computer Services

 

Foreign

 

Synapsis Colombia Ltda.

 

Colombian peso

 

0.20

%

99.80

%

100.00

%

0.20

%

99.80

%

100.00

%

Subsidary

 

Colombia

 

Computer Services

 

Foreign

 

Synapsis Perú S.R.I.

 

Peruvian sol

 

0.00

%

100.00

%

100,00

%

0,00

%

100,00

%

100,00

%

Subsidary

 

Peru

 

Computer and Communication Services and Products

 

96,529,420-1

 

Synapsis Soluciones Y Servicios It Ltda.

 

Chilean peso

 

99,99

%

0,01

%

100,00

%

99,99

%

0,01

%

100,00

%

Subsidary

 

Chile

 

Supply and Market Computer Services and Equipment

 

Foreign

 

Termoeléctrica José de San Martín S.A.

 

Argentine peso

 

0,00

%

20,86

%

20,86

%

0,00

%

20,86

%

20,86

%

Associate

 

Argentina

 

Construction and Operation of Combined Cycle Plant

 

Foreign

 

Termoeléctrica Manuel Belgrano S.A.

 

Argentine peso

 

0,00

%

20,86

%

20,86

%

0,00

%

20,86

%

20,86

%

Associate

 

Argentina

 

Electric Energy Generation, Transport and Distribution

 

77,017,930-0

 

Transmisora Eléctrica de Quillota Ltda.

 

Chilean peso

 

0,00

%

50,00

%

50,00

%

0,00

%

50,00

%

50,00

%

Joint Control

 

Chile

 

Electric Energy Transportation and Distribution

 

Foreign

 

Transportadora de Energía S.A.

 

Argentine peso

 

0,00

%

100,00

%

100,00

%

0,00

%

100,00

%

100,00

%

Subsidary

 

Argentina

 

Electric Energy Generation, Transport and Distribution

 

 

F-131



Table of Contents

 

APPENDIX No. 2 CHANGES IN THE SCOPE OF CONSOLIDATION:

 

This appendix is part of Note 2.4.1 “Changes in the scope of consolidation.”

 

 

 

% Participation

 

% Participation

 

% Participation

 

 

 

at December 31, 2010

 

at December 31, 2009

 

at December 31, 2008

 

Company

 

Direct

 

Indirect

 

Total

 

Consolidation
Method

 

Direct

 

Indirect

 

Total

 

Consolidation
Method

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distribuidora Eléctrica de Cundinamarca S.A.

 

 

 

 

 

 

 

49.00

%

49.00

%

Proportionate Consolidation

 

0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sociedad Portuaria Central Cartagena S.A.

 

 

 

 

 

 

 

99.85

%

99.85

%

Consolidation

 

0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ICT Servicios informáticos ltda.

 

99.00

%

1.00

%

100.00

%

Consolidation

 

 

0.00

%

0.00

%

Consolidation

 

0

%

 

F-132


 


Table of Contents

 

APPENDIX No. 3 ENERSIS GROUP ASSOCIATED COMPANIES:

 

This appendix is part of Note 3. h) “Investments in associates accounted for using the equity method.”

 

 

 

Company

 

Functional

 

% Participation at
12/31/2010

 

% Participation at
12/31/2009

 

 

 

 

 

Rut

 

(In alphabetical order)

 

currency

 

Direct

 

Indirect

 

Total

 

Direct

 

Indirect

 

Total

 

Country

 

Activity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

96,806,130-5

 

Electrogas S.A

 

US dollar

 

0.00

%

25.49

%

25.49

%

0.00

%

25.49

%

25.49

%

Chile

 

Portfolio Company

 

Foreign

 

Endesa Cemsa S.A.

 

Argentine peso

 

0.00

%

45.00

%

45.00

%

0.00

%

45.00

%

45.00

%

Argentina

 

Electric Energy Wholesaler

 

Foreign

 

Endesa Market Place

 

US dollar

 

15.00

%

0.00

%

15.00

%

15.00

%

0.00

%

15.00

%

Spain

 

B2B (New Technologies)

 

76,418,940-K

 

GNL Chile.S.A.

 

Chilean peso

 

0.00

%

33.33

%

33.33

%

0.00

%

33.33

%

33.33

%

Chile

 

Promote liquified gas supply project

 

76,788,080-4

 

GNL Quintero S.A.

 

US dollar

 

0.00

%

20.00

%

20.00

%

0.00

%

20.00

%

20.00

%

Chile

 

Development, Design, Supply of a Liquid Natural Gas Regasifying Terminal

 

96,889,570-2

 

Inversiones Electrogas S.A.

 

Chilean peso

 

0.00

%

42.50

%

42.50

%

0.00

%

42.50

%

42.50

%

Chile

 

Portfolio Company

 

76,583,350-7

 

Konecta Chile S.A.

 

Chilean peso

 

0.00

%

26.20

%

26.20

%

0.00

%

26.20

%

26.20

%

Chile

 

Services

 

Foreign

 

Sacme S.A.

 

US dollar

 

0.00

%

50.00

%

50.00

%

0.00

%

50.00

%

50.00

%

Argentina

 

Electric System Supervision and Control

 

 

F-133


 


Table of Contents

 

APPEDIX No. 4 ADITIONAL INFORMATION ON FINANCIAL DEBT:

 

This appendix is part of Note 18 “Other financial liabilities”

The following tables set forth the contractual undiscounted cash flows by type of financial debt:

 

A) Bank Loans

a)                            Summary of Bank Loans by currency and maturity

 

 

 

 

 

 

 

Current

 

Non-Current

 

Current

 

Non-Current

 

 

 

 

 

 

 

Maturity

 

Total

 

Maturity

 

Total Non-

 

Maturity

 

Total

 

Maturity

 

Total Non-

 

 

 

 

 

 

 

One to

 

Three to

 

Current as of

 

 

 

 

 

More

 

Current as of

 

One to

 

Three to

 

Current

 

 

 

Three to

 

 

 

Current as

 

 

 

 

 

Nominal

 

Three

 

Twelve

 

December

 

One to Three

 

Three to Five

 

Than Five

 

December 31,

 

Three

 

Twelve

 

As of December

 

One to Three

 

Five

 

More Than

 

of December

 

 

 

 

 

Interest

 

Months

 

Months

 

31, 2010

 

Years

 

Years

 

Years

 

2010

 

Months

 

Months

 

31, 2009

 

Years

 

Years

 

Five  Years

 

31, 2009

 

Country

 

Currency

 

Rate

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

Chile

 

US$

 

2.41

%

816,706

 

18,915,156

 

19,731,862

 

3,202,593

 

83,824,641

 

 

87,027,234

 

1,860,644

 

132,415,089

 

134,275,733

 

110,879,501

 

109,023,058

 

1,257,552

 

221,160,111

 

Chile

 

Ch$

 

 

 

 

 

 

 

 

 

770,828

 

126,775

 

897,603

 

236,372

 

 

 

236,372

 

Peru

 

US$

 

3.40

%

1,458,040

 

17,809,137

 

19,267,177

 

14,419,663

 

14,145,757

 

21,661,326

 

50,226,746

 

6,879,846

 

12,043,084

 

18,922,930

 

24,300,608

 

1,839,338

 

 

26,139,946

 

Peru

 

Soles

 

4.14

%

1,839,538

 

1,031,134

 

2,870,672

 

32,616,930

 

 

 

32,616,930

 

959,816

 

11,120,797

 

12,080,613

 

45,433,352

 

 

 

45,433,352

 

Argentina

 

US$

 

8.00

%

5,085,358

 

18,145,263

 

23,230,621

 

4,013,855

 

 

 

4,013,855

 

6,253,151

 

12,774,805

 

19,027,956

 

23,974,767

 

 

 

23,974,767

 

Argentina

 

Ar$

 

13.12

%

14,760,009

 

24,845,072

 

39,605,081

 

29,992,159

 

2,424,007

 

 

32,416,166

 

8,684,708

 

13,360,954

 

22,045,662

 

37,917,438

 

 

 

37,917,438

 

Colombia

 

CPs

 

7.21

%

744,241

 

5,091,793

 

5,836,034

 

 

75,664,686

 

 

75,664,686

 

2,474,692

 

7,561,559

 

10,036,251

 

88,421,279

 

 

 

88,421,279

 

Brazil

 

US$

 

6.17

%

765,141

 

11,617,821

 

12,382,962

 

19,990,693

 

18,600,098

 

10,681,077

 

49,271,868

 

1,018,392

 

12,357,474

 

13,375,866

 

26,976,832

 

14,097,354

 

25,725,061

 

66,799,247

 

Brazil

 

Reais

 

10.25

%

34,521,334

 

175,760,765

 

210,282,099

 

235,737,812

 

41,010,710

 

9,066,992

 

285,815,514

 

21,450,497

 

133,322,807

 

154,773,304

 

343,375,204

 

95,700,545

 

16,831,450

 

455,907,199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

59,990,367

 

273,216,141

 

333,206,508

 

339,973,705

 

235,669,899

 

41,409,395

 

617,052,999

 

50,352,574

 

335,083,344

 

385,435,918

 

701,515,353

 

220,660,295

 

43,814,063

 

965,989,711

 

 

F-134



Table of Contents

 

b)                 Identification of Bank Borrowings by Companies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Company
ID
Number

 

Company

 

Country

 

Financial Institution

 

Currency

 

Effective
Interest
Rate

 

Nominal
Interest
Rate

 

One to Three 
Months

 

Three to 
Twelve 
Months

 

Total Current

 

One to Three 
Years

 

Three to Five 
Years

 

More than Five 
Years

 

Total Non-
Current

 

Foreign

 

Ampla

 

Brazil

 

Banco Itaú

 

Reais

 

10.72

%

10.07

%

101,554

 

2,149,535

 

2,251,089

 

2,014,313

 

 

 

2,014,313

 

Foreign

 

Ampla

 

Brazil

 

Unibanco

 

Reais

 

10.67

%

10.00

%

80,587

 

1,698,892

 

1,779,479

 

1,585,020

 

 

 

1,585,020

 

Foreign

 

Ampla

 

Brazil

 

Banco Alfa

 

Reais

 

10.41

%

9.75

%

1,826,981

 

4,094,262

 

5,921,243

 

13,333,407

 

 

 

13,333,407

 

Foreign

 

Ampla

 

Brazil

 

Brasdesco

 

Reais

 

8.87

%

8.87

%

6,269,083

 

14,432,333

 

20,701,416

 

13,641,743

 

 

 

13,641,743

 

Foreign

 

Ampla

 

Brazil

 

Banco do Brasil

 

Reais

 

10.75

%

9.76

%

763,245

 

2,538,618

 

3,301,863

 

33,485,566

 

 

 

33,485,566

 

Foreign

 

Ampla

 

Brazil

 

BANCO HSBC

 

Reais

 

9.73

%

9.73

%

1,116,014

 

24,085,514

 

25,201,528

 

22,599,517

 

 

 

22,599,517

 

Foreign

 

Ampla

 

Brazil

 

Electrobras

 

Reais

 

7.23

%

7.23

%

183,646

 

738,057

 

921,703

 

1,731,933

 

3,074,414

 

589,902

 

5,396,249

 

Foreign

 

Ampla

 

Brazil

 

Bndes

 

Reais

 

11.02

%

11.02

%

9,075,941

 

20,796,621

 

29,872,562

 

9,181,709

 

488,855

 

 

9,670,564

 

Foreign

 

CGTF Fortaleza

 

Brazil

 

IFC - A

 

US$

 

8.61

%

7.89

%

386,442

 

3,258,351

 

3,644,793

 

6,938,582

 

5,647,394

 

7,977,977

 

20,563,953

 

Foreign

 

CGTF Fortaleza

 

Brazil

 

IFC - B

 

US$

 

3.11

%

2.98

%

145,163

 

3,664,317

 

3,809,480

 

7,911,466

 

8,527,661

 

 

16,439,127

 

Foreign

 

CGTF Fortaleza

 

Brazil

 

IFC - C

 

US$

 

12.87

%

11.96

%

106,304

 

353,577

 

459,881

 

848,122

 

4,123,071

 

1,072,731

 

6,043,924

 

Foreign

 

CIEN (Companhía Interconexao Energética S.A.)

