6-K 1 form_6k.txt FORM 6-K FECU JUNE 202 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 October 8, 2002 Glassworks of Chile ----------------------------------------------- (Translation of registrant's name into English) Hendaya N(0)60 ---------------------------------- Las Condes ---------------------------------- Santiago, Chile ---------------------------------- (Address of principal executive offices) Form 20-F | | Form 40-F [ ] --- --- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2 (b) under the securities Exchange Act of 1934. Yes No |X| --- --- CRISTALERIAS DE CHILE S.A. Material event Standarized Quarterly Financial Report CONTENTS Standarized Quarterly Financial Report for the period ended June 30, 2002. NOTES a) On August 29, 2002, Cristalerias de Chile S.A. filed with the Superintendencia de Valores y Seguros de Chile (the Chilean Superintendency of Stock Corporation and Insurance Companies) its Standarized Quarterly Financial Report (FECU) for the period ended June 30th, 2002. b) This report is a free translation from the original in Spanish. Cristalerias de Chile S.A. (THE "COMPANY") REPORT ON FORM 6-K TABLE OF CONTENTS (1) Quarterly consolidated financial statements of the Company for the quarter ended June 30, 2002. (2) Quarterly individual financial statements of the Company for the quarter ended June 30, 2002. FECU (Standardized Quarterly Financial Report) 1. IDENTIFICATION 1.01.05.00 Firm Name CRISTALERIAS DE CHILE S.A. 1.01.04.00 Company RUT 90331000-6 1.00.01.10 Starting date 1/1/2002 1.00.01.20 Closing date 6/30/2002 1.00.01.30 Type of Currency Chilean Pesos 1.00.01.40 Type of Financial Statements Consolidated 2 ASSETS 2.0 FINANCIAL STATEMENTS 2.01 BALANCE SHEET 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Consolidated
ASSETS NOTE No. 06-30-02 06-30-01 ------ -------- -------- -------- 5.11.00.00 TOTAL CURRENT ASSETS 132,038,229 121,454,079 5.11.10.10 Cash 1,434,929 2,463,718 5.11.10.20 Time deposits 40 21,391,791 34,859,003 5.11.10.30 Marketable securities (net) 4 10,379,791 3,468,043 5.11.10.40 Debtors from sales (net) 5 32,577,842 27,921,705 5.11.10.50 Documents receivable (net) 5 5,945,587 4,264,810 5.11.10.60 Sundry debtors (net) 5 1,133,399 724,660 5.11.10.70 Doc. & accts receivable 6 396,805 377,915 related Co. 5.11.10.80 Inventories (net) 7 40,003,256 34,465,980 5.11.10.90 Recoverable taxes 8 295,823 983,139 5.11.20.10 Prepaid expenses 1,155,375 802,399 5.11.20.20 Deferred taxes 8 1,424,589 1,009,189 5.11.20.30 Other current assets 10 15,899,042 10,113,518 5.11.20.40 Leasing contracts (net) 0 0 5.11.20.50 Leasing assets (net) 0 0 5.12.00.00 TOTAL FIXED ASSETS 12 130,893,468 131,374,398 5.12.10.00 Land 12 13,011,919 12,703,245 5.12.20.00 High rises & infrastructure 12 52,951,737 50,609,129 5.12.30.00 Machinery & equipment 12 128,890,093 121,185,916 5.12.40.00 Other fixed assets 12 14,833,604 13,951,158 5.12.50.00 Positive goodwill from 12 8,336,157 8,342,060 technical revaluation of fixed assets 5.12.60.00 Depreciation (minus) 12 (87,130,042) (75,417,110) 5.13.00.00 TOTAL OTHER ASSETS 141,877,741 137,620,872 5.13.10.10 Investment in related companies 14 109,353,612 111,243,039 5.13.10.20 Investment in other companies 15 1,445,645 1,574,612 5.13.10.30 Negative goodwill 16 8,875,922 10,302,694 5.13.10.40 Positive goodwill (minus) 0 0 5.13.10.50 Long-term debtors 5 206,275 144,390 5.13.10.60 Doc. & accts receivable 6 1,362 0 related Co. 5.13.10.65 Long-term deferred taxes 8 0 0 5.13.10.70 Intangibles 17 11,323,184 11,242,384 5.13.10.80 Amortization (minus) 17 (884,173) (741,400) 5.13.10.90 Other 18 11,555,914 3,855,153 5.13.20.10 Long-term leasing contracts 0 0 (net) 5.10.00.00 TOTAL ASSETS 404,809,438 390,449,349
LIABILITIES 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Consolidated
LIABILITIES NOTE No. 06-30-02 06-30-01 ----------- -------- -------- -------- 5.21.00.00 TOTAL CURRENT LIABILITIES 65,838,592 46,718,706 5.21.10.10 Short-term oblig. Banks & 19 1,005,762 2,135,489 Fin. Inst. 5.21.10.20 Short-term portion - Long-term 19 24,261,194 8,886,065 oblig. Banks & Financial Institutions 5.21.10.30 Obligations with the public 0 0 (notes) 5.21.20.40 Short-term portion oblig with 22 460,599 462,604 public 5.21.10.50 Long-term oblig. due within 1 201,701 201,194 year 5.21.10.60 Dividends payable 536,729 942,521 5.21.10.70 Accounts payable 15,394,692 11,807,442 5.21.10.80 Notes payable 3,040,323 5,488,928 5.21.10.90 Sundry creditors 500,281 403,632 5.21.20.10 Notes & accts payable related 6 1,925,800 928,314 Co. 5.21.20.20 Provisions 23 14,068,416 10,194,923 5.21.20.30 Withholdings 1,728,283 1,809,798 5.21.20.40 Income tax 0 0 5.21.20.50 Earned income 2,325,044 3,457,796 5.21.20.60 Deferred taxes 8 0 0 5.21.20.70 Other current liabilities 20 389,768 0 5.22.00.00 TOTAL LONG-TERM LIABILITIES 89,226,107 102,411,960 5.22.10.00 Oblig with Banks & Financial 21 58,517,703 71,905,665 Inst. 5.22.20.00 Long-term oblig with public 22 19,626,240 20,014,502 (bonds) 5.22.30.00 Long-term notes payable 45,968 25,969 5.22.40.00 Long-term sundry debtors 1,303,617 2,122,183 5.22.50.00 Long-term notes & accts. 6 0 0 payable related companies 5.22.60.00 Long-term provisions 23 7,140,084 7,621,181 5.22.70.00 Long-term deferred taxes 8 2,592,495 722,460 5.22.80.00 Other long-term liabilities 0 0 5.23.00.00 MINORITY INTEREST 25 35,572,764 32,546,531 5.24.00.00 TOTAL EQUITY 214,171,975 208,772,152 5. 24.10.00 Paid-in capital 27 62,863,356 62,253,624 5. 24.20.00 Reserve capital revaluation 27 377,180 933,806 5. 24.30.00 Premium in sale of own shares 27 26,955,324 26,932,687 5. 24.40.00 Other reserves 27 9,133,407 7,670,451 5. 24.50.00 Retained earnings (addition 114,842,708 110,981,584 of codes 5.24.51.00 to 5.24.56.00) 5.24.51.00 Reserve future 27 112,231,045 103,307,766 dividends 5.24.52.00 Accrued profits 27 0 0 5.24.53.00 Accrued losses 27 0 0 (minus) 5.24.54.00 Profit (loss) 27 3,571,663 9,144,215 for the year 5.24.55.00 Prov. dividends 27 (960,000) (1,377,713) (minus) 5.24.56.00 Accr. deficit dev. 27 0 (92,684) period 5.20.00.00 TOTAL LIABILITIES 404,809,438 390,449,349
4 INCOME STATEMENT 2.02 INCOME STATEMENT 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Consolidated
INCOME STATEMENT NOTE No. 06-30-02 06-30-01 ---------------- -------- -------- -------- 5.31.11.00 OPERATING RESULTS 16,454,034 12,652,508 5.31.11.10 Operating Margin 27,520,614 23,166,419 5.31.11.11 Operating income 68,791,643 65,362,179 5.31.11.12 Operating costs (minus) (41,271,029) (42,195,760) 5.31.11.20 Adm. & sales expenses (minus) (11,066,580) (10,513,911) 5.31.12.00 NON-OPERATING RESULTS (8,135,030) (1,881,589) 5.31.12.10 Interest income 1,165,203 1,510,003 5.31.12.20 Profit investments related Co. 14 70,440 441,622 5.31.12.30 Other non-operating income 28 518,510 5,410,810 5.31.12.40 Profit investments rel- Co. (-) 14 (7,525,692) (4,676,635) 5.31.12.50 Amortization neg.goodwill (-) 15 (288,529) (467,317) 5.31.12.60 Interest expenses (minus) (2,411,603) (3,729,350) 5.31.12.70 Other non-operat expenses (-) 28 (1,638,641) (917,085) 5.31.12.80 Price level restatement 29 (923,251) 200,519 5.31.12.90 Exchange differences 30 2,898,533 345,844 5.31.10.00 RESULTS BEFORE INCOME TAX 8,319,004 10,770,919 AND EXTRAORDINARY ITEMS 5.31.20.00 INCOME TAX 8 (2,726,329) (2,467,536) 5.31.30.00 EXTRAORDINARY ITEMS 30 0 1,822,561 5.31.40.00 PROFIT (LOSS) BEFORE 5,592,675 10,125,944 MINORITY INTEREST 5.31.50.00 MINORITY INTEREST 26 (2,021,012) (981,729) 5.31.00.00 NET PROFIT (LOSS) 3,571,663 9,144,215 5.32.00.00 Amortization of positive goodwill 0 0 5.30.00.00 PROFIT (LOSS) FOR THE YEAR 3,571,663 9,144,215