 

Brazil

 

Banco Santander Central Hispano

 

Reais

 

11.15

%

11.15

%

3,166,878

 

64,735,216

 

67,902,094

 

60,518,449

 

 

 

60,518,449

 

Foreign

 

Coelce

 

Brazil

 

Banco Europeo de Investimentos

 

US$

 

6.58

%

6.58

%

18,857

 

197,806

 

216,663

 

293,057

 

301,972

 

1,630,369

 

2,225,398

 

Foreign

 

Coelce

 

Brazil

 

Eletrobras

 

Reais

 

6.58

%

6.58

%

1,521,161

 

5,224,999

 

6,746,160

 

9,147,592

 

12,618,603

 

3,906,314

 

25,672,509

 

Foreign

 

Coelce

 

Brazil

 

Banco do Brasil

 

Reais

 

10.75

%

10.75

%

1,412,753

 

4,535,398

 

5,948,151

 

9,770,813

 

628,983

 

 

10,399,796

 

Foreign

 

Coelce

 

Brazil

 

Bndes

 

Reais

 

9.95

%

9.95

%

9,003,491

 

30,731,320

 

39,734,811

 

58,727,750

 

24,199,855

 

4,570,776

 

87,498,381

 

Foreign

 

Coelce

 

Brazil

 

Banco do Nordeste

 

Reais

 

8.50

%

8.50

%

 

 

 

 

 

 

 

Foreign

 

Coelce

 

Brazil

 

Banco Europeo de Investimentos

 

US$

 

5.49

%

5.49

%

108,375

 

4,143,770

 

4,252,145

 

3,999,466

 

 

 

3,999,466

 

Foreign

 

Coelce

 

Brazil

 

Dívida Previdenciária

 

Reais

 

30.01

%

-30.01

%

 

 

 

 

 

 

 

Foreign

 

Edegel

 

Peru

 

Banco de Crédito

 

US$

 

3.97

%

3.97

%

653,107

 

1,953,825

 

2,606,932

 

4,307,956

 

 

4,307,955

 

8,615,911

 

Foreign

 

Edegel

 

Peru

 

Banco de Crédito

 

US$

 

3.97

%

3.97

%

438,997

 

1,302,348

 

1,741,345

 

1,603,280

 

 

 

1,603,280

 

Foreign

 

Edegel

 

Peru

 

Banco Continental

 

US$

 

7.19

%

7.19

%

245,345

 

816,040

 

1,061,385

 

1,957,430

 

14,145,757

 

17,353,371

 

33,456,558

 

Foreign

 

Edegel

 

Peru

 

Banco Scotiabank

 

US$

 

5.70

%

5.70

%

23,655

 

3,427,268

 

3,450,923

 

1,697,864

 

 

 

1,697,864

 

Foreign

 

Edegel

 

Peru

 

Banco Continental

 

Soles

 

4.59

%

4.28

%

 

 

 

 

 

 

 

 

Foreign

 

Edegel

 

Peru

 

Banco Continental

 

Soles

 

3.80

%

3.80

%

12,762

 

42,449

 

55,211

 

1,379,498

 

 

 

1,379,498

 

Foreign

 

Edegel

 

Peru

 

Banco Continental

 

Soles

 

4.30

%

4.30

%

77,109

 

167,805

 

244,914

 

5,030,048

 

 

 

5,030,048

 

Foreign

 

Edegel

 

Peru

 

Banco Scotiabank

 

US$

 

5.95

%

5.95

%

 

 

 

 

 

 

 

Foreign

 

Edegel

 

Peru

 

Banco Westlb

 

US$

 

5.50

%

5.50

%

 

 

 

 

 

 

 

Foreign

 

Edegel

 

Peru

 

Banco Continental

 

Soles

 

6.60

%

6.60

%

 

 

 

 

 

 

 

Foreign

 

Edegel

 

Peru

 

Banco de Crédito

 

US$

 

9.59

%

9.59

%

96,936

 

10,309,656

 

10,406,592

 

4,853,133

 

 

 

4,853,133

 

Foreign

 

Edegel

 

Peru

 

Banco Scotiabank

 

Soles

 

6.55

%

6.55

%

 

 

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

11.99

%

2.60

%

25,172

 

83,723

 

108,895

 

2,658,128

 

 

 

2,658,128

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

11.99

%

4.00

%

25,172

 

83,723

 

108,895

 

2,658,128

 

 

 

2,658,128

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

4.00

%

4.00

%

21,816

 

72,561

 

94,377

 

2,310,826

 

 

 

2,310,826

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

4.00

%

4.00

%

10,069

 

33,489

 

43,558

 

1,063,251

 

 

 

1,063,251

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

4.00

%

4.00

%

41,953

 

139,539

 

181,492

 

4,430,213

 

 

 

4,430,213

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

11.99

%

2.60

%

25,172

 

83,723

 

108,895

 

2,658,128

 

 

 

2,658,128

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

2.63

%

2.63

%

1,502,865

 

 

1,502,865

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

2.64

%

2.64

%

23,313

 

77,542

 

100,855

 

3,591,829

 

 

 

3,591,829

 

Foreign

 

Edelnor

 

Peru

 

Banco de Crédito

 

Soles

 

2.64

%

2.64

%

 

 

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

BBVA

 

Soles

 

4.41

%

4.40

%

74,135

 

246,580

 

320,715

 

6,836,881

 

 

 

6,836,881

 

Foreign

 

Edelnor

 

Peru

 

Scotiabank

 

Soles

 

4.35

%

4.35

%

 

 

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

Scotiabank

 

Soles

 

4.35

%

4.35

%

 

 

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

Interbank

 

Soles

 

5.72

%

5.72

%

 

 

 

 

 

 

 

Foreign

 

Edesur S.A.

 

Argentina

 

BBVA

 

Ar$

 

22.90

%

20.00

%

271,817

 

3,031,502

 

3,303,319

 

2,534,402

 

 

 

2,534,402

 

Foreign

 

Edesur S.A.

 

Argentina

 

Banco de la Ciudad de Buenos Aires

 

Ar$

 

15.40%

 

14.85

%

54,835

 

182,384

 

237,219

 

1,466,744

 

 

 

1,466,744

 

Foreign

 

Edesur S.A.

 

Argentina

 

Standard Bank

 

Ar$

 

17.61%

 

-17.61

%

156,756

 

521,383

 

678,139

 

3,845,625

 

727,040

 

 

4,572,665

 

Foreign

 

Edesur S.A.

 

Argentina

 

Banco Santander Rio

 

Ar$

 

16.28%

 

15.98

%

120,727

 

1,374,409

 

1,495,136

 

2,008,017

 

 

 

2,008,017

 

Foreign

 

Edesur S.A.

 

Argentina

 

Banco Santander Rio

 

Ar$

 

17.97%

 

15.17

%

106,623

 

354,637

 

461,260

 

2,530,914

 

 

 

2,530,914

 

Foreign

 

Edesur S.A.

 

Argentina

 

Banco de la Ciudad de Buenos Aires

 

Ar$

 

17.08%

 

17.08

%

39,530

 

131,479

 

171,009

 

957,228

 

 

 

957,228

 

Foreign

 

Emgesa

 

Colombia

 

Davivienda

 

CPs

 

6.99

%

6.99

%

 

603,337

 

603,337

 

 

7,812,518

 

 

7,812,518

 

Foreign

 

Emgesa

 

Colombia

 

Bancolombia

 

CPs

 

6.99

%

6.99

%

 

432,186

 

432,186

 

 

5,729,883

 

 

5,729,883

 

Foreign

 

Emgesa

 

Colombia

 

Bancolombia

 

CPs

 

6.99

%

6.99

%

328,989

 

1,094,247

 

1,423,236

 

 

18,429,277

 

 

18,429,277

 

Foreign

 

Emgesa

 

Colombia

 

BBVA Colombia

 

CPs

 

6.99

%

6.99

%

 

1,580,860

 

1,580,860

 

 

20,431,485

 

 

20,431,485

 

Foreign

 

Emgesa

 

Colombia

 

Banco Santander Central Hispano

 

CPs

 

6.99

%

6.99

%

415,252

 

1,381,163

 

1,796,415

 

 

23,261,523

 

 

23,261,523

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco Provincia de Buenos Aires

 

US$

 

6.00

%

6.00

%

600,038

 

 

600,038

 

 

 

 

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco Galicia

 

US$

 

5.44

%

5.44

%

634,568

 

351,529

 

986,097

 

 

 

 

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Credit Suisse International

 

US$

 

13.88

%

12.26

%

648,599

 

2,010,220

 

2,658,819

 

2,055,803

 

 

 

2,055,803

 

 

 

 

As of December 31, 2009

 

 

 

ID

 

Company

 

Company
ID
Number

 

One to Three 
Months

 

Three to 
Twelve 
Months

 

Total Current

 

One to Three 
Years

 

Three to Five 
Years

 

More than 
Five Years

 

Total Non-
Current

 

Foreign

 

116,911

 

1,126,775

 

1,243,686

 

3,552,065

 

 

 

3,552,065

 

Foreign

 

115,594

 

1,112,222

 

1,227,816

 

3,504,099

 

 

 

3,504,099

 

Foreign

 

1,955,113

 

3,030,536

 

4,985,649

 

20,236,886

 

 

 

20,236,886

 

Foreign

 

985,138

 

3,779,758

 

4,764,896

 

31,973,976

 

7,201,106

 

2,901,540

 

42,076,622

 

Foreign

 

854,691

 

2,611,555

 

3,466,246

 

6,932,491

 

31,716,155

 

 

38,648,646

 

Foreign

 

1,269,388

 

3,878,686

 

5,148,074

 

49,342,293

 

 

 

49,342,293

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

6,792,445

 

6,792,445

 

2,606,603

 

 

 

2,606,603

 

Foreign

 

456,263

 

3,206,151

 

3,662,414

 

7,785,583

 

6,004,096

 

12,618,618

 

26,408,297

 

Foreign

 

262,389

 

3,993,950

 

4,256,339

 

9,004,830

 

7,072,136

 

6,350,778

 

22,427,744

 

Foreign

 

107,553

 

328,635

 

436,188

 

872,377

 

762,434

 

4,583,845

 

6,218,656

 

Foreign

 

5,553,443

 

72,696,422

 

78,249,865

 

133,977,433

 

 

 

133,977,433

 

Foreign

 

29,795

 

235,418

 

265,213

 

461,208

 

258,688

 

2,171,820

 

2,891,716

 

Foreign

 

3,186,809

 

10,352,999

 

13,539,808

 

23,622,141

 

13,075,933

 

10,317,174

 

47,015,248

 

Foreign

 

245,398

 

1,347,354

 

1,592,752

 

3,204,603

 

1,611,851

 

 

4,816,454

 

Foreign

 

3,334,992

 

15,386,699

 

18,721,691

 

37,053,682

 

27,764,499

 

3,612,736

 

68,430,917

 

Foreign

 

3,833,020

 

11,207,356

 

15,040,376

 

27,368,932

 

14,331,001

 

 

41,699,933

 

Foreign

 

162,392

 

4,593,320

 

4,755,712

 

8,852,834

 

 

 

8,852,834

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

5,071,000

 

 

5,071,000

 

 

 

 

 

Foreign

 

175,139

 

4,118,468

 

4,293,607

 

10,492,763

 

1,839,338

 

 

12,332,101

 

Foreign

 

513,959

 

1,519,062

 

2,033,021

 

8,387,679

 

 

 

8,387,679

 

Foreign

 

80,855

 

3,854,157

 

3,935,012

 

5,420,166

 

 

 

5,420,166

 

Foreign

 

37,221

 

113,730

 

150,951

 

2,819,269

 

 

 

2,819,269

 

Foreign

 

58,946

 

180,114

 

239,060

 

5,640,104

 

 

 

5,640,104

 

Foreign

 

55,708

 

170,218

 

225,926

 

5,386,989

 

 

 

5,386,989

 

Foreign

 

1,014,200

 

 

1,014,200

 

 

 

 

 

Foreign

 

8,970

 

1,014,200

 

1,023,170

 

 

 

 

 

Foreign

 

141,879

 

433,518

 

575,397

 

6,066,548

 

 

 

6,066,548

 

Foreign

 

15,723

 

1,537,197

 

1,552,920

 

 

 

 

 

Foreign

 

13,235

 

40,439

 

53,674

 

1,506,041

 

 

 

1,506,041

 

Foreign

 

44,279

 

135,296

 

179,575

 

2,735,397

 

 

 

2,735,397

 

Foreign

 

44,279

 

135,296

 

179,575

 

2,735,397

 

 

 

2,735,397

 

Foreign

 

38,384

 

117,285

 

155,669

 

2,370,700

 

 

 

2,370,700

 

Foreign

 

17,711

 

54,118

 

71,829

 

1,094,159

 

 

 

1,094,159

 

Foreign

 

73,798

 

225,493

 

299,291

 

4,558,995

 

 

 

4,558,995

 

Foreign

 

44,279

 

135,296

 

179,575

 

2,735,397

 

 

 

2,735,397

 

Foreign

 

223,057

 

5,792,572

 

6,015,629

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

22,251

 

1,608,821

 

1,631,072

 

 

 

 

 

Foreign

 

24,982

 

1,612,523

 

1,637,505

 

 

 

 

 

Foreign

 

119,807

 

366,078

 

485,885

 

7,784,356

 

 

 

7,784,356

 

Foreign

 

336,907

 

2,318,241

 

2,655,148

 

6,381,557

 

 

 

6,381,557

 

Foreign

 

60,820

 

185,840

 

246,660

 

1,908,848

 

 

 

1,908,848

 

Foreign

 

192,756

 

588,978

 

781,734

 

4,490,131

 

 

 

4,490,131

 

Foreign

 

157,987

 

482,738

 

640,725

 

3,816,535

 

 

 

3,816,535

 

Foreign

 

119,289

 

364,494

 

483,783

 

3,352,871

 

 

 

3,352,871

 

Foreign

 

39,533

 

120,796

 

160,329

 

1,240,752

 

 

 

1,240,752

 

Foreign

 

255,968

 

782,125

 

1,038,093

 

9,120,095

 

 

 

9,120,095

 

Foreign

 

183,357

 

560,258

 

743,615

 

6,781,522

 

 

 

6,781,522

 

Foreign

 

603,814

 

1,844,989

 

2,448,803

 

21,513,776

 

 

 

21,513,776

 

Foreign

 

669,415

 

2,045,433

 

2,714,848

 

23,851,093

 

 

 

23,851,093

 

Foreign

 

762,138

 

2,328,754

 

3,090,892

 

27,154,793

 

 

 

27,154,793

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

88,632

 

2,428,842

 

2,517,474

 

2,202,337

 

 

 

2,202,337

 

 

F-135


 


Table of Contents

 

Copmany

 

 

 

 

 

 

 

 

 

Effective

 

Nominal

 

ID

 

 

 

 

 

 

 

 

 

Interest

 

Interest

 

Number

 

Company

 

Country

 

Financial Institution

 

Currency

 

Rate

 

Rate

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Citibank

 

US$

 

6.30

%

5.00

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco Nación Argentina

 

Ar$

 

15.82

%

15.82

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Mediocredito Italiano

 

Ar$

 

14.00

%

1.75

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco Santander Río

 

Ar$

 

15.00

%

15.00

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco Itau

 

Ar$

 

18.12

%

18.12

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Citibank

 

Ar$

 

13.00

%

13.00

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco Galicia

 

Ar$

 

15.00

%

15.00

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Citibank

 

US$

 

10.28

%

5.32

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Banco de la Ciudad de Buenos Aires

 

Ar$

 

6.70

%

6.70

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Macro

 

Ar$

 

14.75

%

14.75

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Standard Bank

 

Ar$

 

15.40

%

15.40

%

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Superville

 

Ar$

 

13.00

%

13.00

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

B,N,P, Paribas

 

US$

 

5.96

%

5.96

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Export Development Corpotation Loan

 

US$

 

2.50

%

2.50

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Bilbao Vizcaya Argentaria S,A,

 

US$

 

1.65

%

1.65

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of Tokyo-Mitsubishi, Ltd,

 

US$

 

1.65

%

1.65

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Caja Madrid, Caja Madrid Miami Agency

 

US$

 

1.65

%

1.65

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Santander Central Hispano S,A, N,Y,B,

 

US$

 

1.65

%

1.65

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Citibank NA ,Nassau, Bahamas Branch

 

US$

 

1.65

%

1.65

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Ing Bank N,V,

 

US$

 

1.65

%

1.60

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

San Paolo IMI S,p,A

 

US$

 

1.65

%

1.60

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

HSBC Bank pic Spanish Branch

 

US$

 

1.65

%

1.60

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

ABN AMRO Bank

 

US$

 

1.65

%

1.60

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Instituto de Credito Oficial

 

US$

 

1.65

%

1.65

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Deutsche Bank AG New York Branch

 

US$

 

1.65

%

1.60

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of Nova Scotia

 

US$

 

1.65

%

1.60

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Bilbao Vizcaya Argentaria S,A,

 

US$

 

2.28

%

2.28

%

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Caja Madrid, Caja Madrid Miami Agency

 

US$

 

1.77

%

1.77

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Deutsche Bank

 

US$

 

3.80

%

3.80

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Standard Bank

 

US$

 

3.80

%

3.80

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

ITAU - Sindicado

 

Ar$

 

18.67

%

18.67

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

STANDARD - Sindicado

 

Ar$

 

18.67

%

18.67

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

SANTANDER - Sindicado

 

Ar$

 

18.67

%

18.67

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

HIPOTECARIO - Sindicado

 

Ar$

 

18.67

%

18.67

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

GALICIA - Sindicado

 

Ar$

 

18.67

%

18.67

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Citibank

 

Ar$

 

14.30

%

14.30

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

BBVA

 

Ar$

 

14.50

%

14.50

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Macro

 

Ar$

 

17.75

%

17.75

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Banco de la Ciudad de Buenos Aires

 

Ar$

 

21.50

%

21.50

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Banco Santander Rio - Sindicado

 

Ar$

 

17.44

%

17.44

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Citibank

 

Ar$

 

17.44

%

17.44

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Banco Industrial de Azul

 

Ar$

 

17.14

%

17.14

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

Banco Supervielle

 

Ar$

 

17.52

%

17.52

%

Foreign

 

Hidroeléctrica El Chocón

 

Argentina

 

BBVA Banco Francés

 

Ar$

 

14.00

%

14.00

%

96,830,980-3

 

Inversiones Gas Atacama Holding Ltda,

 

Chile

 

PNC BANK

 

US$

 

3.09

%

3.09

%

99,584,600-4

 

Sistemas Sec S.A.

 

Chile

 

BBVA

 

US$

 

4.68

%

4.68

%

Foreign

 

Synapsis Brasil Ltda,

 

Brazil

 

BNB

 

Ch$

 

9.57

%

9.57

%

Foreign

 

Synapsis Colombia Ltda,

 

Colombia

 

Banco de Bogotá

 

Ch$

 

11.50

%

11.50

%

 

 

 

As of December 31, 2010

 

 

 

Current

 

Non-current

 

Copmany
ID
Number

 

One to Three
Months

 

Three to
Twelve
Months

 

Total Current

 

One to Three
Years

 

Three to Five
Years

 

More than Five
Years

 

Total Non-
Current

 

Foreign

 

238,978

 

188,868

 

427,846

 

 

 

 

 

Foreign

 

184,556

 

2,497,668

 

2,682,224

 

1,994,435

 

 

 

1,994,435

 

Foreign

 

4,198

 

954,555

 

958,753

 

 

 

 

 

Foreign

 

881,772

 

 

881,772

 

 

 

 

 

Foreign

 

1,853,593

 

895,623

 

2,749,216

 

 

 

 

 

Foreign

 

3,807,821

 

146,831

 

3,954,652

 

 

 

 

 

Foreign

 

1,808,418

 

 

1,808,418

 

 

 

 

 

Foreign

 

6,489

 

426,386

 

432,875

 

 

 

 

 

Foreign

 

35,128

 

1,011,545

 

1,046,673

 

 

 

 

 

Foreign

 

357,550

 

 

357,550

 

 

 

 

 

Foreign

 

1,159,080

 

 

1,159,080

 

 

 

 

 

Foreign

 

1,788,875

 

 

1,788,875

 

 

 

 

 

91,081,000-6

 

60,946

 

944,030

 

1,004,976

 

1,823,007

 

1,648,517

 

 

3,471,524

 

91,081,000-6

 

345,404

 

700,155

 

1,045,559

 

1,379,586

 

337,839

 

 

1,717,425

 

91,081,000-6

 

408,841

 

17,060,873

 

17,469,714

 

 

81,838,285

 

 

81,838,285

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

Foreign

 

1,479,285

 

7,585,610

 

9,064,895

 

979,026

 

 

 

979,026

 

Foreign

 

1,477,401

 

7,582,650

 

9,060,051

 

979,026

 

 

 

979,026

 

Foreign

 

136,513

 

1,869,470

 

2,005,983

 

1,687,700

 

 

 

1,687,700

 

Foreign

 

106,749

 

1,460,783

 

1,567,532

 

1,318,645

 

 

 

1,318,645

 

Foreign

 

760,895

 

1,245,088

 

2,005,983

 

1,687,700

 

 

 

1,687,700

 

Foreign

 

88,490

 

1,223,925

 

1,312,415

 

1,106,099

 

 

 

1,106,099

 

Foreign

 

41,985

 

582,414

 

624,399

 

526,511

 

 

 

526,511

 

Foreign

 

25,459

 

714,554

 

740,013

 

 

 

 

 

Foreign

 

21,510

 

595,558

 

617,068

 

 

 

 

 

Foreign

 

105,325

 

2,599,171

 

2,704,496

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

463,089

 

3,083,714

 

3,546,803

 

8,328,139

 

1,696,967

 

 

10,025,106

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

378,715

 

368,379

 

747,094

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

96,830,980-3

 

1,515

 

210,098

 

211,613

 

 

 

 

 

99,584,600-4

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Total

 

59,990,367

 

273,216,141

 

333,206,508

 

339,973,705

 

235,669,899

 

41,409,395

 

617,052,999

 

 

 

 

As of December 31, 2009

 

 

 

ID

 

Company

 

Copmany
ID
Number

 

One to Three
Months

 

Three to
Twelve
Months

 

Total Current

 

One to Three
Years

 

Three to
Five Years

 

More than
Five Years

 

Total Non-
Current

 

Foreign

 

2,771,743

 

 

2,771,743

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

12,760

 

1,968,909

 

1,981,669

 

977,862

 

 

 

977,862

 

Foreign

 

4,453,137

 

 

4,453,137

 

 

 

 

 

Foreign

 

1,674,866

 

1,015,968

 

2,690,834

 

 

 

 

 

Foreign

 

858,964

 

789,556

 

1,648,520

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

6,417

 

404,266

 

410,683

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

 

 

 

 

 

 

 

91,081,000-6

 

76,659

 

84,077

 

160,736

 

310,503

 

295,877

 

 

606,380

 

91,081,000-6

 

76,659

 

84,077

 

160,736

 

310,503

 

295,877

 

 

606,380

 

91,081,000-6

 

76,659

 

84,077

 

160,736

 

310,503

 

295,877

 

 

606,380

 

91,081,000-6

 

76,659

 

84,078

 

160,737

 

310,503

 

295,877

 

 

606,380

 

91,081,000-6

 

76,659

 

84,078

 

160,737

 

310,503

 

295,876

 

 

606,379

 

91,081,000-6

 

12,790

 

173,010

 

185,800

 

345,665

 

239,767

 

209,592

 

795,024

 

91,081,000-6

 

12,790

 

173,010

 

185,800

 

345,665

 

239,767

 

209,592

 

795,024

 

91,081,000-6

 

12,790

 

173,010

 

185,800

 

345,665

 

239,767

 

209,592

 

795,024

 

91,081,000-6

 

12,790

 

173,010

 

185,800

 

345,665

 

239,767

 

209,592

 

795,024

 

91,081,000-6

 

350,939

 

1,052,816

 

1,403,755

 

102,121,878

 

 

 

102,121,878

 

91,081,000-6

 

12,790

 

173,010

 

185,800

 

345,665

 

239,767

 

209,592

 

795,024

 

91,081,000-6

 

12,790

 

173,010

 

185,800

 

345,665

 

239,768

 

209,592

 

795,025

 

91,081,000-6

 

580,915

 

1,775,019

 

2,355,934

 

4,711,868

 

104,750,582

 

 

109,462,450

 

91,081,000-6

 

439,829

 

127,820,814

 

128,260,643

 

 

 

 

 

Foreign

 

1,691,369

 

4,966,337

 

6,657,706

 

10,883,496

 

 

 

10,883,496

 

Foreign

 

1,694,990

 

4,975,360

 

6,670,350

 

10,888,934

 

 

 

10,888,934

 

Foreign

 

199,352

 

1,449,462

 

1,648,814

 

4,169,361

 

 

 

4,169,361

 

Foreign

 

155,744

 

1,132,392

 

1,288,136

 

3,257,313

 

 

 

3,257,313

 

Foreign

 

130,825

 

951,209

 

1,082,034

 

2,736,143

 

 

 

2,736,143

 

Foreign

 

62,298

 

452,957

 

515,255

 

1,302,925

 

 

 

1,302,925

 

Foreign

 

229,470

 

1,539,414

 

1,768,884

 

4,283,140

 

 

 

4,283,140

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

96,830,980-3

 

5,750

 

237,177

 

242,927

 

231,267

 

 

 

231,267

 

99,584,600-4

 

23,176

 

70,816

 

93,992

 

187,983

 

1,354,489

 

 

1,542,472

 

Foreign

 

54,395

 

126,775

 

181,170

 

236,372

 

 

 

236,372

 

Foreign

 

716,433

 

 

716,433

 

 

 

 

 

Total

 

50,352,574

 

335,083,344

 

385,435,918

 

701,515,353

 

220,660,295

 

43,814,063

 

965,989,711

 

 

F-136



Table of Contents

 

B) Secured and unsecured liabilities

 

a) Secured and unsecured liabilities detailed by currency and maturity

 

 

 

 

 

 

 

As of  December 31, 2010

 

 

 

 

 

 

 

Current

 

Non-Current

 

 

 

 

 

 

 

Maturity

 

Total

 

Maturity

 

Total Non-

 

 

 

 

 

 

 

One to

 

Three to

 

Current as

 

 

 

Three to

 

 

 

Current as of

 

 

 

 

 

Nominal

 

Three

 

Twelve

 

of December

 

One to

 

Five

 

More Than

 

December 31,

 

 

 

 

 

Interest

 

Months

 

Months

 

31, 2010

 

Three Years

 

Years

 

Five Years

 

2010

 

Country

 

Currency

 

Rate

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chile

 

US$

 

8.15

%

20,226,869

 

44,237,144

 

64,464,013

 

299,076,238

 

429,205,042

 

515,592,354

 

1,243,873,634

 

Chile

 

Ch$

 

7.82

%

8,474,004

 

33,742,901

 

42,216,905

 

77,732,304

 

187,444,894

 