5 DIRECT CASH FLOW STATEMENT 2.03 CASH FLOW STATEMENT 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Consolidated
DIRECT CASH FLOW STATEMENT NOTE No. 06-30-02 06-30-01 -------------------------- -------- -------- -------- 5.41.11.00 NET FLOW FROM OP. ACT. 18,491,788 18,429,489 5.41.11.10 Collection from sales debtors 82,905,853 106,749,031 5.31.11.20 Interests received 2,215,418 2,284,706 5.31.11.30 Dividends & other distributions 129,028 213,184 funds received 5.31.11.40 Other income 33 1,667,284 254,211 5.31.11.50 Payments to suppliers & (57,672,833) (81,968,571) personnel (-) 5.31.11.60 Interest paid (minus) (1,637,453) (3,404,585) 5.31.11.70 Income tax paid (minus) (1,131,861) (2,643,963) 5.31.11.80 Other expenses 33 (1,839,016) (1,032,716) 5.31.11.90 V.A.T. & other taxes (6,144,632) (2,021,808) 5.41.12.00 CASH FLOW FINANCING ACTIVITIES (9,097,044) 10,324,314 5.41.12.05 Proceeds from share issue 0 31,608 5.41.12.10 Loans received 0 4,577,151 5.41.12.15 Obligations with the public 0 18,347,906 5.41.12.20 Secured loans from related 1,624,184 46,502 companies 5.41.12.25 Other loans from related 0 0 companies 5.41.12.30 Other financing resources 0 0 5.41.12.35 Dividends paid (minus) (7,076,866) (6,632,921) 5.41.12.40 Capital distributions (minus) 0 0 5.41.12.45 Repayment of loans (minus) (2,131,411) (5,105,953) 5.41.12.50 Payment of obligations with the (204,139) (839,966) public (-) 5.41.12.55 Repayment of secured loans from (1,308,331) (45,585) rel Co. (-) 5.41.12.60 Repayment other loans from 0 0 related Co. (-) 5.41.12.65 Share issue payment (minus) 0 0 5.41.12.70 Payment of issue publ oblig 0 0 (minus) 5.41.12.75 Other financing payments (minus) 33 (481) (54,428) 5.41.13.00 CASH FLOW FROM INVESTING ACTIVITIES (2,136,705) (36,098,004) 5.41.13.05 Sale of fixed assets 34,981 691,050 5.41.13.10 Sale of permanent investments 0 0 5.41.13.15 Sale of other investments 33 10,748,618 9,821,293 5.41.13.20 Proceeds secured loans to 0 1,370,154 related Comp. 5.41.13.25 Proceeds other loans to related 6,887 42,208 companies 5.41.13.30 Other investment income 33 2,044,677 524,544 5.41.13.35 Incorporation of fixed assets (8,962,712) (26,458,308) (minus) 5.41.13.40 Capitalized interests payment 0 0 (minus) 5.41.13.45 Permanent Investments (minus) (3,767,843) (628,827) 5.41.13.50 Investments in financial (1,538,111) (21,145,514) instruments (minus) 5.41.13.55 Other loans to related companies 0 0 (minus) 5.41.13.60 Other loans to related companies (2,672) (274,276) (minus) 5.41.13.65 Other distrib of funds on invest 33 (700,530) (40,328) activities (-) 5.41.00.00 TOTAL NET CASH FLOW FOR THE PERIOD 7,258,039 (7,344,201) 5.42.20.00 EFFECT OF INFLATION ON CASH & CASH EQUIV. 124,688 (248,407) 5.41.00.00 NET CHANGE IN & CASH EQUIVALENT 7,382,727 (7,592,608) 5.42.00.00 CASH & CASH EQUI AT BEGINNING OF PERIOD 38,002,164 28,545,949 5.43.00.00 CASH & CASH EQUIV BALANCE AT END OF PERIOD 45,384,891 20,953,341
6 INCOME STATEMENT RECONCILIATION CONCILIATION BETWEEN CASH FLOW GENERATED BY THE OPERATION'S ACTIVITIES AND THE INCOME STATEMENT FOR THE YEAR 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Consolidated
CASH FLOW - INCOME STATEMENT RECONCILIATION NOTE No. 06-30-02 06-30-01 ------------------------------------------- -------- -------- -------- 5.50.10.00 Profit (Loss) for the year 3,571,663 9,144,215 5.50.20.00 Profit (Loss) in sale of assets 5,624 (1,983,050) 5.50.20.10 (Profit) Loss in sale of fixed assets 5,624 18,662 5.50.20.20 Profit in sale of investments (minus) 0 (2,001,712) 5.50.20.30 Loss in sale of investments 0 5.50.20.40 (Profit) Loss in sale of other assets 0 5.50.30.00 Non-cash losses (gains) 15,334,820 10,585,615 5.50.30.05 Depreciation for the year 12 6,543,737 5,624,998 5.50.30.10 Amortization of intangibles 771,643 158,777 5.50.30.15 Write-offs and provisions 2,978,895 1,367,325 5.50.30.20 Accrued earnings from investments in related 14 (70,440) (441,622) companies (minus) 5.50.30.25 Accured losses from investments in related Co. 14 7,525,692 4,676,635 5.50.30.30 Negative goodwill amortization 16 288,529 467,317 5.50.30.35 Positive goodwill amortization (minus) 0 0 5.50.30.40 Price level restatement 29 923,251 (200,519) 5.50.30.45 Net exchange difference 30 (2,898,533) (345,844) 5.50.30.50 Other non-cash credits to results (minus) (762,374) (2,512,562) 5.50.30.55 Other non-cash debits to results 34,420 1,791,110 5.50.40.00 Changes in Assets affecting cash flow (incr) decreases (23,882,959) (6,304,277) 5.50.40.10 Debtors from sales (12,578,043) 2,977,911 5.50.40.20 Inventory (10,575,071) (5,233,445) 5.50.40.30 Other assets (729,845) (4,048,743) 5.50.50.00 Changes in liabilities affecting cash flow increases 21,441,628 6,005,258 (decr) 5.50.50.10 Accounts payable related to results for the 21,504,036 5,310,152 year 5.50.50.20 Interests payable 548,181 (964,765) 5.50.50.30 Income tax payable (net) 1,563,693 27,047 5.50.50.40 Other accounts payable related to non-oper (1,386,536) 1,389,880) results 5.50.50.50 VAT and other taxes payable (net) (787,746) 242,944 5.50.60.00 Profit (Loss) of minority interest 26 2,021,012 981,728 5.50.00.00 NET OPERATING CASH FLOW 18,491,788 18,429,489
7 01. REGISTRATION IN THE SECURITIES REGISTER IDENTIFICATION OF THE COMPANY AND REGISTRATION IN THE SECURITIES REGISTER The company is registered in the Securities Register under No. 061 and it is supervised by the Securities and Insurance Commission. The subsidiary S.A. Vina Santa Rita is registered in the Securities Register under number 390 of the S.V.S. (Securities and Insurance Commission). 8 02. APPLIED ACCOUNTING CRITERIA APPLIED ACCOUNTING CRITERIA a) Accounting Period These financial statements correspond to the period between January 1 and June 30 of 2002 and 2001. b) Preparation basis of financial statements: These consolidated financial statements as of June 30, 2002 and 2001 have been prepared on the basis of generally accepted accounting principles and specific norms issued by the S.V.S.; the former prevailing in case of discrepancies. c) Presentation Basis For comparison purposes, the financial statements and figures included in the disclosures for the 2001 fiscal year are presented updated according to non-accounting terms as of June 30, 2002 by 2.1%. d) Consolidation Basis The consolidated financial statements include the balances of the following subsidiaries: Cristalchile Comunicaciones S.A., Cristalchile Inversiones S.A., Ciecsa S.A. consolidated, S.A. Vina Santa Rita consolidated, and Constructora Apoger S.A. consolidated. Since the third quarter of 2001, the results of Envases CMF S.A. were not consolidated due to the reduction of Cristalchile's stake in this company from 99.99% to 50%, as expressed in note 13 The consolidated results of CIESCA includes the balances of its subsidiary Red Televisiva Megavision S.A. in which it has a 78.01% stake and Simetral S.A. in which it has a 81.5% stake as of the third quarter of 2001. The company did not consolidate with Ediciones Chiloe S.A. because of the reduction in its share of the company from 75% to 50%. The consolidated results of S.A. Vina Santa Rita includes the balances of its subsidiaries Vina Carmen S.A., in which it has a 99.9% stake in 2002 and 2000, Vina Dona Paula S.A., in which it has a 100% stake in 2002 (in 2001 it was not included in the consolidation), and Sur Andino S.A., in which it has a 100% stake in 2002 (it was created on June 30, 2001). Constructora Apoger S.A.'s includes the balances of its subsidiary Inmobiliaria Monte Azul S.A., in which it has a 99% stake. Intercompany balances, transactions, debits, and refunds were eliminated in the consolidation and has being acknowledged the shareholding of the investments minorities shown in the balance as a minority interest The subsidiary companies included in the consolidation are presented on an attached chart. e) Adjustment for Currency Devaluation (Price Level Restatement) Consolidated financial statements have been restated considering the variation in the purchasing power of the currency which occurred in the 2002 fiscal year, which was 0.6% (1.5% in 2000). 9 f) Conversion Basis Balances in foreign currency and indexed currency units have been converted to pesos at the indicated parities: 2002 2001 Ch$ Ch$ --- --- U.S. Dollar 688,05 629,00 Canadian Dollar 454,01 415,73 Pound Sterling 1052,71 888,92 Danish Crown 91,83 71,74 Swedish Crown 75,14 57,93 EURO 681,91 534,23 Unidad de Fomento 16,355.20 16,002.32 g) Marketable Securities and Time Deposits Transactions in short-term fixed income instruments (PRC) are shown at the return value of the investment, which does not exceed the market value as of June 30, 2002. Investments in stock are shown at the lowest value between the corrected cost and market value. Time deposits are shown at the value of the investment, plus adjustments and interest accrued as of the date of the fiscal year. Investments carried out by the parent company in Celulosa Arauco bonds are registered at the par value, without adjusting to the market value because there is the intention of keeping them until their long term due date. h) Inventory Inventory of finished products has been valued as of June 30, 2002 and 2001 at the direct production cost, duly updated, and raw materials and materials at the cost of the last purchase or its corrected cost. Those valuations do not exceed the net liquidation value. Inventory of foreign television programs to be exhibited are valued at the purchase cost at the exchange rate in effect at the closing of the fiscal year. Local programs are valued according to the terms of the respective contracts. Inventory at the closing of each fiscal year represents the value of the films and videos contracted and the proportion of repeats that are pending exhibition. The actual cost of the programs is charged to results as they are shown. i) Bad Debts (Non-collectable) The parent company and subsidiaries have made provision for bad debts that is deducted from debtors for sales and documents receivable. The criterion adopted to estimate them is the age of the balances. j) Fixed Assets The property in fixed assets is shown at the purchase cost plus legal and regulatory revaluations accumulated until June 30, 2002 and 2001. k) Depreciation of Fixed Assets Depreciation of these goods is calculated on updated values, according to the straight-line depreciation system, considering the estimated useful life of the goods. l) Assets in Leasing None. 10 m) Sales Transactions with Leaseback None. n) Intangibles The corrected purchase value of trademarks as well as TV channel 9 frequency are presented as intangibles. Its amortization period is 40 years. In addition the subsidiary S.A. Vina Santa Rita includes the costs for trademark registration, which are amortized in a period of their renewal. o) Investments in Related Companies Investments in stocks and rights in related companies have been valued according to the percentage of the holding that corresponds to the Company in the equity of its affiliates and subsidiaries (V.P.P.), according to procedures established for these purposes by circular 368 of the Securities and Insurance Commission. Investments abroad have been valued according to the provisions of Technical Bulletin No. 64 of the Accountants Association. p) Goodwill Amortization Goodwill amortization resulted from comparing the price paid for the investment with the proportional value that corresponds to the investment in the company's equity. Amortizations of these values are carried out in a period of twenty years. As of June 30, 2002 and 2001 there is no positive goodwill. q) Operations with repurchase and resale agreement Financial instruments acquired with a resale agreement are shown at their purchase value plus interest and adjustments accrued at the closing of the fiscal year, and they are classified in Other Current Assets, in the terms established in Circular No. 768 of the Securities and Insurance Commission. r) Obligations with public Obligations for bonds issued are shown at their face value plus adjustments and interest accrued at the closing of each fiscal year. The negative goodwill obtained compared to par value is amortized proportionally to payment or redemption of the capital installments of those bonds and the expenses for the placement of long-term bonds. s) Deferred Taxes and Income Tax The parent company and its subsidiaries has complied with deferred taxes, in accounting terms, as established in Technical Bulletin No. 60 and 71 of The Accountants Association and the norms indicated in circular 1466 of the S.V.S. Income tax is recorded in the accounting on the basis of the calculation of net taxable income determined according to norms established in the Income Tax Law. t) Severance payment The parent company has established a reserve for all of the personnel's severance payment, according to the union contracts signed with their workers. This reserve is shown at the present value of the obligation. u) Sales (Operating Income) The consolidated companies recognize operating income on an accrued basis according to generally accepted accounting principles. v) Derivative Contracts The parent company and its subsidiaries Ciecsa S.A. and S.A. Vina Santa Rita maintain futures contracts in foreign currency recorded as established in Technical Bulletin 57 of the Accountants Association of Chile. 11 w) Computer Software The parent company and S.A. Santa Rita develop computer software with their own resources and they also acquires computer packages from third parties. Disbursements due to their own development are charged to results as they are generated. Computer packages are recorded in Fixed Assets and amortized in 36 months by the parent company and in 48 months by the subsidiary S.A. Vina Santa Rita. x) Research and development expenses The companies do not show any expenses in this item. y) Cash flow statement: According to current regulations of the Securities and Insurance Commission and the Accountants Association of Chile, in preparing the cash flow statement, the Company has considered time deposits and deposits with maturities under 90 days as cash. Such cash flows related to the Company's line of business, interest paid, interest income received, dividends received, and all such that is not defined as investment or Financing is included under the heading "Flow Originating in Activities of the Operation." Disbursements originating in time deposits and deposits with maturities over 90 days have been classified in the item "Investments in Financial Instruments." 12 CRISTALERIAS DE CHILE S.A. NOTE 2 - ACCOUNTING CRITERIA USED - COMPANIES INCLUDED IN THE CONSOLIDATED REPORT