542,172,671

 

807,349,869

 

Peru

 

US$

 

6.43

%

870,099

 

6,351,625

 

7,221,724

 

18,968,745

 

8,678,373

 

38,097,741

 

65,744,859

 

Peru

 

Soles

 

6.77

%

19,784,574

 

22,667,166

 

42,451,740

 

64,109,539

 

68,651,225

 

59,006,695

 

191,767,459

 

Argentina

 

Ar$

 

17.36

%

510,018

 

9,010,562

 

9,520,580

 

4,165,269

 

 

 

4,165,269

 

Colombia

 

CPs

 

8.31

%

47,619,509

 

131,473,631

 

179,093,140

 

152,631,795

 

183,051,591

 

442,910,408

 

778,593,794

 

Brazil

 

Reais

 

12.12

%

7,503,875

 

97,708,841

 

105,212,716

 

155,008,143

 

48,941,503

 

 

203,949,646

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

104,988,948

 

345,191,870

 

450,180,818

 

771,692,033

 

925,972,628

 

1,597,779,869

 

3,295,444,530

 

 

 

 

 

 

 

 

As of  December 31, 2009

 

 

 

 

 

 

 

Current

 

Non-Current

 

 

 

 

 

 

 

Maturity

 

Total

 

Maturity

 

Total Non-

 

 

 

 

 

 

 

One to

 

Three to

 

Current as

 

 

 

Three to

 

 

 

Current as of

 

 

 

 

 

Nominal

 

Three

 

Twelve

 

of December

 

One to

 

Five

 

More Than

 

December 31,

 

 

 

 

 

Interest

 

Months

 

Months

 

31, 2009

 

Three Years

 

Years

 

Five Years

 

2009

 

Country

 

Currency

 

Rate

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Chile

 

US$

 

8.15

%

15,628,041

 

47,752,347

 

63,380,388

 

126,760,775

 

460,199,594

 

530,676,061

 

1,117,636,430

 

Chile

 

Ch$

 

7.82

%

3,106,823

 

15,050,387

 

18,157,210

 

35,877,886

 

29,967,675

 

487,997,370

 

553,842,931

 

Peru

 

US$

 

6.43

%

724,841

 

2,214,792

 

2,939,633

 

19,585,709

 

3,563,753

 

34,273,976

 

57,423,438

 

Peru

 

Soles

 

6.77

%

3,273,694

 

25,385,026

 

28,658,720

 

70,360,662

 

91,399,182

 

48,895,891

 

210,655,735

 

Argentina

 

Ar$

 

17.36

%

657,735

 

10,459,172

 

11,116,907

 

14,674,385

 

 

 

14,674,385

 

Colombia

 

CPs

 

8.31

%

72,170,887

 

113,532,030

 

185,702,917

 

213,568,835

 

206,774,272

 

439,859,884

 

860,202,991

 

Brazil

 

Reais

 

12.12

%

48,826,017

 

22,466,550

 

71,292,567

 

223,769,344

 

54,505,883

 

26,865,685

 

305,140,912

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

144,388,038

 

236,860,304

 

381,248,342

 

704,597,596

 

846,410,359

 

1,568,568,867

 

3,119,576,822

 

 

F-137



Table of Contents

 

b) Secured and unsecured liabilities detailed by Companies

 

Copmany

 

 

 

 

 

 

 

 

 

 

 

Effective

 

Nominal

 

ID

 

 

 

 

 

 

 

 

 

 

 

Interest

 

Interest

 

Number

 

Company

 

Country

 

Financial Institution

 

Country

 

Currency

 

Rate

 

Rate

 

Foreign

 

Ampla

 

Brazil

 

BONOS

 

Brazil

 

Reais

 

9.56

%

9.56

%

Foreign

 

Codensa

 

Colombia

 

B3

 

Colombia

 

CPs

 

13.12

%

13.12

%

Foreign

 

Codensa

 

Colombia

 

B5

 

Colombia

 

CPs

 

8.32

%

8.32

%

Foreign

 

Codensa

 

Colombia

 

B8

 

Colombia

 

CPs

 

8.51

%

8.51

%

Foreign

 

Codensa

 

Colombia

 

B302

 

Colombia

 

CPs

 

11.85

%

11.85

%

Foreign

 

Codensa

 

Colombia

 

B102

 

Colombia

 

CPs

 

7.77

%

7.77

%

Foreign

 

Codensa

 

Colombia

 

B502

 

Colombia

 

CPs

 

6.21

%

6.21

%

Foreign

 

Codensa

 

Colombia

 

B203

 

Colombia

 

CPs

 

10.85

%

10.85

%

Foreign

 

Codensa

 

Colombia

 

B503

 

Colombia

 

CPs

 

6.37

%

6.37

%

Foreign

 

Codensa

 

Colombia

 

B503

 

Colombia

 

CPs

 

8.17

%

8.17

%

Foreign

 

Codensa

 

Colombia

 

B102

 

Colombia

 

CPs

 

7.50

%

7.50

%

Foreign

 

Codensa

 

Colombia

 

B103

 

Colombia

 

CPs

 

7.75

%

7.75

%

Foreign

 

Codensa

 

Colombia

 

B304

 

Colombia

 

CPs

 

5.13

%

5.13

%

Foreign

 

Codensa

 

Colombia

 

B604

 

Colombia

 

CPs

 

6.03

%

6.03

%

Foreign

 

Coelce

 

Brazil

 

Itaú

 

Brazil

 

Reais

 

10.47

%

10.47

%

Foreign

 

Coelce

 

Brazil

 

Santander

 

Brazil

 

Reais

 

13.57

%

13.57

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.74

%

6.31

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.49

%

6.28

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.17

%

6.17

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.11

%

6.11

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

5.92

%

5.92

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.17

%

6.17

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.33

%

6.33

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.16

%

5.97

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.06

%

6.06

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.44

%

6.44

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

US$

 

9.14

%

7.78

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

US$

 

7.90

%

7.13

%

Foreign

 

Edegel

 

Peru

 

BANCO SCOTIABANK

 

Peru

 

US$

 

7.24

%

6.63

%

Foreign

 

Edegel

 

Peru

 

BANCO SCOTIABANK

 

Peru

 

US$

 

6.73

%

6.00

%

Foreign

 

Edegel

 

Peru

 

BANCO SCOTIABANK

 

Peru

 

US$

 

6.10

%

6.10

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.23

%

6.23

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.77

%

6.47

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.52

%

6.09

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.46

%

6.16

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.64

%

6.16

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

Soles

 

6.61

%

5.91

%

Foreign

 

Edegel

 

Peru

 

BANCO CONTINENTAL

 

Peru

 

US$

 

6.06

%

6.06

%

Foreign

 

Edelnor

 

Peru

 

Caja de Pensiones Militar Policial

 

Peru

 

Soles

 

5.44

%

5.44

%

Foreign

 

Edelnor

 

Peru

 

FCR - Macrofondo

 

Peru

 

Soles

 

6.48

%

1.27

%

Foreign

 

Edelnor

 

Peru

 

Rimac Internacional Cia de Seguros

 

Peru

 

Soles

 

6.48

%

6.48

%

Foreign

 

Edelnor

 

Peru

 

Rimac Internacional Cia de Seguros

 

Peru

 

Soles

 

0.48

%

0.48

%

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

8.75

%

8.75

%

Foreign

 

Edelnor

 

Peru

 

Fondo de Seguro de Retiro de Suboficiales y Especialistas - Fosersoe

 

Peru

 

Soles

 

7.31

%

7.31

%

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

7.84

%

7.31

%

Foreign

 

Edelnor

 

Peru

 

Seguro Social de Salud - Essalud

 

Peru

 

Soles

 

7.56

%

7.56

%

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

8.16

%

7.56

%

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

7.22

%

7.22

%

Foreign

 

Edelnor

 

Peru

 

AFP Horizonte

 

Peru

 

Soles

 

7.06

%

7.06

%

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

8.00

%

7.06

%

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

6.66

%

6.66

%

Foreign

 

Edelnor

 

Peru

 

FCR - Macrofondo

 

Peru

 

Soles

 

5.69

%

5.69

%

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

5.91

%

5.69

%

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

5.97

%

5.91

%

Foreign

 

Edelnor

 

Peru

 

AFP Horizonte

 

Peru

 

Soles

 

6.94

%

5.97

%

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

6.95

%

6.94

%

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

6.84

%

6.56

%

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

5.94

%

5.94

%

 

 

 

As of December 31, 2010

 

As of December 31, 2009

 

 

 

Current

 

Non-Current

 

Current

 

Non-Current

 

Copmany
ID
Number

 

One to Three
Months

 

Three to
Twelve
Months

 

Total Current

 

One to Three
Years

 

Three to Five
Years

 

More tham
Five Years

 

Total Non-
Current

 

One to Three
Months

 

Three to
Twelve
Months

 

Total Current

 

One to Three
Months

 

Three to
Twelve
Months

 

More tham
Five Years

 

Total Non-
Current

 

Foreign

 

5,058,194

 

66,186,606

 

71,244,800

 

115,328,463

 

32,291,490

 

 

147,619,953

 

44,876,908

 

16,330,926

 

61,207,834

 

171,569,196

 

20,634,513

 

26,865,685

 

219,069,394

 

Foreign

 

 

 

 

 

 

 

 

15,340,703

 

 

15,340,703

 

 

 

 

 

Foreign

 

34,864,627

 

14,808,827

 

49,673,454

 

 

 

 

 

1,224,568

 

3,741,736

 

4,966,304

 

50,415,585

 

 

 

50,415,585

 

Foreign

 

1,305,256

 

4,341,394

 

5,646,650

 

10,413,670

 

 

61,681,208

 

72,094,878

 

1,560,426

 

4,767,969

 

6,328,395

 

12,656,791

 

69,367,358

 

 

82,024,149

 

Foreign

 

 

 

 

 

 

 

 

19,819,236

 

 

19,819,236

 

 

 

 

 

Foreign

 

700,056

 

2,328,447

 

3,028,503

 

5,585,228

 

 

46,648,583

 

52,233,811

 

852,057

 

2,603,507

 

3,455,564

 

6,911,128

 

6,040,136

 

44,152,863

 

57,104,127

 

Foreign

 

128,474

 

427,314

 

555,788

 

8,288,014

 

 

 

8,288,014

 

196,193

 

599,478

 

795,671

 

9,289,007

 

 

 

9,289,007

 

Foreign

 

 

 

 

 

 

 

 

609,435

 

28,691,230

 

29,300,665

 

 

 

 

 

Foreign

 

333,765

 

1,110,132

 

1,443,897

 

23,349,393

 

 

 

23,349,393

 

504,234

 

1,540,715

 

2,044,949

 

4,089,898

 

23,080,746

 

 

27,170,644

 

Foreign

 

378,323

 

1,258,334

 

1,636,657

 

21,257,241

 

 

 

21,257,241

 

455,283

 

1,391,144

 

1,846,427

 

3,692,854

 

20,418,444

 

 

24,111,298

 

Foreign

 

1,124,031

 

3,738,624

 

4,862,655

 

8,967,810

 

 

76,961,384

 

85,929,194

 

1,376,910

 

4,207,224

 

5,584,134

 

11,168,268

 

9,760,760

 

73,074,449

 

94,003,477

 

Foreign

 

380,204

 

1,264,592

 

1,644,796

 

3,033,368

 

 

26,883,291

 

29,916,659

 

 

 

 

 

 

 

 

Foreign

 

251,482

 

836,452

 

1,087,934

 

20,546,246

 

 

 

20,546,246

 

21,393,402

 

 

21,393,402

 

 

 

 

 

Foreign

 

536,552

 

1,784,618

 

2,321,170

 

4,280,751

 

 

41,490,148

 

45,770,899

 

403,189

 

1,231,967

 

1,635,156

 

3,270,312

 

2,858,163

 

25,095,544

 

31,224,019

 

Foreign

 

846,422

 

26,202,959

 

27,049,381

 

 

 

 

 

717,058

 

2,191,011

 

2,908,069

 

27,411,098

 

 

 

27,411,098

 

Foreign

 

1,599,259

 

5,319,276

 

6,918,535

 

39,679,680

 

16,650,013

 

 

56,329,693

 

3,232,051

 

3,944,613

 

7,176,664

 

24,789,050

 

33,871,370

 

 

58,660,420

 

Foreign

 

4,162,360

 

 

4,162,360

 

 

 

 

 

103,120

 

6,348,902

 

6,452,022

 

 

 

 

 

Foreign

 

66,273

 

220,431

 

286,704

 

528,747

 

1,293,774

 

5,217,004

 

7,039,525

 

70,916

 

216,689

 

287,605

 

575,210

 

4,600,274

 

 

5,175,484

 

Foreign

 

65,396

 

217,512

 

282,908

 

521,745

 

1,276,641

 

4,424,723

 

6,223,109

 

67,490

 

206,221

 

273,711

 

547,422

 

4,658,872

 

 

5,206,294

 

Foreign

 

56,693

 

188,567

 

245,260

 

452,314

 

3,464,092

 

 

3,916,406

 

66,805

 

4,520,998

 

4,587,803

 

 

 

 

 

Foreign

 

68,242

 