Percentage of Shareholding -------------------------- R.U.T. Company Name 06.30.2002 06.30.2001 ------ ------------ ---------- ---------- Direct Indirect Total Total ------ -------- ----- ----- 96.721.580-5 Cristalchile Comunicaciones S.A. 99.9980 0.0000 99.9980 99.9980 96.767.580-6 Constructora Apoger S.A. 80.0000 0.0000 80.0000 80.0000 96.608.270-4 Ciecsa S.A. 98.2100 0.0000 98.2100 98.0700 86.547.900-K S.A. Vina Santa Rita 54.1000 0.0000 54.1000 54.1000 96.972.440-5 Cristalchile Inversiones S.A. 99.9900 0.0100 100.0000 0.0000
13 03. ACCOUNTING CHANGES As of June 30, 2002 and 2001, there have not been any changes in the accounting criteria applied that affect the consolidated financial statements. 14 04. MARKETABLE SECURITIES As of June 30 2002, investments in stocks in the amount of Th Ch$ 3,644,054 investments in fixed rate mutual funds in the amount of Th US$ 6,521,246 , investments in mutual funds in the amount of Th Ch$ 23,753 and Th US$ 190,738 for interests accrued in long-term bonds. As of June 30, 2001, the investment in Central Bank PRC in the amount of Th Ch$153,810, Th Ch$3,275,641 in stocks and Th Ch$38.592 in mutual funds are included in this item. CRISTALERIAS DE CHILE S.A. NOTE 4 -MARKETABLE SECURITIES- BALANCE COMPOSITION
Type of Security Book Value ---------------- ---------- 06-30-2002 06-30-2001 ---------- ---------- Shares 3,644,054 3,275,641 Bonds 190,738 0 Shares in mutual funds 6,544,999 38,592 Shares in investment funds 0 0 Public tender notes 0 153,810 Mortgage bonds 0 0 Total Marketable Securities 10,379,791 3,468,043
15 CRISTALERIAS DE CHILE S.A. NOTE 4 - MARKETABLE SECURITIES - SHARES
Unit Market Number of Participation Market Investment Corrected R.U.T. Company Name Shares Percentage Value Value Cost ------ ------------ ------ ---------- ----- ----- ---- 96.512.200-1 Bodegas y Vinedos Santa Emiliana S.A 59,627,851 9.3690 101 6,022,413 3,644,054 Value Investment Portfolio 6,022,413 3,644,054 Adjustment Provision 0 Book value, Investment Portfolio 3,644,054
16 CRISTALERIAS DE CHILE S.A. NOTE 4 - MARKETABLE SECURITIES - FIXED INTEREST INSTRUMENTS
Capital Placed Interests Accrued Current Placement Date Annual -------------- ----------------- ----------------- Institution Starting Maturity Rate US$ M$ US$ M$ US$ M$ ----------- -------- -------- ------ --- -- --- -- --- -- JP MORGAN AL 01.01.2002 07.30.2002 1.70 9,458,036 6,507,602 19,830 13,644 9,477,866 6,521,246 Total 6,521,246
17 05. SHORT-TERM AND LONG-TERM DEBTORS As of June 30, 2002 and 2001, there are balances short-term debtors in the amount of Th Ch$32,577,842 (Th Ch$27,921,705 in 2001). The bad debt reserve of Th Ch$735,271 in 2002 (Th Ch$389,839 in 2001) is shown deducting the balances of Debtors from Sales and Documents receivable. The balances of Short-term Debtors are shown net of Customer Advance Payments. Also, there is a balance of Th Ch$206,275 in Long Term Debtors in 2002 (Th 144,390 in 2001). 18 CRISTALERIAS DE CHILE S.A. NOTE 5 -SHORT AND LONG TERM DEBTORS
Current Assets -------------- Over 90 days Item Up to 90 days up to 1 year Subtotal Total Current (net) ---- ------------- ------------ -------- ------------------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ---------- ---------- ---------- ---------- ---------- ---------- Debts from Sales 31,733,348 24,636,660 1,383,407 3,285,045 33,116,755 32,577,842 27,921,705 Estimate of bad debtors - - - - 538,913 0 0 Documents receivable 5,632,183 4,225,877 509,762 38,933 6,141,945 5,945,587 4,264,810 Estimate of bad debtors - - - - 196,358 0 0 Misc. Debtors 1,127,902 684,944 5,497 39,716 1,133,399 1,133,399 724,660 Estimate of bad debtors - - - - - 0 0 Total Long Term Debtors
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Item Long Term ---- --------- 06-30-2002 06-30-2001 ---------- ---------- Debts from Sales 0 Estimate of bad debtors 0 Documents receivable 0 Estimate of bad debtors 0 Misc. Debtors 206,275 144,390 Estimate of bad debtors 0 0 206,275 144,390
19 06. BALANCES AND TRANSACTIONS WITH RELATED ENTITIES Balances receivable in the Short-Term as of June 30, 2002 that total Th Ch$ 396,805 (Th Ch$377,915 in 2001) correspond mainly to a loan granted by the subsidiary Ciecsa to Editorial Zig Zag for Th Ch$264,798 including interests, with maturity on 09-30-2002 at an annual interest rate of 6% and advertising sold by Red Televisiva Megavision S.A. to Editorial Zig-Zag for Th Ch$3,933 and to Metropolis Intercom for Th Ch$34,114 , the balance correspond for invoicing receivable Th Ch$93,960. Balances payable in the short term totaling Th Ch$1,925,800 in 2002 (Th Ch$928,314 in 2001) correspond mainly to Th Ch$1,200,647 for transactions made by Red Televisiva with Televisa Internacional S.A. de C.V., the balance corresponds to commercial transactions under 90 days for Th Ch$224,239, and dividends payable to Majority shareholder for Th Ch$ 500,914. In 2002 there are a balance for invoicing Ch Th$1,362 an in 2001 there are no Long-term Accounts Receivable recorded in 2002 and 2001. 20 CRISTALERIAS DE CHILE S.A. NOTE 6 - BALANCE AND TRANSACTIONS WITH RELATED COMPANIES DOCUMENTS AND ACCOUNTS RECEIVABLE
R.U.T. Company Short Term Long Term ------ ------- ---------- --------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ---------- ---------- ---------- ---------- 90.684.000-6 Editorial Zig-Zag S.A. 268,731 306,345 0 0 89.150.900-6 Vina Los Vascos S.A. 81,091 28,037 0 0 90.320.000-6 Cia. Electro Metalurgica S.A. 221 197 0 0 0-E Rayen Cura SAIC 183 7,599 0 0 96.539.380-3 Ediciones Financieras S.A. 1,771 0 0 0 96.793.770-3 Ediciones Chiloe S.A.0 0 0 1,362 0 79.753.810-8 Claro y Cia. 274 266 0 0 96.787.775-1 Metropolis Intercom S.A. 43,768 22,928 0 0 0-E Televisa S.A. 0 7,376 0 0 83.032.100-4 Serv. Y Consultorias Hendaya S.A. 0 493 0 0 95.819.000-K Costanera S.A. 0 2,699 0 0 90.160.000-7 Sudamericana de Vapores S.A. 104 1,800 0 0 77.658.870-9 Marketing Meter Ltda. 662 0 0 0 86.881.400-4 Envases CMF S.A. 0 175 0 0 Total 396,805 377,915 1,362 0
21 CRISTALERIAS DE CHILE S.A. NOTE 6 - BALANCES AND TRANSACTIONS WITH RELATED COMPANIES DOCUMENTS AND ACCOUNTS PAYABLE
R.U.T. Company Short Term Long Term ------ ------- ---------- --------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ---------- ---------- ---------- ---------- 78.619.370-2 Cordillera Comunicaciones Ltda. 0 196,951 0 0 89.150.900-6 Vina Los Vascos S.A. 3,389 0 0 0 79.753.810-8 Claro y Cia. 41,501 237 0 0 90.160.000-7 Cia. Sudamericana de Vapores S.A. 11,563 4,905 0 0 90.320.000-6 Cia. Electro Metalurgica S.A. 326,700 466,985 0 0 83.032.100-4 Serv. Y Consultorias Hendaya S.A. 85,826 121,772 0 0 86.881.400-4 Envases CMF S.A. 166,434 3,769 0 0 0-E Televisa Internacional S.A. De C.V. 1,200,647 0 0 0 83.628.100-4 Sonda S.A. 0 6,925 0 0 86.775.600-1 Inversiones Bayona S.A. 88,688 126,770 0 0 77.658.870-9 Marketing Meter Ltda. 1,052 0 0 0 Total 1,925,800 928,314 0 0
22 CRISTALERIAS DE CHILE S.A. NOTE 6 - BALANCES AND TRANSACTIONS WITH RELATED COMPANIES TRANSACTIONS
Company R.U.T. Relationship Description of Transaction ------- ------ ------------ -------------------------- Serv. Y Consultorias Hendaya S.A. 83.032.100-4 Majority shareholder Services received - Products sold - Dividends paid - Services supplied - Payment for own account - Services rendered Cia. Sud-Americana de Vapores S.A. 90.160.000-7 Indirect affiliate Advertising sold - Products sold - Freight services - Advertising hired - Subscription sales Inversiones Pocuro Ltda.. 79.770.040-1 Indirect affiliate Subscription sales Vina Los Vascos S.A. 89.150.900-6 Indirect affiliate Direct sales - Materials purchased Inversiones Bayona S.A. 86.755.600-1 Majority shareholder Dividends paid Navarino S.A. 96.566.900-0 Indirect affiliate Services supplied Indesa S.A. 92.892.000-3 Same Parent Subscription sales Maritima de Inversiones S.A. 94.660.000-3 Indirect affiliate Advertising sold Claro y Cia. 79.753.810-8 With the president Advice received - Products sold Quemchi S.A. 96.640.360-8 Indirect affiliate Services rendered Loans granted Loans repaid Interests CAP S.A. 91.297.000-0 Affiliate Advertising sold Rayen Cura S.A.I.C. 0-E Indirect affiliate Direct sales Forus S.A. 86.963.200-7 Affiliate Advertising hired Services purchased Televisa Internacional S.A.C.V 0-E Affiliate Purchase of exhibition material Sonda S.A. 83.628.100-4 Shareholder in Subscription sales affiliate Services purchased Advertising sold Envases CMF S.A. 86.881.400-4 Indirect affiliate Materials purchased Interests Adjustments
06-30-2002 06-30-2001 ---------- ---------- Effect on Effect on Company Description of Transaction Amount Outcome Amount Outcome ------- -------------------------- ------ ------- ------ ------- Serv. Y Consultorias Hendaya S.A. Services received 629,530 -629,530 558,168 -558,168 Products sold 100 28 3,340 9 Dividends paid 545,786 0 525,182 0 Services supplied 9,660 9,660 10,896 10,267 Payment for own account 27,612 -27,612 27,724 -27,724 Services rendered 287 -287 41,825 -41,825 Cia. Sud-Americana de Vapores S.A. Advertising sold 0 0 459 459 Products sold 5,088 860 7,029 1,271 Freight services 30,102 -17,837 341,702 -21,218 Advertising hired 26,667 26,667 0 0 Subscription sales 0 0 737 737 Inversiones Pocuro Ltda.. Subscription sales 0 0 87 87 Vina Los Vascos S.A. Direct sales 234,654 58,026 111,990 30,686 Materials purchased 16,238 0 19,629 0 Inversiones Bayona S.A. Dividends paid 568,195 0 546,744 0 Navarino S.A. Services supplied 4,874 4,874 4,849 4,849 Indesa S.A. Subscription sales 0 0 210 210 Maritima de Inversiones S.A. Advertising sold 0 0 172 172 Claro y Cia. Advice received 105,395 -105,395 71,183 -71,183 Products sold 474 131 565 155 Quemchi S.A. Services rendered 4,874 4,874 4,849 4,849 Loans granted 0 0 51,050 0 Loans repaid 0 0 51,050 0 Interests 0 0 155 155 CAP S.A. Advertising sold 0 0 2,553 2,553 Rayen Cura S.A.I.C. Direct sales 183 0 22,085 7,119 Forus S.A. Advertising hired 78,536 78,536 0 0 Services purchased 2,036 -2,036 0 0 Televisa Internacional S.A.C.V Purchase of exhibition material 1,152,194 -1,152,194 0 0 Sonda S.A. Subscription sales 0 0 147 147 Services purchased 0 0 7,360 -7,360 Advertising sold 0 0 1,319 1,319 Envases CMF S.A. Materials purchased 161,707 0 3,194 0 Interests 0 0 40,951 40,951 Adjustments 0 0 19,851 19,851
23
Company R.U.T. Relationship ------- ------ ------------ Cia. Electro Metalurgica S.A. 90.320.000-6 Majority shareholder Inmobiliaria Don Alberto S.A. 96.826.870-8 Indirect affiliate Metropolis Intercom S.A. 96.787.750-6 Indirect affiliate
06-30-2002 06-30-2001 ---------- ---------- Effect on Effect on Company Description of Transaction Amount Outcome Amount Outcome ------- -------------------------- ------ ------- ------ ------- Products sold 95 26 68 18 Loans repaid 0 0 1,271,447 0 Finance Distributed 0 0 510,394 0 Cia. Electro Metalurgica S.A. Dividends paid 2,093,058 0 2,014,040 0 Advertising sold 0 0 2,538 -2,538 Products sold 496 71 1,257 301 Materials purchased 823 0 1,047 0 Inmobiliaria Don Alberto S.A. Adjustments 0 0 962 962 Return of Distributed 0 0 43,073 0 Profits distributed 0 0 12,525 0 Metropolis Intercom S.A. Advertising Services 11,581 -11,581 923 -923 Payment for own account 3,533 0 778 0 Advertising sold 0 0 84,288 94,288 Subscription sales 0 0 9,176 9,176 Products sold 4,933 1,347 6,594 -1,2816 Advertising hired 157,533 157,533 84,288 84,288
24 07. INVENTORY An itemized list of inventory, valued according to note 2 h), is presented on an attached chart. CRISTALERIAS DE CHILE S.A. NOTE 7 - INVENTORY (Consolidated)
2002 2001 Th Ch$ Th Ch$ ------ ------ Finished Products * Cristalerias de Chile S.A. 2,598,562 2,934,424 * S.A. Vina Santa Rita 5,044,758 4,689,642 Subtotal Finished Products 7,643,320 7,624,066 Raw Materials and Fuel * Cristalerias de Chile S.A. 1,812,791 1,294,982 * S.A. Vina Santa Rita 24,873,922 19,215,231 Subtotal Raw Materials and Fuel 26,686,713 20,510,213 Supply Materials and Parts * Cristalerias de Chile S.A. 1,048,374 1,201,989 * S.A. Vina Santa Rita 1,421,561 1,308,261 Subtotal Supply Materials and Parts 2,469,935 2,510,250 Materials in Transit 652,083 1,160,914 Red Televisiva Megavision S.A. (CIECSA S.A.) * Foreign, taped, for broadcast 2,376,726 2,434,649 * Domestic programming, to be broadcast 174,479 225,888 2,551,205 2,660,537 Total 40,003,256 34,465,980
25 08. DEFERRED TAXES AND INCOME TAXES A) DEFERRED TAXES. Accumulated balances of deferred taxes for temporary differences, and their composition in the income tax account for effects of fiscal year results and recognition of deferred taxes, are presented on the attached charts. Amortization periods of deferred taxes have been estimated on average at 1.8 years for Short-Term Assets, 4.1 years for Long-Term Assets, and 14.4 years for Long-term Liabilities. B) INCOME TAX The parent company and its subsidiary S.A. Vina Santa Rita, made tax provisions of 16% of taxable income in 2002 (15% in 2001) subject to the First Category and 35% for the Single Income Tax under Art. 21, for the 2002 and 2001 fiscal years. The other consolidated subsidiaries maintain negative taxable incomes and therefore have not provisioned for this concept. Credits against taxes are shown deducting the payable obligation. The itemized list is the following:
2002 2001 Th Ch$ Th Ch$ ------ ------ Fiscal year income tax reserve (2,252,670) (2,260,341) Single tax reserve (4,729) (4,978) --------- ---------- SUB TOTAL (2,257,399) (2,265,319) Credits: Deferred Fixed Assets 3,744 0 Monthly reserve payments 2,008,765 2,273,932 Training expenditures 28,858 37,034 Donations 939 14,864 --------- -------- CREDIT SUB TOTAL 2,042,306 2,325,830 Income Tax to be Recovered (215,093) 60,511 26 Other Taxes to be recovered: VAT Fiscal Credit 275,279 743,743 Income tax credit, previous year 235,637 178,885 TOTAL TAXES TO BE --------- --------- RECOVERED 295,823 983.139
C) TAXABLE PROFIT FUND The parent company showed the following taxable profits to be distributed:
Generated as of 12.31.1983: 2002 Th Ch$ 2001 Th Ch$ --------------------------- ----------- ----------- Profits adjustment 1,854,413 1,854,413 Generated since 01.01.1984: Without Credit 1,012,116 8,408 With 10% First Category Credit 79,860 79,773 With 15% First category Credit 92,897,950 95,997,214 With 15% Additional rate Credit 720 720 720With 16% First Category Credit 10,050,905 0 ----------- ---------- SUB-TOTAL TAX PROFITS 104,041,551 96,086,115 Non-income revenues 6,611,407 6,604,151 ----------- ---------- TOTAL RETAINED EARNINGS 110,652,958 102,690,266
27 CRISTALERIAS DE CHILE S.A. NOTE 8 - DEFERRED TAXES AND INCOME TAX