226,979

 

295,221

 

4,482,746

 

 

 

4,482,746

 

64,750

 

197,846

 

262,596

 

4,407,463

 

 

 

4,407,463

 

Foreign

 

67,586

 

224,796

 

292,382

 

4,524,506

 

 

 

4,524,506

 

80,988

 

247,465

 

328,453

 

5,535,754

 

 

 

5,535,754

 

Foreign

 

69,554

 

231,344

 

300,898

 

4,557,650

 

 

 

4,557,650

 

69,203

 

211,455

 

280,658

 

561,316

 

490,575

 

6,393,595

 

7,445,486

 

Foreign

 

269,406

 

4,353,667

 

4,623,073

 

626,739

 

 

5,590,323

 

6,217,062

 

159,078

 

486,073

 

645,151

 

11,324,482

 

 

 

11,324,482

 

Foreign

 

75,208

 

250,147

 

325,355

 

428,296

 

 

3,383,243

 

3,811,539

 

63,039

 

192,619

 

255,658

 

4,183,579

 

 

 

4,183,579

 

Foreign

 

103,734

 

345,028

 

448,762

 

600,026

 

1,468,183

 

7,663,880

 

9,732,089

 

83,750

 

255,901

 

339,651

 

679,302

 

593,691

 

9,511,585

 

10,784,578

 

Foreign

 

75,334

 

250,569

 

325,903

 

601,038

 

1,470,659

 

4,120,651

 

6,192,348

 

115,983

 

354,393

 

470,376

 

940,751

 

822,191

 

4,968,962

 

6,731,904

 

Foreign

 

53,683

 

178,554

 

232,237

 

532,248

 

846,573

 

5,665,215

 

7,044,036

 

83,747

 

255,894

 

339,641

 

679,283

 

593,675

 

5,566,542

 

6,839,500

 

Foreign

 

78,556

 

261,284

 

339,840

 

567,661

 

 

5,504,523

 

6,072,184

 

59,706

 

182,436

 

242,142

 

484,285

 

423,252

 

3,283,654

 

4,191,191

 

Foreign

 

71,151

 

236,654

 

307,805

 

608,863

 

 

6,169,906

 

6,778,769

 

83,525

 

255,215

 

338,740

 

677,480

 

592,099

 

5,490,481

 

6,760,060

 

Foreign

 

76,315

 

253,831

 

330,146

 

827,616

 

4,892,958

 

 

5,720,574

 

76,013

 

232,261

 

308,274

 

616,547

 

538,845

 

5,452,752

 

6,608,144

 

Foreign

 

78,364

 

260,646

 

339,010

 

625,209

 

4,767,047

 

 

5,392,256

 

69,435

 

212,161

 

281,596

 

563,191

 

492,214

 

5,567,091

 

6,622,496

 

Foreign

 

67,914

 

225,888

 

293,802

 

4,639,193

 

 

 

4,639,193

 

59,200

 

180,888

 

240,088

 

480,175

 

3,887,664

 

 

4,367,839

 

Foreign

 

64,633

 

214,975

 

279,608

 

164,402

 

 

 

164,402

 

71,259

 

217,735

 

288,994

 

577,989

 

4,431,875

 

 

5,009,864

 

Foreign

 

77,560

 

5,057,591

 

5,135,151

 

 

 

 

 

70,574

 

215,642

 

286,216

 

572,431

 

4,479,259

 

 

5,051,690

 

Foreign

 

 

 

 

 

 

 

 

72,629

 

221,923

 

294,552

 

589,104

 

4,507,017

 

 

5,096,121

 

Foreign

 

 

 

 

 

 

 

 

81,828

 

250,031

 

331,859

 

663,720

 

5,349,505

 

 

6,013,225

 

Foreign

 

66,712

 

221,891

 

288,603

 

14,176,258

 

 

 

14,176,258

 

 

 

 

 

 

 

 

Foreign

 

53,845

 

179,094

 

232,939

 

429,592

 

3,983,249

 

 

4,412,841

 

55,115

 

168,408

 

223,523

 

447,047

 

4,326,341

 

 

4,773,388

 

Foreign

 

64,056

 

213,056

 

277,112

 

511,056

 

4,027,619

 

 

4,538,675

 

64,965

 

198,504

 

263,469

 

526,938

 

4,411,721

 

 

4,938,659

 

Foreign

 

127,846

 

425,227

 

553,073

 

1,019,989

 

8,041,180

 

 

9,061,169

 

131,384

 

401,452

 

532,836

 

1,065,671

 

8,817,754

 

 

9,883,425

 

Foreign

 

815,693

 

 

815,693

 

 

 

 

 

1,396

 

4,267

 

5,663

 

858,552

 

 

 

858,552

 

Foreign

 

110,243

 

366,678

 

476,921

 

879,547

 

5,838,330

 

 

6,717,877

 

97,070

 

5,327,985

 

5,425,055

 

 

 

 

 

Foreign

 

3,352,913

 

 

3,352,913

 

 

 

 

 

115,137

 

351,806

 

466,943

 

933,886

 

816,191

 

5,379,888

 

7,129,965

 

Foreign

 

13,176

 

43,824

 

57,000

 

719,004

 

 

 

719,004

 

64,238

 

196,281

 

260,519

 

3,508,129

 

 

 

3,508,129

 

Foreign

 

47,638

 

158,449

 

206,087

 

 

2,752,371

 

 

2,752,371

 

13,828

 

42,251

 

56,079

 

112,158

 

701,626

 

 

813,784

 

Foreign

 

61,654

 

205,067

 

266,721

 

491,892

 

3,713,379

 

 

4,205,271

 

49,749

 

152,012

 

201,761

 

403,522

 

2,697,429

 

 

3,100,951

 

Foreign

 

45,473

 

151,246

 

196,719

 

362,794

 

3,026,055

 

 

3,388,849

 

64,431

 

196,874

 

261,305

 

522,610

 

456,747

 

3,480,904

 

4,460,261

 

Foreign

 

3,371,548

 

 

3,371,548

 

 

 

 

 

47,492

 

145,115

 

192,607

 

385,215

 

336,667

 

2,869,613

 

3,591,495

 

Foreign

 

91,381

 

303,942

 

395,323

 

729,064

 

5,590,647

 

 

6,319,711

 

61,802

 

188,840

 

250,642

 

3,529,416

 

 

 

3,529,416

 

Foreign

 

41,929

 

139,461

 

181,390

 

 

2,791,758

 

 

2,791,758

 

95,177

 

290,818

 

385,995

 

771,990

 

674,698

 

5,249,054

 

6,695,742

 

Foreign

 

47,769

 

158,885

 

206,654

 

3,379,468

 

 

 

3,379,468

 

43,809

 

133,860

 

177,669

 

355,339

 

2,763,983

 

 

3,119,322

 

Foreign

 

49,607

 

164,996

 

214,603

 

395,775

 

3,710,199

 

 

4,105,974

 

49,900

 

152,471

 

202,371

 

3,760,399

 

 

 

3,760,399

 

Foreign

 

100,263

 

333,484

 

433,747

 

6,863,872

 

 

 

6,863,872

 

69,082

 

211,083

 

280,165

 

560,329

 

489,712

 

3,578,745

 

4,628,786

 

Foreign

 

116,536

 

387,610

 

504,146

 

929,757

 

7,552,392

 

 

8,482,149

 

104,716

 

319,967

 

424,683

 

7,651,537

 

 

 

7,651,537

 

Foreign

 

82,678

 

274,994

 

357,672

 

 

 

5,217,603

 

5,217,603

 

121,766

 

372,064

 

493,830

 

987,661

 

863,189

 

49,311,621

 

8,991,580

 

Foreign

 

86,221

 

286,779

 

373,000

 

5,342,274

 

 

 

5,342,274

 

87,406

 

267,074

 

354,480

 

5,852,670

 

 

 

5,852,670

 

Foreign

 

3,382,087

 

 

3,382,087

 

 

 

 

 

90,074

 

275,226

 

365,300

 

730,601

 

5,262,193

 

 

5,992,794

 

 

F-138



Table of Contents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Company

 

 

 

 

 

 

 

 

 

 

 

Effective

 

Nominal

 

 

 

Three to

 

 

 

 

 

 

 

More

 

 

 

ID

 

 

 

 

 

 

 

 

 

 

 

Interest

 

Interest

 

One to Three

 

Twelve

 

 

 

One to Three

 

Three to Five

 

Than Five

 

Total Non-

 

Number

 

Company

 

Country

 

Financial institution

 

Country

 

Currency

 

Rate

 

Rate

 

Months

 

Months

 

Total Current

 

Years

 

Years

 

Years

 

Current

 

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

6.28

%

5.94

%

52,756

 

175,472

 

228,228

 

3,577,649

 

 

 

3,577,649

 

Foreign

 

Edelnor

 

Peru

 

Mapfre Perú Cia de Seguros

 

Peru

 

Soles

 

6.81

%

6.28

%

71,523

 

237,891

 

309,414

 

570,628

 

4,283,441

 

 

4,854,069

 

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

7.13

%

6.81

%

74,804

 

248,804

 

323,608

 

596,804

 

 

5,032,020

 

5,628,824

 

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

7.50

%

7.13

%

62,993

 

3,415,752

 

3,478,745

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

7.72

%

7.50

%

97,245

 

323,445

 

420,690

 

5,579,682

 

 

 

5,579,682

 

Foreign

 

Edelnor

 

Peru

 

AFP Prima

 

Peru

 

Soles

 

8.31

%

7.72

%

45,381

 

150,941

 

196,322

 

2,331,681

 

 

 

2,331,681

 

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

8.25

%

8.25

%

1,850,054

 

940,321

 

2,790,375

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

7.81

%

7.81

%

83,531

 

4,519,744

 

4,603,275

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

7.91

%

7.81

%

99,607

 

331,302

 

430,909

 

5,395,672

 

 

 

5,395,672

 

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

8.06

%

7.91

%

84,342

 

280,527

 

364,869

 

672,899

 

 

9,585,848

 

10,258,747

 

Foreign

 

Edelnor

 

Peru

 

AFP Profuturo

 

Peru

 

Soles

 

6.56

%

6.56

%

81,231

 

270,181

 

351,412

 

648,082

 

 

10,037,150

 

10,685,232

 

Foreign

 

Edelnor

 

Peru

 

Fondo Mi Vivienda

 

Peru

 

Soles

 

7.03

%

6.56

%

88,558

 

294,551

 

383,109

 

706,538

 

 

6,375,788

 

7,082,326

 

Foreign

 

Edelnor

 

Peru

 

Atlantic Security Bank

 

Peru

 

Soles

 

6.59

%

6.16

%

55,355

 

184,114

 

239,469

 

441,633

 

 

3,753,995

 

4,195,628

 

Foreign

 

Edelnor

 

Peru

 

AFP Integra

 

Peru

 

Soles

 

0.00

%

0.00

%

130,063

 

432,600

 

562,663

 

1,037,675

 

2,539,051

 

9,362,564

 

12,939,290

 

Foreign

 

Edesur S.A.

 

Argentina

 

oeds7

 

Argentina

 

Ar$

 

8.00

%

8.00

%

510,018

 

9,010,562

 

9,520,580

 

4,165,269

 

 

 

4,165,269

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B10

 

Colombia

 

CPs

 

7.05

%

7.05

%

925,274

 

46,241,341

 

47,166,615

 

 

 

 

 

Foreign

 

Emgesa

 

Colombia

 

Bonos A-10

 

Colombia

 

CPs

 

7.21

%

7.21

%

928,950

 

3,089,767

 

4,018,717

 

7,411,403

 

 

58,531,760

 

65,943,163

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B-103

 

Colombia

 

CPs

 

5.11

%

5.11

%

789,965

 

2,627,492

 

3,417,457

 

6,302,546

 

32,953,942

 

41,376,336

 

80,632,824

 

Foreign

 

Emgesa

 

Colombia

 

Bonos A102

 

Colombia

 

CPs

 

6.34

%

6.34

%

127,910

 

425,441

 

553,351

 

1,020,502

 

10,705,143

 

 

11,725,645

 

Foreign

 

Emgesa

 

Colombia

 

Bonos A5

 

Colombia

 

CPs

 

4.83

%

4.83

%

920,115

 

3,060,381

 

3,980,496

 

7,340,914

 

12,326,963

 

 

19,667,877

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B10

 

Colombia

 

CPs

 

4.83

%

4.83

%

631,089

 

16,269,543

 

16,900,632

 

 

 

 

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B15

 

Colombia

 

CPs

 

5.33

%

5.33

%

525,615

 

1,748,240

 

2,273,855

 

4,193,491

 

23,479,236

 

 

27,672,727

 

Foreign

 

Emgesa

 

Colombia

 

Bonos A5

 

Colombia

 

CPs

 

7.77

%

7.77

%

1,080,324

 

3,593,253

 

4,673,577

 

8,619,110

 

74,169,812

 

 

82,788,922

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B9

 

Colombia

 

CPs

 

6.07

%

6.07

%

454,112

 

1,510,415

 

1,964,527

 

3,623,022

 

8,865,052

 

27,196,423

 

39,684,497

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B12

 

Colombia

 

CPs

 

9.27

%

8.07

%

 

 

 

 

 

 

 

Foreign

 

Emgesa

 

Colombia

 

Bonos B104

 

Colombia

 

CPs

 

7.94

%

7.94

%

774,134

 

2,574,836

 

3,348,970

 

6,176,240

 

15,112,435

 

42,007,978

 

63,296,653

 

Foreign

 

Emgesa

 

Colombia

 

Bonos C10

 

Colombia

 

CPs

 

8.14

%

8.14

%

278,613

 

926,691

 

1,205,304

 

2,222,846

 

5,439,008

 

20,133,297

 

27,795,151

 

Foreign

 

Emgesa

 

Colombia

 

Bonos C10

 

Colombia

 

CPs

 

7.00

%

7.00

%

 

 

 

 

 

 

 

Foreign

 

Emgesa

 

Colombia

 

Papeles comerciales

 

Colombia

 

CPs

 

4.21

%

4.00

%

180,638

 

17,507,497

 

17,688,135

 

 

 

 

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of New York Mellon - Primera Emisión S-1

 

USA

 

US$

 

7.88

%

7.88

%

416,214

 

1,384,363

 

1,800,577

 

3,320,662

 

8,125,215

 

207,932,292

 

219,378,169

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of New York Mellon - Primera Emisión S-2

 

USA

 

US$

 

7.33

%

7.33

%

652,512

 

2,170,311

 

2,822,823

 

5,205,909

 

12,738,165

 

79,957,654

 

97,901,728

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of New York Mellon - Primera Emisión S-3

 

USA

 

US$

 

8.13

%

8.13

%

1,995,692

 

6,637,844

 

8,633,536

 

15,922,148

 

38,959,371

 

167,613,573

 

222,495,092

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Santander Chile — 264 Serie-F

 

Chile

 

Ch$

 

6.20

%

6.20

%

956,132

 

2,405,370

 

3,361,502

 

6,435,714

 

19,069,273

 

23,877,508

 

49,382,495

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of New York Mellon - 144 - A

 

USA

 

US$

 

8.35

%

8.35

%

9,543,000

 

8,701,669

 

18,244,669

 

213,837,549

 

 

 

213,837,549

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

The Bank of New York Mellon - 144 - A

 

USA

 

US$

 

8.63

%

8.63

%

2,169,821

 

7,217,013

 

9,386,834

 

17,311,397

 

50,668,664

 

59,466,428

 

127,446,489

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Santander Chile — 317 Serie-H

 

Chile

 

Ch$

 

6.20

%

6.20

%

1,758,444

 

10,118,583

 

11,877,027

 

21,414,704

 

47,005,622

 

67,587,558

 

136,007,884

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Santander Chile — 318 Serie-K

 

Chile

 

Ch$

 

3.80

%

3.80

%

1,284,413

 

4,272,071

 

5,556,484

 

10,247,385

 

25,073,983

 

131,684,135

 

167,005,503

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

Banco Santander Chile — 522 Serie-M

 

Chile

 

Ch$

 

4.75

%

4.75

%

3,759,700

 

12,505,089

 

16,264,789

 

29,995,867

 

73,395,881

 

304,052,705

 

407,444,453

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Yankee bonos 2016

 

USA

 

US$

 

7.71

%

7.40

%

2,270,849

 

7,553,041

 

9,823,890

 

18,117,426

 

143,190,238

 

 

161,307,664

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Yankee bonos 2026

 

USA

 

US$

 

6.88

%

6.60

%

6,958

 

23,144

 

30,102

 

55,516

 

135,840

 

622,407

 

813,763

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Yankee bonos 2014

 

USA

 

US$

 

7.68

%

7.38

%

3,171,823

 

10,549,759

 

13,721,582

 

25,305,631

 

175,387,549

 

 

200,693,180

 

94,271,000-3

 

Enersis S.A.

 

Chile

 

Bonos UF 269

 

Chile

 

Ch$

 

8.52

%

5.75

%

715,315

 

4,441,788

 

5,157,103

 

9,638,634

 

22,900,135

 

14,970,765

 

47,509,534

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

104.988.948

 

345.191.870

 

450.180.818

 

771.692.033

 

925,972,628

 

1,597,779,869

 

3,295,444,530

 

 

 

 

As of December 31, 2009

 

 

 

Current

 

Non-Current

 

Company
ID
Number

 

One to Three 
Months

 

Three to 
Twelve 
Months

 

Total Current

 

One to Three 
Years

 

Three to Five
Years

 

More
Than Five
Years

 

Total Non-
Current

 

Foreign

 

52,117

 

159,248

 

211,365

 

3,542,295

 

 

 

3,542,295

 

Foreign

 

55,115

 

168,406

 

223,521

 

447,042

 

3,544,259

 

 

3,991,301

 

Foreign

 

74,695

 

228,234

 

302,929

 

605,858

 

4,813,411

 

 

5,419,269

 

Foreign

 

78,118

 

238,695

 

316,813

 

633,626

 

553,772

 

4,777,488

 

5,964,886

 

Foreign

 

69,273

 

211,668

 

280,941

 

3,647,445

 

 

 

3,647,445

 

Foreign

 

101,564

 

310,335

 

411,899

 

823,799

 

5,466,450

 

 

6,290,249

 

Foreign

 

47,388

 

144,797

 

192,185

 

2,648,330

 

 

 

2,648,330

 

Foreign

 

55,950

 

170,957

 

226,907

 

2,920,296

 

 

 

2,920,296

 

Foreign

 

87,175

 

266,369

 

353,544

 

4,819,392

 

 

 

4,819,392

 

Foreign

 

103,953

 

317,634

 

421,587

 

843,174

 

5,262,193

 

 

6,105,367

 

Foreign

 

87,465

 

267,254

 

354,719

 

709,437

 

620,029

 

4,458,783

 

5,788,249

 

Foreign

 

84,147

 

257,115

 

341,262

 

682,523

 

5,623,562

 

 

6,306,085

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

 

 

Foreign

 

657,735

 

10,459,172

 

11,116,907

 

14,674,385

 

 

 

14,674,385

 

Foreign

 

1,184,467

 

3,619,205

 

4,803,672

 

9,607,344

 

8,396,555

 

53,304,242

 

71,308,141

 

Foreign

 

177,434

 

542,158

 

719,592

 

1,439,184

 

1,257,807

 

10,103,939

 

12,800,930

 

Foreign

 

822,066

 

2,511,868

 

3,333,934

 

6,667,867

 

5,827,533

 

7,416,861

 

62,083,152

 

Foreign

 

1,272,041

 

3,886,791

 

5,158,832

 

48,948,202

 

 

 

48,948,202

 

Foreign

 

848,027

 

31,784,107

 

32,632,134

 

 

 

 

 

Foreign

 

293,884

 

897,979

 

1,191,863

 

15,876,519

 

 

 

15,876,519

 

Foreign

 

195,923

 

10,388,423

 

10,584,346

 

 

 

 

 

Foreign

 

241,092

 

736,669

 

977,761

 

1,955,521

 

13,325,090

 

 

15,280,611

 

Foreign

 

916,023

 

2,798,961

 

3,714,984

 

7,429,968

 

6,493,589

 

55,297,889

 

69,221,446

 

Foreign

 

327,907

 

1,001,939

 

1,329,846

 

2,659,692

 

2,324,498

 

25,907,411

 

30,891,601

 

Foreign

 

527,539

 

1,611,923

 

2,139,462

 

4,278,924

 

26,076,868

 

 

30,355,792

 

Foreign

 

1,147,564

 

3,506,446

 

4,654,010

 

9,308,021

 

8,134,955

 

69,071,416

 

86,514,392

 

Foreign

 

481,284

 

1,470,591

 

1,951,875

 

3,903,750

 

3,411,770

 

34,264,379

 

41,579,899

 

Foreign

 

 

 

 

 

 

 

 

91,081,000-6

 

443,752

 

1,355,909

 

1,799,661

 

3,599,322

 

3,145,709

 

30,628,753

 

37,373,784

 

91,081,000-6

 

696,742

 

2,128,935

 

2,825,677

 

5,651,354

 

4,939,128

 

48,090,698

 

58,681,180

 

91,081,000-6

 

2,134,683

 

6,522,643

 

8,657,326

 

17,314,652

 

15,132,532

 

209,049,168

 

241,496,352

 

91,081,000-6

 

587,547

 

1,141,652

 

1,729,199

 

3,388,622

 

3,650,500

 

31,153,499

 

38,192,621

 

91,081,000-6

 

4,433,373

 

13,546,417

 

17,979,790

 

35.959.581

 

213.283.056

 

 

249.242.637

 

91,081,000-6

 

2,297,667

 

7,020,648

 

9,318,315

 

18.636.629

 

16.287.903

 

103.768.726

 

138.693.258

 

91,081,000-6

 

748,281

 

6,563,199

 

7,311,480

 

14.149.547

 

10.774.238

 

79.365.405

 

104.289.190

 

91,081,000-6

 

235,793

 

720,479

 

956,272

 

1.912.545

 

1.671.512

 

95.330.628

 

98.914.685

 

91,081,000-6

 

1,204,131

 

3,679,288

 

4,883,419

 

9.766.837

 

8.535.948

 

254.008.392

 

272.311.177

 

94,271,000-3

 

2,342,842

 

7,158,684

 

9,501,526

 

19.003.052

 

16.608.147

 

138.406.385

 

174.017.584

 

94,271,000-3

 

6,602

 

20,173

 

26,775

 

53.550

 

46.801

 

732.331

 

832.682

 

94,271,000-3

 

3,272,380

 

9,998,938

 

13,271,318

 

26.542.635

 

190.756.318

 

 

217.298.953

 

94,271,000-3

 

331,071

 

2,945,769

 

3,276,840

 

6.660.335

 

5.335.477

 

28.139.446

 

40.135.258

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

144,388,038

 

236,860,304

 

381,248,342

 

704,597,596

 

846,410,359

 

1,568,568,867

 

3,119,576,822

 

 

F-139



Table of Contents

 

C) Finance Lease obligations by company:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Company
ID
Number

 

Company

 

Country

 

Financial
Institution
ID Number

 

Financial
Institution

 

Country

 

Curency

 

Nominal
Interest
Rate

 

One to Three
Months

 

Three to
Twelve
Years

 

Total Current

 

One to Three
Years

 

Three to Five
Years

 

More than
Five Years

 

Total Non-
Current

 

91,081,000-6

 

Endesa S.A. (Chile)

 

Chile

 

87,509,100-K

 

Leasing Abengoa Chile

 

Chile

 

US$

 

6.40

%

514,759

 

1,713,147

 

2,227,906

 

4,107,030

 

10,200,414

 

11,875,674

 

26,183,118

 

Foreign

 

Edegel

 

Peru

 

Foreign

 

Scotiabank

 

Peru

 

US$

 

5.16

%

2,204,779

 

6,628,821

 

8,833,600

 

14,084,254

 

30,098,142

 

 

44,182,396

 

96,830,980-3

 

Gas Atacama S.A.

 

Chile

 

96,976,410-5

 

Gasred S.A.

 

Chile

 

US$

 

8.64

%

65,489

 

195,946

 

261,435

 

 

 

 

 

Foreign

 

Edelnor

 

Peru

 

Foreign

 

BBVA

 

Peru

 

Soles

 

6.40

%

450,157

 

909,184

 

1,359,341

 

2,470,766

 

 

 

2,470,766

 

Foreign

 

Edesur S.A.

 

Argentina

 

Foreign

 

COMAFI

 

Argentina

 

Ar$

 

3.54

%

174,909

 

581,159

 

756,068

 

917,985

 

225,762

 

 

1,143,747

 

Foreign

 

Synapsis Brasil Ltda.

 

Brazil

 

Foreign

 

Leasing - IBM

 

Brazil

 

Reais

 

2.60

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

3.410.093

 

10.028.257

 

13.438.350

 

21.580.035

 

40,524,318

 

11,875,674

 

73,980,027

 

 

 

 

As of December 31, 2009

 

 

 

Current

 

Non-Current

 

Company
ID
Number

 

One to Three
Months

 

Three to Twelve
Years

 

Total Current

 

One to Three
Years

 

Three to Five
Years

 

More than
Five Years

 

Total Non-
Current

 

91,081,000-6

 

554,228

 

1,680,476

 

2,234,704

 

4.463.401

 

3.896.027

 

21.420.167

 

29.779.595

 

Foreign

 

2,200,935

 

8,439,132

 

10,640,067

 

32.300.512

 

10.101.808

 

26.354.524

 

68.756.844

 

96,830,980-3

 

70,737

 

212,201

 

282,938

 

281.357

 

 

 

281.357

 

Foreign

 

324,545

 

971,217

 

1,295,762

 

774.627

 

 

 

774.627

 

Foreign

 

204,234

 

609,693

 

813,927

 

1.411.773

 

748.771

 

 

2.160.544

 

Foreign

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

3,354,679

 

11,912,719

 

15,267,398

 

39,231,670

 

14,746,606

 

47,774,691

 

101,752,967

 

 

D) Other Liabilities by company:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

Non-Current

 

Company
ID
Number

 

Company

 

Country

 

Financial
Institution
ID Number

 

Financial Institution

 

Country

 

Currency

 

Nominal
Interest
Rate

 

One to Three
Months

 

Three to
Twelve
Years

 

Total Current

 

One to Three
Years

 

Three to
Five Years

 

More than
Five Years

 

Total Non-
Current

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Mitsubishi (deuda garantizada)

 

Argentina

 

US$

 

16.08

%

9,372,718

 

10,439,827

 

19,812,545

 

28,222,904

 

26,997,497

 

 

55,220,401

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Mitsubishi (deuda no garantizada)

 

Argentina

 

US$

 

16.08

%

56,194

 

1,181,656

 

1,237,850

 

1,164,650

 

1,117,531

 

 

2,282,181

 

Foreign

 

Endesa Costanera S.A.