DEFERRED TAXES 06-30-2002 ---------- Asset Deferred Tax Liability Deferred Tax ------------------ ---------------------- Item Short term Long Term Short Term Long Term ---- ---------- --------- ---------- --------- Temporary Differences Reserve non-collectable accounts 119,185 0 0 0 Prepaid Income 395,257 0 0 0 Vacation provision 129,043 0 0 0 Intangible Amortization 0 0 0 0 Leased assets 0 0 0 0 Manufacturing expenses 0 0 0 0 Depreciations fixed assets 0 0 0 7,590,955 Severance payments 1,381 26,241 0 0 Other events 0 0 0 0 Packaging reserve 157,117 0 0 0 Machinery repair provision 196,275 0 0 0 Furnace repair provision 187,150 592,154 0 0 Stock obsolescence provision 41,077 0 0 0 Spare parts obsolescence provision 94,005 0 0 0 Negative Goodwill Amortization- bonds 47,366 0 0 0 Amortization commercial brands 263,767 0 0 0 Deferred customs duties 7,354 0 0 156,011 Accumulated depreciation automobiles 0 10,896 0 0 Non realized profits, related companies 40,634 1,829 0 0 Other provisions 119,933 97,597 0 13,592 Prepaid expenses 0 0 194,020 0 Lower value sale of bonds 0 0 0 214,286 Direct labor 8,671 0 0 0 Fixed assets, molds 0 0 0 271,323 Banking reserve 11,443 0 0 0 Tax losses 0 4,971,946 0 0 Deferred futures profits 0 0 0 0 Others Supplementary accounts-net of amort. 201,049 4,309,529 0 4,262,538 Valuation provision 0 0 Total 1,618,609 1,391,134 194,020 3,983,629
06-30-2001 ---------- Asset Deferred Tax Liability Deferred Tax ------------------ ---------------------- Item Short Term Long Term Short Term Long Term ---- ---------- --------- ---------- --------- Temporary Differences Reserve non-collectable accounts 58,553 0 0 0 Prepaid Income 518,670 0 0 0 Vacation provision 123,650 0 0 0 Intangible Amortization 0 0 0 0 Leased assets 0 0 0 0 Manufacturing expenses 0 0 173,233 0 Depreciations fixed assets 0 0 0 5,889,607 Severance payments 1,592 30,252 0 0 Other events 1,227 0 0 0 Packaging reserve 180,891 0 0 0 Machinery repair provision 50,998 0 0 0 Furnace repair provision 0 611,663 0 0 Stock obsolescence provision 29,074 0 0 0 Spare parts obsolescence provision 95,106 0 0 0 Negative Goodwill Amortization- bonds 22,303 0 0 0 Amortization commercial brands 212,669 0 0 0 Deferred customs duties 12,760 0 0 0 Accumulated depreciation automobiles 0 5,696 0 0 Non realized profits, related companies 3,157 13,453 0 0 Other provisions 52,814 112,539 1,518 9,823 Prepaid expenses 0 0 11,776 0 Lower value sale of bonds 0 0 0 0 Direct labor 4,345 0 0 0 Fixed assets, molds 0 0 0 140,937 Banking reserve 13,969 0 0 0 Tax losses 345,257 4,360,918 0 0 Deferred futures profits 0 0 0 0 Others Supplementary accounts-net of amort. 664,049 3,959,380 132,730 4,142,766 Valuation provision 0 0 Total 1,062,986 1,175,141 53,797 1,897,601
28 CRISTALERIAS DE CHILE S.A. NOTE 8 - DEFERRED TAXES AND INCOME TAX INCOME TAX
06-30-2002 06-30-2001 Th Ch$ Th Ch$ ------ ------ Current tax expense (tax provision) -2,257,399 -2,265,319 Adjustment tax expense (previous year) 0 -125,714 Effects from assets or liabilities, deferred year's tax -434,449 -90,034 Tax benefit from tax losses 0 69,193 Effect of amortiz. of supplementary accounts for deferred assets and liabilities -34,713 -55,662 Effect on assets or liabilities from deferred tax from changes in assessment provision 0 0 Other charges or credits to the account 232 0 Total -2,726,329 -2,467,536
29 09. CONTRACT OF LEASING SHORT AND LONG TERM AND FIXED ASSETS FOR LEASING As of June 30, 2002, there are not any items included under this heading. 30 10. OTHER CURRENT ASSETS As of June 30, 2002, the investment in financial instruments are included with resale agreements for Th Ch$15,822,432 value by note 2 q), deferre expenses for bonds investment for Th Ch$37.758 , Th Ch$27,816 for cash reserve and the balance Th Ch$11,036 for Future Contracts. In June 2001 there was a balance of Th Ch$4,392,178 for investments in Financial Institutions with resale agreement, a balance of Th Ch$5,693,400 for Future Contracts and Th Ch$27,940 for cash reserve. 31 11. INFORMATION ON OPERATIONS INVOLVING PURCHASE AGREEMENTS, SALES AGREEMENTS, SALE WITH REPURCHASE AGREEMENT, AND PURCHASE WITH RESALE AGREEMENT OF TITLES OR MOVABLE SECURITIES Information about these transactions is presented in attached charts. 32 CRISTALERIAS DE CHILE S.A. NOTE 11 - INFORMATION ON PURCHASE COMMITMENT, SALE COMMITMENT, SALE WITH REPURCHASE AGREEMENTS AND PURCHASE WITH RESALE AGREEMENTS OPERATIONS OF TITLES AND REAL ESTATE SECURITIES PURCHASE (CV) AND SALE (CV) COMMITMENT OPERATIONS
Dates ----- Original Price Final Code Start End Counterpart Currency Set Rate Value Instrument Market Value ---- ----- --- ----------- -------- --- ---- ----- ---------- ------------ CRV 06.24.2002 07.01.2002 BCI Pesos 1,000,000 0.33 1,000,770 PDBC 1,000,660 CRV 06.10.2002 07.01.2002 Banco Chile Pesos 4,000,000 0.35 4,009,800 PDBC-PRD 4.009.333 CRV 05.31.2002 07.05.2002 Banco Chile Pesos 1,400,000 0.39 1,406,288 PRD 1,405,390 CRV 05.28.2002 07.02.2002 Banco Chile Dollars 2,032,670 2.05 2,137,206 PRD 2,136,963 CRV 05.29.2002 07.29.2002 Banco Chile Dollars 1,630,510 2.10 1,715,237 PRD 1,712,347 CRV 05.21.2002 07.01.2002 Banco Chile Dollars 294,498 2.05 310,169 PRD 310,152 CRV 06.03.2002 07.08.2002 Banco Chile Dollars 354,186 2.05 372,288 PRD 372,118 CRV 06.12.2002 07.22.2002 Banco Chile Dollars 790,695 2.05 822,163 PRD 821,150 CRV 06.17.2002 07.23.2002 Banco Chile Dollars 401,052 2.00 413,656 PRD 413,128 CRV 06.27.2002 08.26.2002 Banco Chile Dollars 295,798 2.05 289,968 PRD 289,030 CRV 06.28.2002 08.22.2002 Banco Chile Dollars 1,128,371 2.05 1,116,377 PRD 1,113,018 CRV 06.28.2002 07.09.2002 Banco Chile Dollars 209,286 2.00 206,541 PRD 206,438 CRV 02.19.2002 07.29.2002 Scotiabank Pesos 300,000 0.33 301,320 PRBC 300,396 CRV 06.26.2002 08.28.2002 Scotiabank Pesos 250,000 0.31 251,628 PRBC 250,129 CRV 06.27.2002 07.19.2002 Scotiabank Pesos 150,000 0.36 150,396 PRBC 150,072 CRV 06.27.2002 07.04.2002 Scotiabank Pesos 243,250 1.10 240,869 PRBC 240,847 CRV 06.28.2002 07.05.2002 JP Morgan Chase Bank Pesos 916,000 0.34 916,727 PRBC 916,208 CRV 06.27.2002 07.01.2002 Santiago C.B. Pesos 175,000 0.30 175,070 PDBC-DPF 175,053 CERO BANCO
33 12. FIXED ASSETS Fixed Assets: The Fixed Assets are shown at purchase cost plus the legal and regulatory revaluations accumulated as of June 30, 2002 and 2001. The items that make up the Company's fixed assets as of June 30, 2002 and 2001 include mainly Land, Industrial Constructions, Infrastructure Works, Machinery, and Equipment distributed between the Padre Hurtado, Alto Jahuel and San Sebastian plants. Technical Reappraisal and Adjustment of Accounting Values The parent company carried out a technical reappraisal of its fixed assets in 1979. In June 1986 it also adjusted the assets. Both operations were carried out according to the provisions established in Circular Letters No. 1529 and No. 550 respectively of the Securities and Insurance Commission. The effects of these operations, including write-offs of property, are shown on the attached chart. Depreciations The charge against results for this item is Th Ch$6,543,737 in 2002 and Th Ch$5,624,998 in 2001. The detail is shown on an attached chart. 34 CRISTALERIAS DE CHILE S.A. AND SUBSIDIARIES NOTE 12 - FIXED ASSETS