 

Argentina

 

Foreign

 

Otros

 

Argentina

 

Ar$

 

17.17

%

968,330

 

1,855,135

 

2,823,465

 

866,537

 

 

 

866,537

 

96,827,970-K

 

Endesa Eco S.A.

 

Chile

 

96601250-1

 

Inversiones Centinela S.A.

 

Chile

 

US$

 

9.90

%

 

 

 

12,395,250

 

 

 

12,395,250

 

Foreign

 

Endesa Brasil S.A.

 

Brazil

 

Foreign

 

IFC

 

Brazil

 

US$

 

24.09

%

51,831,581

 

 

 

 

 

 

 

 

 

 

Foreign

 

Ampla Energía E Servicios S.A.

 

Brazil

 

Foreign

 

Bndes

 

Brazil

 

Reais

 

11.02

%

 

 

 

 

 

 

 

 

 

 

Foreign

 

Compañía Energética Do Ceará S.A.

 

Brazil

 

Foreign

 

Otros

 

Brazil

 

Reais

 

10.75

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

62,228,823

 

13,476,618

 

23,873,860

 

42,649,341

 

28,115,028

 

 

70,764,369

 

 

 

 

As of December 31, 2009

 

 

 

Current

 

Non-Current

 

Company
ID
Number

 

One to
Three
Months

 

Three to Twelve
Years

 

Total Current

 

One to Three
Years

 

Three to Five
Years

 

More than
Five Years

 

Total Non-
Current

 

Foreign

 

4,181,796

 

5,441,296

 

9,623,092

 

18,442,282

 

14,377,659

 

 

32,819,941

 

Foreign

 

4,181,796

 

5,441,296

 

9,623,092

 

18,442,282

 

14,377,658

 

 

32,819,940

 

Foreign

 

77,062

 

235,468

 

312,530

 

3,223,239

 

 

 

3,223,239

 

96,827,970-K

 

 

 

 

11,688,452

 

 

 

11,688,452

 

Foreign

 

 

55,497,068

 

55,497,068

 

 

 

 

 

 

Foreign

 

10,712,128

 

23,336,844

 

34,048,972

 

35,333,322

 

 

 

 

35,333,322

 

Foreign

 

1,941,087

 

 

1,941,087

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

21,093,869

 

89,951,972

 

111,045,841

 

87,129,577

 

28,755,317

 

 

115,884,894

 

 

F-140



Table of Contents

 

APPENDIX No. 5 ASSETS AND LIABILITIES IN FOREIGN CURRENCIES:

 

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

 

 

 

 

 

Functional

 

12-31-2010

 

12-31-2009

 

ASSETS

 

Foreign Currency

 

Currency

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and Cash Equivalent

 

 

 

 

 

66,329,098

 

116,551,541

 

 

 

U.S. dollar

 

Chilean pesos

 

46,804,371

 

83,606,901

 

 

 

U.S. dollar

 

Colombian Pesos

 

6,004

 

2,381

 

 

 

U.S. dollar

 

Peruvian Soles

 

1,234,825

 

8,287,053

 

 

 

U.S. dollar

 

Argentine Pesos

 

18,283,898

 

24,655,206

 

 

 

 

 

 

 

 

 

 

 

Trade and Other Current Receivables

 

 

 

 

 

17,592,080

 

35,725,419

 

 

 

U.S. dollar

 

Chilean Pesos

 

17,592,080

 

35,725,419

 

 

 

 

 

 

 

 

 

 

 

Account Receivable from Related Companies

 

 

 

 

 

563,614

 

288,225

 

 

 

U.S. dollar

 

Chilean Pesos

 

563,614

 

261,245

 

 

 

Euros

 

Chilean Pesos

 

 

26,980

 

Total current assets other than assets or disposal groups classified as held for sale or as held for distribution to owners

 

 

 

 

 

84,484,792

 

152,565,185

 

 

 

 

 

 

 

 

 

 

 

Total Current Assets

 

 

 

 

 

84,484,792

 

152,565,185

 

 

 

 

 

 

 

 

 

 

 

Investment accounted for using equity method

 

 

 

 

 

2,887,460

 

10,131,240

 

 

 

U.S. dollar

 

Chilean pesos

 

2,887,460

 

10,131,240

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

 

 

 

488,403,515

 

483,812,158

 

 

 

Brazilian Reais

 

Peruvian Soles

 

10,502,214

 

11,050,603

 

 

 

Brazilian Reais

 

Chilean pesos

 

327,477,479

 

318,282,817

 

 

 

Colombian Pesos

 

Chilean pesos

 

7,348,467

 

10,748,633

 

 

 

Soles

 

Chilean pesos

 

118,949,428

 

116,436,507

 

 

 

Argentine Pesos

 

Chlean pesos

 

24,125,927

 

27,293,598

 

 

 

 

 

 

 

 

 

 

 

Total Non-Current Assets

 

 

 

 

 

491,290,975

 

493,943,398

 

 

 

 

 

 

 

 

 

 

 

Total Assets 

 

 

 

 

 

575,775,767

 

646,508,583

 

 

F-141



Table of Contents

 

 

 

 

 

 

 

12-31-2010

 

12-31-2009

 

 

 

 

 

 

 

Current Liabilities

 

Non-Current Liabilities

 

Current Liabilities

 

Non-Current Liabilities

 

 

 

Foreign
Currency

 

Functional
Currency

 

One to
Three
Months

ThCh$

 

Three to
Twelve
Months

ThCh$

 

Total
Current

 

One to
Three Years

ThCh$

 

Three to
Five Years

ThCh$

 

More tan
Five Years

ThCh$

 

Total Non-
Current

 

One to
Three
Months

ThCh$

 

Three to
Twelve
Months

ThCh$

 

Total
Current

 

One to
Three Years

ThCh$

 

Three to
Five Years

ThCh$

 

More tan
Five Years

ThCh$

 

Total Non-
Current

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Financial Liabilities

 

U.S. dollar

 

 

 

93,267,733

 

137,235,543

 

230,503,276

 

419,645,875

 

622,867,495

 

537,908,172

 

1,580,421,542

 

43,554,407

 

296,269,060

 

339,823,467

 

418,096,478

 

631,476,249

 

639,707,341

 

1,689,280,068

 

 

 

U.S. dollar

 

Chilean pesos

 

21,623,823

 

65,061,393

 

86,685,216

 

318,781,111

 

523,230,097

 

467,468,028

 

1,309,479,236

 

18,113,650

 

182,060,113

 

200,173,763

 

254,073,486

 

573,118,679

 

553,353,780

 

1,380,545,945

 

 

 

U.S. dollar

 

Brazilian Reais

 

52,596,722

 

11,617,821

 

64,214,543

 

19,990,693

 

18,600,098

 

10,681,077

 

49,271,868

 

1,018,392

 

67,854,542

 

68,872,934

 

26,976,832

 

14,097,354

 

25,725,061

 

66,799,247

 

 

 

U.S. dollar

 

Peruvian Soles

 

4,532,918

 

30,789,583

 

35,322,501

 

47,472,662

 

52,922,272

 

59,759,067

 

160,154,001

 

18,169,214

 

33,579,600

 

51,748,814

 

113,071,393

 

44,260,216

 

60,628,500

 

217,960,109

 

 

 

U.S. dollar

 

Argentine Pesos

 

14,514,270

 

29,766,746

 

44,281,016

 

33,401,409

 

28,115,028

 

 

61,516,437

 

6,253,151

 

12,774,805

 

19,027,956

 

23,974,767

 

 

 

23,974,767

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABIlITIES

 

 

 

 

 

93,267,733

 

137,235,543

 

230,503,276

 

419,645,875

 

622,867,495

 

537,908,172

 

1,580,421,542

 

43,554,407

 

296,269,060

 

339,823,467

 

418,096,478

 

631,476,249

 

639,707,341

 

1,689,280,068

 

 

F-142



Table of Contents

 

SCHEDULE I

 

Rule 5-04 of the Securities and Exchange Commission requires presentation of condensed financial statements of the registrant (parent company) when restricted net asset, defined as assets not to be transferred to the parent company in the form of loans, advance or cash dividends of the subsidiary without the consent of a third party, exceed of the 25% consolidated net assets of the parent and its subsidiaries.

 

Following are the Enersis separate statements of financial position as of December 31, 2010 and 2009 and the related statements of comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2010, have been prepared in accordance with International Financial Reporting Standards.

 

ENERSIS S.A.

Separate Statement of Financial Position as of December 31, 2010 and 2009

(In thousands of Chilean pesos - ThCh$)

 

 

 

12-31-2010

 

12-31-2009

 

ASSETS

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash and cash equivalents

 

62,696,278

 

27,325,320

 

Other current non-financial assets

 

189,330

 

117,483

 

Trade and other current receivables

 

2,516,969

 

1,254,303

 

Accounts receivables from related companies

 

39,517,364

 

14,127,085

 

Inventories

 

4,928,358

 

 

Current tax assets

 

9,628,948

 

10,324,894

 

Total current assets other than assets classified as held for sale and discontinued operations

 

119,477,247

 

53,149,085

 

 

 

 

 

 

 

Non-current assets classified as held for sale and discontinued operations

 

2,756,706

 

2,756,706

 

 

 

 

 

 

 

TOTAL CURRENT ASSETS

 

122,233,953

 

55,905,791

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

 

 

 

 

Other non-current financial assets

 

29,461,230

 

24,548,711

 

Non-current receivables

 

146,500,704

 

170,085,874

 

Investments in subsidiaries and associates companies

 

2,563,742,088

 

2,563,247,088

 

Intangible assets other than goodwill

 

1,225,648

 

1,381,864

 

Property, plant and equipment, net

 

7,186,515

 

7,350,117

 

Deferred tax assets

 

42,203,457

 

36,645,752

 

 

 

 

 

 

 

TOTAL NON-CURRENT ASSETS

 

2,790,319,642

 

2,803,259,406

 

 

 

 

 

 

 

TOTAL ASSETS

 

2,912,553,595

 

2,859,165,197

 

 

F-143



Table of Contents

 

ENERSIS S.A.

Separate Statement of Financial Position as of December 31, 2010 and 2009

(In thousands of Chilean pesos - ThCh$)

 

 

 

12-31-2010

 

12-31-2009

 

LIABILITIES AND EQUITY

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Other current financial liabilities

 

11,755,506

 

11,360,807

 

Trade and other current payables

 

63,408,992

 

48,193,308

 

Accounts payable to related companies

 

111,156,625

 

85,896,724

 

Other short-term provisions

 

14,443,439

 

10,801,883

 

Current tax liabilities

 

194,195

 

1,651,039

 

Current provisions for employee benefits

 

 

107,310

 

Other current non-financial liabilities

 

156,045

 

39,938

 

Total current liabilities other than liabilities associated with non-current assets classified as held for sale and discontinued operations

 

201,114,802

 

158,051,009

 

 

 

 

 

 

 

Liabilities associated with non-current assets classified as held for sale and discontinued operations

 

 

 

 

 

 

 

 

 

TOTAL CURRENT LIABILITIES

 

201,114,802

 

158,051,009

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

 

 

 

 

Other non-current financial liabilities

 

550,938,961

 

541,309,872

 

Deferred tax liabilities

 

2,092,367

 

2,282,936

 

Non-current provisions for employee benefits

 

5,229,738

 

4,765,781

 

 

 

 

 

 

 

TOTAL NON-CURRENT LIABILITIES

 

558,261,066

 

548,358,589

 

TOTAL LIABILITIES

 

759,375,868

 

706,409,598

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

Issued capital

 

2,824,882,835

 

2,824,882,835

 

Retained earnings

 

484,432,183

 

683,486,893

 

Share premium

 

158,759,648

 

158,759,648

 

Other reserves

 

(1,314,896,939

)

(1,514,373,777

)

 

 

 

 

 

 

Total Equity

 

2,153,177,727

 

2,152,755,599

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

2,912,553,595

 

2,859,165,197

 

 

F-144



Table of Contents

 

ENERSIS S.A.