2002 2001 ThCh$ Th Ch$ ----- ------ Land Land 13,011,919 12,703,245 Mining Properties 0 Subtotal Lands 13,011,919 12,703,245 Depreciation Mining Property Accumulated (13,712) Fiscal year 0 Subtotal Depreciation 0 (13,712) Subtotal Land 13,011,919 12,689,533 Buildings and Infrastructure Projects Hi rises and industrial buildings 30,155,025 27,332,854 Installations 22,771,363 23,250,946 Residences 25,349 25,329 52,951,737 50,609,129 Depreciations Accumulated (15,137,982) (12,910,160) Fiscal year (1,183,941) (1,041,681) Subtotal Depreciations (16,321,923) (13,951,841) Subtotal Constructions and Projects 36,629,814 36,657,288 Machinery and Equipment Machinery 88,033,447 82,153,840 Furnaces 36,569,855 34,655,618 Furniture and Furnishings 2,021,483 3,032,662 Rolling Stock 1,566,858 750,050 Tools 698,450 593,746 Subtotal 128,890,093 121,185,916 Depreciations Accumulated (59,010,483) (50,629,886) Fiscal year (5,258,943) (4,428,286) Subtotal Depreciations (64,269,426) (55,058,172) Subtotal Machinery and Equipment 64,620,667 66,127,744 Other Fixed Assets Spare parts 4,978,225 5,441,762 Imports in transit 58,609 613,195 Work in progress 7,013,563 5,124,032 Lots in Pirque and Leyda 459,342 458,956 Deferred Customs Duties 477,798 569,067 Packages and Bundling 227,940 227,749 Other 1,618,127 1,516,397 Subtotal Other Assets 14,833,604 13,951,158 Depreciations 0 0 Accumulated 0 0 Fiscal year 0 0 Subtotal Depreciations 14,833,604 13,951,158 Total Fixed Assets 209,687,353 198,449,448 Total Accrued Depreciation (74,148,465) (63,553,758) Total Depreciation for the Year (6,442,884) (5,469,966) Total Net Fixed Assets 129,096,004 129,425,724
TECHNICAL REVALUATION AND ADJUSTMENT TO ACCOUNTING VALUES
2002 2001 Th Ch$ Th Ch$ ------ ------ Land Land 302,442 302,060 Subtotal net land and mining properties 302,442 302,060 Buildings and Infrastructure Projects Hi rises and industrial buildings 6,046,285 5,986,472 Installations 428,896 428,536 Subtotal Buildings 6,475,181 6,415,008 Depreciation: Previous period accumulated (4,879,306) (4,673,671) Fiscal year (100,853) (100,769) Subtotal depreciation (4,980,159) (4,774,440) Subtotal Net Buildings 1,495,022 1,640,568 Machinery and Equipment Furnaces 511,862 556,068 Machinery 979,760 1,002,437 Tools 52,866 52,821 Furniture and Furnishings 14,046 14,032 Subtotal Machinery and Equipment 1,558,534 1,625,358 Depreciation: Previous Period Accumulated (1,558,534) (1,564,683) Fiscal Year (54,263) Subtotal depreciation (1,558,534) (1,618,946) Subtotal Machinery and Equipment 0 6,412 TOTAL REVALUED ASSETS 8,336,157 8,342,426 TOTAL ACCUMULATED DEPRECIATION (6,437,840) (6,238,354) TOTAL DEPRECIATION OF THE PERIOD (100,853) (155,032) NET TOTAL 1,797,464 1,949,040
36 13. SALES TRANSACTIONS WITH LEASEBACK These type of transactions were not carried out as of June 30, 2002 and 2001. 37 14. INVESTMENTS IN RELATED COMPANIES The Corporation has valued its investments in related companies according to rules indicated in note 2 o). S.A. VINA SANTA RITA CONSOLIDATED Sur Andino S.A. Sur Andino S.A. was created on March 1, 2001 with a capital of Th$ 10,000 and 1,000 shaers. The corporation belongs 99.9% to Vina Carmen S.A. and 0.1% to S.A. Vina Santa Rita. CIECSA S.A. CONSOLIDATED Simetral S.A In the Special Shareholders' Meeting of July 23, 2001, the shareholders of Simetral S.A., agreed to increase the company's capital of Th Ch$284,044 divided into 1,000,000 shares to Th Ch$414,044 divided into 1,457,676 shares, by issuing 457,676 shares at a value of $284.0437 each one. Ciecsa S.A. subscribed and paid in 373,006 shares of this issue on August 28, 2001 for a value of Th Ch$105,950 (historic) thereby maintaining its share of 81.5% of Simetral S.A.'s equity. As of June 30, 2002, the investment in this subsidiary (Simetral S.A.) was consolidated since the company started operating as of January 1, 2002 was still in a development stage. EDICIONES FINANCIERAS S.A. On September 27, 2001, 523 shares of Ediciones Financieras S.A. were sold to Recoletos Chile Limitada, generating a profit of Ch$161 million. On the other hand, Ciecsa S.A. contributed 523 shares of Ediciones Financieras S.A. to Ediciones Chiloe S.A., which generated a unrealized profit of Th Ch$160,697 to be amortized in 10 years. With the sale of 523 shares of Ediciones Financieras S.A. to Recoletos Chile Ltda. and the contribution of 523 shares to Ediciones Chiloe S.A., Ciecsa S.A. has been left without any direct share of Ediciones Financieras S.A. EDICIONES CHILOE S.A. Ciecsa sold 443,731 shares of Ediciones Chiloe S.A. to Recoletos Chile Ltda. on September 27, 2001, whereby its stake in the company rose to 50%. This sale generated profits of $567,5 million, plus the acknowledgement of a non realized profit of $47,5 million as a result of having lowered the share in that company from 75% to 50%. Likewise, in the Special Shareholders' Meeting held on September 27, 2001, the shareholders of Ediciones Chiloe S.A., agreed to increase the capital by Th $684,308 by issuing 1,500,395 shares, which were subscribed by Ciecsa S.A. and Recoletos Chile Ltda. Of this issue 1,279,013 shares equivalent to Th Ch$583,339 were paid by contributing 1,046 shares of Ediciones Financieras S.A. valued at Th Ch$421,551 and the capitalization of loans for Th Ch$ 161,788 that the shareholders had granted the company. Payment of 221,382 shares is pending whose value totals Th Ch$100,969 that will be paid within a period of three years. On February 4, 2002, the partners of Ediciones Chiloe agreed to pay the 86,352 shares already subscribed. The subsidiary Ciecsa paid Th Ch$ 19,859 equivalent to 43,176 shares, raising its stake to 50%. ENVASES CMF S.A. A Special Shareholders' Meeting of Crowpla Reicolite S.A. was held on June 29, 2001, where it was agreed to increase the company's capital to Th Ch$26,220,315 divided into 56,000 shares, through the capitalization of Th Ch$1,755,219 from the Revaluation Fund and Retained Earnings and the emission of 29,000 cash shares equivalent to Th Ch$15,648,300. Of this issue, Andina Inversiones Societarias S.A. subscribed and paid for 28,000 shares valued at Th Ch$15,149,749. 38 On its part, Cristalerias de Chile S.A., subscribed and paid for 1000 shares valued at Th Ch$498,552. With these operations, Cristalerias de Chile S.A.'s share rose to 28,000 shares, which represent 50% of the company's equity. This association, which implied a reduction of the percentage share of Cristalchile in the equity of Crowpla-Reicolite S.A., as of June 30, 2001, resulted in a positive variation of the VPP of Th Ch$2,001,714, which was included in Other Non-Operating Income. During November 2001, the company changed its firm name to Envases CMF S.A. INVESTMENTS ABROAD RAYEN CURA S.A.I.C. As of December 28, 2001, the parent company sold its subsidiary CristalChile Inversiones S.A., the investment it had in Rayen Cura S.A.I.C., a company located in the city of Mendoza, Argentine, for Th Ch$18,340,577 equivalent to US$26,582,473 (including the irrevocable contribution made in July 2001 of US$4,800,000). This transaction had no effects on results. According to the provisions of Circular 81 of the S.V.S. of 01/22/2002, the subsidiary adjusted Rayen Cura S.A.I.C.'s financial statements, considering a rate of exchange of $1.7 Argentine pesos per US dollar, although the devaluation of the peso with respect to the dollar was not registered in the accounts in Argentina As of June 30, 2002 a rate of exchange of $3.8 Argentine pesos per dollar has been acknowledged in the financial statements of Rayen Cura S.A.I.C.. On its part the subsidiary CristalChile Inversiones S.A., has adjusted the financial statements of Rayen Cura S.A.I.C. to recognize a devaluation of between $1.7 to $3.8 Argentine pesos per dollar. The accountable charge against results generated by the devaluation of the Argentine peso totaled Th Ch$2,735,619 as of June 30, 2002. As stipulated in Technical Bulletin No. 64 of the Accountants Association of Chile, following is the information related to investments abroad: 2002 Th$ --- CristalChile Inversiones's share of Rayen Cura S.A.I.C. 15,477,198 Negative goodwill(net of amortization) 5,380,266 ------------ TOTAL 20,857,464 ============ Loss due to devaluation (2,735,619) Accrued losses (2,397,216) The investment in Rayen Cura S.A.I.C. is controlled in dollars of the United States of America. VINA DONA PAULA S.A. This company was organized on August 25, 1997 in Argentina. with the subsidiary S.A. Vina Santa Rita contributing 99% of the capital. The company's balance has been consolidated as of June 30, 2002. As of June 30, 2001 it was not included in the consolidation because Dona Paula S.A. was still in a development stage. This investment is recorded in pesos because it is considered an extension of the investing company. 39 CRISTALERIAS DE CHILE S.A. NOTE 14- INVESTMENTS IN RELATED COMPANIES BREAKDOWN OF INVESTMENTS