Separate Statement of Comprehensive Income for the years ended December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

 

 

2010

 

2009

 

2008

 

STATEMENT OF COMPREHENSIVE INCOME

 

ThCh$

 

ThCh$

 

ThCh$

 

 

 

 

 

 

 

 

 

Dividends from a subsidiaries and Associates

 

249,037,939

 

204,489,046

 

238,122,146

 

Other operating income, total

 

15,184,438

 

14,987,498

 

12,857,747

 

Total Revenues

 

264,222,377

 

219,476,544

 

250,979,893

 

 

 

 

 

 

 

 

 

Raw materials and consumable used

 

(3,802,716

)

 

 

Contrinution Margin

 

260,419,661

 

219,476,544

 

250,979,893

 

 

 

 

 

 

 

 

 

Employee benefits expense

 

(16,829,950

)

(14,061,411

)

(11,476,027

)

Depreciation and amortization expense

 

(933,976

)

(1,118,649

)

(1,399,630

)

Other miscellaneous operating expenses

 

(13,734,299

)

(12,595,192

)

(17,086,178

)

Operating Income

 

228,921,436

 

191,701,292

 

221,018,058

 

 

 

 

 

 

 

 

 

Gain(Loss) on derecognition of available-for-sale financial assets

 

 

15,997,454

 

 

Financial cost

 

(30,590,442

)

(25,661,743

)

(16,366,238

)

Foreign currency exchange differences

 

(13,591,211

)

(55,209,234

)

70,497,207

 

Gain (loss) for indexed assets and liabilities

 

(12,195,357

)

12,192,704

 

(43,900,465

)

Net Income Before Tax

 

172,544,426

 

139,020,473

 

231,248,562

 

Income Tax

 

(6,031,074

)

(33,886,710

)

18,035,962

 

Net Income After Tax from Continuing Operations

 

178,575,500

 

172,907,183

 

213,212,600

 

Net Income from discontinued operations

 

 

 

 

Net Income

 

178,575,500

 

172,907,183

 

213,212,600

 

 

 

 

 

 

 

 

 

Statement of Other Comprehensive Income

 

 

 

 

 

 

 

Net Income

 

178,575,500

 

172,907,183

 

213,212,600

 

 

 

 

 

 

 

 

 

Components of other comprehensive income, before tax

 

 

 

 

 

 

 

Gains (losses) on cash flow hedge

 

1,695,814

 

(39,016,540

)

56,709,797

 

Actuarial gain (loss) on defined benefit pension plans

 

73,634

 

(974,288

)

(545,974

)

Total components of other comprehensive income, before tax

 

1,769,448

 

(39,990,828

)

56,163,823

 

 

 

 

 

 

 

 

 

Income tax relating to cash flow hedge of other comprehensive income

 

(288,289

)

6,610,405

 

(9,640,665

)

Income tax relating to defined benefit plans of other comprehensive income

 

(12,518

)

165,629

 

92,815

 

Total income tax

 

(300.807

)

6,776,034

 

(9,547,850

)

 

 

 

 

 

 

 

 

Total Other Comprehensive Income

 

1,468,641

 

(33,214,794

)

46,615,973

 

Total Comprehensive Income

 

180,044,141

 

139,692,389

 

259,828,573

 

 

F-145



Table of Contents

 

ENERSIS S.A.

Separate Statement of Changes in Equity for the years anded December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

 

 

 

 

 

 

Changes in others reserves

 

 

 

 

 

 

 

Statement of Changes in Equity, Net

 

Issued capital

 

Share
Premium

 

Reserve of
cash flow
hedge

 

Reserve of actuarial
gains or losses on
defined benefit plans

 

Other
miscellaneous
reserves

 

Other reserves

 

Retained earnings

 

Total Equity

 

Equity at beginning of period 01/01/2010

 

2,824,882,835

 

158,759,648

 

(29,727,171

)

 

(1,286,577,293

)

(1,316,304,464

)

485,417,580

 

2,152,755,599

 

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

1,407,525

 

61,116

 

 

1,468,641

 

178,575,500

 

180,044,141

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

178,575,500

 

178,575,500

 

Other comprehensive income

 

 

 

 

 

1,407,525

 

61,116

 

 

 

1,468,641

 

 

 

1,468,641

 

Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends

 

 

 

 

 

 

 

 

 

 

 

 

 

(179,622,013

)

(179,622,013

)

Increase (decrease) through transfers and other changes

 

 

 

 

 

 

 

(61,116

)

 

 

(61,116

)

61,116

 

 

Total changes in equity

 

 

 

1,407,525

 

 

 

1,407,525

 

(985,397

)

422,128

 

Endings Balance at 12/31/2010

 

2,824,882,835

 

158,759,648

 

(28,319,646

)

 

(1,286,577,293

)

(1,314,896,939

)

484,432,183

 

2,153,177,727

 

 

 

 

 

 

 

 

Changes in others reserves

 

 

 

 

 

 

 

Statement of Changes in Equity, Net

 

Issued capital

 

Share
Premium

 

Reserve of
cash flow
hedge

 

Reserve of actuarial
gains or losses on
defined benefit plans

 

Other
miscellaneous
reserves

 

Other reserves

 

Retained earnings

 

Total Equity

 

Equity at beginning of period 01/01/2009

 

2,824,882,835

 

158,759,648

 

2,678,964

 

 

(1,286,577,293

)

(1,283,898,329

)

541,249,381

 

2,240,993,535

 

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

(32,406,135

)

(808,659

)

 

(33,214,794

)

172,907,183

 

139,692,389

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

172,907,183

 

172,907,183

 

Other comprehensive income

 

 

 

 

 

(32,406,135

)

(808,659

)

 

 

(33,214,794

)

 

 

(33,214,794

)

Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends

 

 

 

 

 

 

 

 

 

 

 

 

 

(227,842,344

)

(227,842,344

)

Increase (decrease) through transfers and other changes

 

 

 

 

 

 

 

808,659

 

 

808,659

 

(896,640

)

(87,981

)

Total changes in equity

 

 

 

(32,406,135

)

 

 

(32,406,135

)

(55,831,801

)

(88,237,936

)

Endings Balance at 12/31/2009

 

2,824,882,835

 

158,759,648

 

(29,727,171

)

 

(1,286,577,293

)

(1,316,304,464

)

485,417,580

 

2,152,755,599

 

 

F-146



Table of Contents

 

ENERSIS S.A.

Separate Statement of Changes in Equity for the years anded December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

 

 

 

 

 

 

Changes in others reserves

 

 

 

 

 

 

 

Statement of Changes in Equity, Net

 

Issued capital

 

Share
Premium

 

Reserve of cash
flow hedge

 

Reserve of actuarial
gains or losses on
defined benefit plans

 

Other
miscellaneous
reserves

 

Other reserves

 

Retained earnings

 

Total Equity

 

Equity at beginning of period 01/01/2008

 

2,594,015,459

 

158,759,648

 

(44,390,168

)

 

(641,512,476

)

(685,902,644

)

153,151,727

 

2,220,024,190

 

Changes in equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

 

 

47,069,132

 

(453,159

)

 

46,615,973

 

213,212,600

 

259,828,573

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

213,212,600

 

213,212,600

 

Other comprehensive income

 

 

 

 

 

47,069,132

 

(453,159

)

 

 

46,615,973

 

 

 

46,615,973

 

Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends

 

 

 

 

 

 

 

 

 

 

 

 

 

(242,980,591

)

(242,980,591

)

Increase (decrease) through transfers and other changes

 

230,867,376

 

 

 

 

 

453,159

 

(645,064,817

)

(644,611,658

)

417,865,645

 

4,121,363

 

Total changes in equity

 

230,867,376

 

 

47,069,132

 

 

(645,064,817

)

(597,995,685

)

388,097,654

 

20,969,345

 

Endings Balance at 12/31/2008

 

2,824,882,835

 

158,759,648

 

2,678,964

 

 

(1,286,577,293

)

(1,283,898,329

)

541,249,381

 

2,240,993,535

 

 

F-147



Table of Contents

 

ENERSIS S.A.

Separate Statement of Cash Flows for the years anded December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

 

 

2010

 

2009

 

2008

 

Indirect Statement of Cash Flow

 

ThCh$

 

ThCh$

 

ThCh$

 

Cash flows from (used in) operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

178,575,500

 

172,907,183

 

213,212,600

 

 

 

 

 

 

 

 

 

Adjustments to reconcile net income

 

 

 

 

 

 

 

Dividend income

 

(244,247,700

)

(204,489,046

)

(238,122,146

)

Adjustments for income tax expense

 

(6,031,074

)

(33,886,710

)

18,035,962

 

Adjustments for depreciation and amortization expense

 

933,976

 

1,118,649

 

1,399,630

 

Loss (gain) on sales of non-current assets not held for sale

 

 

(15,997,454

)

 

Adjustments for decrease (increase) in trade accounts receivable

 

2,215,824

 

(1,420,929

)

(876,823

)

Adjustments for decrease (increase) in other operating receivables

 

6,145,572

 

32,600,464

 

(98,201,673

)

Adjustments for increase (decrease) in trade accounts payable

 

(3,043,769

)

(32,444,127

)

(11,687,332

)

Adjustments for increase (decrease) in other operating payables

 

15,155,991

 

20,146,477

 

99,787,059

 

 

 

 

 

 

 

 

 

Total adjustments to reconcile net income

 

(228,871,180

)

(234,372,676

)

(229,665,323

)

 

 

 

 

 

 

 

 

Net cash flows provided by (used in) other operating activities

 

(18,450,371

)

(15,213,356

)

18,161,775

 

Income taxes refund (paid)

 

419,096

 

629,778

 

7,470,971

 

Other inflows (outflows) of cash

 

(18,869,467

)

(15,843,134

)

10,690,804

 

 

 

 

 

 

 

 

 

Net cash flows from (used in) operating activities

 

(68,746,051

)

(76,678,849

)

1,709,052

 

 

F-148



Table of Contents

 

ENERSIS S.A.

Separate Statement of Cash Flows for the years anded December 31, 2010, 2009 and 2008

(In thousands of Chilean pesos - ThCh$)

 

Continued.

 

 

 

2010

 

2009

 

2008

 

Indirect Statement of Cash Flow 

 

ThCh$

 

ThCh$

 

ThCh$

 

Cash flows from (used in) investing activities

 

 

 

 

 

 

 

Proceeds from sales of Other Financial Assets

 

 

27,081,403

 

 

Other cash flows provided by (used in) investing activities

 

17,031,549

 

89,147,305

 

233,136,374

 

Proceeds from dividends received classified for investing purposes

 

211,194,885

 

289,576,311

 

188,653,571

 

Purchase of property, plant and equipment

 

(236,768

)

(499,384

)

(258,554

)

Investments in subsidiaries

 

 

(81,549,336

)

 

Loans to related companies

 

(821,636

)

(4,074,609

)

 

Other investment disbursements

 

(6,356,992

)

(28,801,680

)

 

Net cash flows from (used in) investing activities

 

220,811,038

 

290,880,010

 

421,531,391

 

 

 

 

 

 

 

 

 

Net Cash Flows provided by (used in) Financing Activities

 

 

 

 

 

 

 

Proceeds from loans obtained

 

 

36,500,000

 

33,500,000

 

Proceeds from loans from related companies

 

5,536,031

 

9,363,881

 

 

Repayments of borrowings

 

(1,585,498

)

(148,935,949

)

(107,794,043

)

Payments of finance lease liabilities

 

 

(7,895,140

)

(145,673,288

)

Dividends paid to Non-controlling interests

 

(59,198,027

)

(89,894,294

)

(63,603,889

)

Dividend paid to shareholders of the parent

 

(61,446,535

)

(102,539,559

)

(83,347,000

)

Net cash flows from (used in) financing activities

 

(116,694,029

)

(303,401,061

)

(366,918,220

)

 

 

 

 

 

 

 

 

Net Increase (Decrease) in Cash and Cash Equivalents

 

35,370,958

 

(89,199,900

)

56,322,223

 

 

 

 

 

 

 

 

 

Beginning balance of cash and cash equivalents, statement of cash flows

 

27,325,320

 

116,525,220

 

60,202,997

 

Ending balance of cash and cash equivalents, statement of cash flows

 

62,696,278

 

27,325,320

 

116,525,220

 

 

Additional information:

 

1. Basis of Presentation

 

Enersis S.A. (“the Parent”) is a holding company that conducts substantially all of its business operations through its subsidiaries. It is important to consider that for purposes of preparing separate financial statements under International Financial Reporting Standards, the Parent records its investments in subsidiaries and associates at its cost. Dividends received from a subsidiary and associate are recognized in profit or loss in the Parent’s separate financial statements when its right to receive such dividend is established. The information described bellow should be read in conjunction with the consolidated financial statements of Enersis S.A. . The basis of presentation and accounting principles used in the preparation of these separate financial statements are described in notes 2 and 3 of the consolidated financial statements except for notes 2.4.1, 2.4.2, 2.4.3, 2.5 and 3.c which relates to the consolidation process.

 

2. Restricted Net Assets

 

Certain assets of the Parent’s subsidiaries totaling approximately ThCh$1,629,203,369 constitute restricted net assets, as there are contractual, legal or regulatory limitations on transferring such assets outside of the countries where the respective assets are located, or because they constitute undistributed earnings of affiliates of the Parent recorded under the equity method of accounting. As of December 31, 2010 all of the restricted net assets of the Parent’s subsidiaries currently exceed 25% of the consolidated net assets of the Parent and its subsidiaries, thus requiring this Schedule I, “Condensed Financial Information of the Registrant.”

 

F-149