Country Investment Shareholder of Control Number of (Percentage) R.U.T. Company Origin Currency Shares 03-30-2002 06-30-2001 ------ ------- ------ -------- ------ ---------- ---------- 78.619.410-5 Cordillera Comunicaciones Chile Peso 0 50.000000 50.000000 Holding 78.619.370-2 Cordillera Comunicaciones Chile Peso 0 0.250000 0.250000 Ltda. 89.150.900-6 Vina Los Vascos S.A. Chile Peso 60,000,000 43.000000 43.000000 90.684.000-6 Editorial Zig-Zag S.A. Chile Peso 114,516,900 49.894960 49.894960 96.793.770-3 Ediciones Chiloe S.A. Chile Peso 1,570,146 50.000000 75.000000 96.826.870-8 Inmobiliaria Don Alberto Chile Peso 3,817 38.170000 38.170000 S.A. 96.628.620-2 Inmobiliaira Y Const. Chile Peso 70 0.000000 7.000000 Richelieu S.A. 86.881.400-4 Envases CMF S.A. Chile Peso 28,000 50.000000 50.000000 96.939.140-6 Simetral S.A. Chile Peso 815,000 0.000000 81.500000 0-E Rayen Cura S.A.I.C Argentina Dollar 1,376,000 40.000000 40.000000 TOTAL
Company Net Result of Equity Income Accrual R.U.T. Company 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ------ ------- ---------- ---------- ---------- ---------- ---------- ---------- 78.619.410-5 Cordillera Comunicaciones 147,902,374 162,243,329 -9,561,021 -9,157,515 -4,780,509 -4,578,757 Holding 78.619.370-2 Cordillera Comunicaciones 148,645,603 163,058,622 -9,609,066 -9,203,533 -24,023 -23,009 Ltda. 89.150.900-6 Vina Los Vascos S.A. 10,568,674 9,732,184 163,812 443,049 70,440 190,511 90.684.000-6 Editorial Zig-Zag S.A. 487,899 406,789 -180,652 -130,404 -90,104 -64,750 96.793.770-3 Ediciones Chiloe S.A. 1,599,060 0 63,532 0 -31,766 0 96.826.870-8 Inmobiliaria Don Alberto 725 369,880 -2,097 -25,305 -801 -9,659 S.A. 96.628.620-2 Inmobiliaira Y Const. 0 2,431 0 -6,589 0 -461 Richelieu S.A. 86.881.400-4 Envases CMF S.A. 28,389,476 27,060,624 -402,546 127,772 -201,273 63,886 96.939.140-6 Simetral S.A. 0 74,976 0 0 0 0 0-E Rayen Cura S.A.I.C 38,692,994 29,349,999 -5,993,040 468,062 -2,397,216 187,225 TOTAL
Income not Book value VPP Realized of Investment R.U.T. Company 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ------ ------- ---------- ---------- ---------- ---------- ---------- ---------- 78.619.410-5 Cordillera Comunicaciones 73,951,187 81,121,665 0 0 73,951,187 81,121,665 Holding 78.619.370-2 Cordillera Comunicaciones 371,614 407,647 0 0 371,614 407,647 Ltda. 89.150.900-6 Vina Los Vascos S.A. 4,544,530 4,184,879 0 0 4,544,530 4,184,879 90.684.000-6 Editorial Zig-Zag S.A. 243,437 202,967 0 0 243,437 202,967 96.793.770-3 Ediciones Chiloe S.A. 799,530 0 -228,899 -145,664 570,631 145,664 96.826.870-8 Inmobiliaria Don Alberto 277 141,183 0 0 277 141,183 S.A. 96.628.620-2 Inmobiliaira Y Const. 0 171 0 0 0 171 Richelieu S.A. 86.881.400-4 Envases CMF S.A. 14,194,738 13,530,311 0 0 14,194,738 13,530,311 96.939.140-6 Simetral S.A. 0 61,105 0 0 0 61,105 0-E Rayen Cura S.A.I.C 15,477,198 11,738,775 0 0 15,477,198 11,738,775 TOTAL 109,582,511 111,388,703 -228,899 -145,664 109,353,612 111,243,039
40 15. INVESTMENTS IN OTHER COMPANIES Investments in other companies that totaled Th Ch$1,445,645 in June 2002 (Th Ch$1,574,612 in 2001) are shown on attached charts. CRISTALERIAS DE CHILE S.A. NOTE 15 - INVESTMENTS IN OTHER CORPORATIONS
Number of Shareholding Book Value R.U.T. Company Name Shares (Percentage) 06-30-2002 06-30-2001 ------ ------------ --------- --------- ---------- ---------- 96.895.100-9 Internet Holding S.A. 65,765 8.4500 859,036 988,496 0-E Bazuca.com Inc. 206,650 7.8900 583,619 583,129 96.787.750-6 Metropolis Intercom S.A. 1 0.0000 21 21 96.806.690-0 Proser S.A. 50 0.5000 2,969 2,966
41 16. GOODWILL AMORTIZATION NEGATIVE GOODWILL Stock purchases made in different periods of S.A. Vina Santa Rita, Vina Los Vascos S.A., Ciecsa S.A., Ediciones Financieras S.A., Envases C.M.F. S.A., and Rayen Cura S.A.I.C. have produced negative goodwill whose net balance to be amortized as of June 30, 2002 totaled Th Ch$8,875,922 (Th Ch$10,302,694 in 2001). POSITIVE GOODWILL As of June 30, 2002 and 2001 the parent company and the subsidiaries do not show any balance for this item. More information is available on attached charts. 42 CRISTALERIAS DE CHILE S.A. NOTE 15 GOODWILL ON INVESTMENTS NEGATIVE GOODWILL
06-30-2002 06-30-2001 Amount Amortiz. Goodweill Amount Amortiz. Goodwill R.U.T. Company Name this period Balance this period Balance ------ ------------ ----------- ------- ----------- ------- 96.608.270-4 Ciecsa S.A. 58,619 1,465,474 58,570 1,581,382 86.881.400-4 Envases CMF S.A. 0 0 133,808 0 99.999.999-9 Rayen Cura S.A. 155,950 5,380,266 145,603 5,312,963 86.547.900-K S.A. Vina Santa Rita 24,261 613,389 24,240 661,355 89.150.900-6 Vina Los Vascos S.A. 42,932 1,238,331 59,255 1,293,226 90.684.000-6 Editorial Zig-Zag S.A. 3,071 108,239 3,068 114,285 96.539.380-3 Ediciones Financieras S.A. 0 0 39,080 1,261,933 79.952.350-7 Red Televisiva Megavision S.A. 3,696 70,223 3,693 77,550 TOTAL 288,529 8,875,922 467,317 10,302,694
43 17. INTANGIBLES INTANGIBLES The following values are included in this item:
Th Ch$ Th Ch$ 2002 2001 ---- ---- Trademarks 1,478,581 1,406,050 Concession of Channel 9 frequency and regional network 9,844,603 9,836,334 --------- --------- TOTAL INTANGIBLES 11,323,184 11,242,384 ========== ========== ACCUMULATED AMORTIZATIONS From Trademarks 157,833 141,624 From Channel 9 Frequency 726,340 599,776 ------- ------- TOTAL AMORTIZATIONS 884,173 741,400 ======= =======
44 18. OTHERS (ASSETS) The following items are included under this item:
2002 2001 Th Ch$ Th Ch$ ------ ------ Price differential bond adquisition 242,879 Celulosa Arauco bonds (*) 9,233,631 Cash Reserve 37,087 65,194 Local programs to be exhibited over a year from the present 511,780 1,090,688 Foreign programs to be exhibited over a year from the present 6,367 32,686 Negative goodwill Bond Sale (Net) 1,011,862 1,154,377 Future Contracts in foreign currency 0 323,033 Expenses of bond sales 214,589 252,298 Prepaid Custom Duty Interests 81,384 475,917 Long-Term Tax VAT Vina Dona Paula 173,849 402,131 Tax Minimun Profit Supposed 16,488 57,710 Other 25,998 1,119 ---------- --------- Total 11,555,914 3,855,153 ========== ==========
(*) Celulosa Arauco bond sales equivalent to US$13,420,000 at a rate of 6.95% annual due as September 15, 2005, (**) Price differential paid in the acquisition of Celulosa Arauco bonds will be amortized in the same term of the due date. Considering that there is the intention of maintaining the Celulosa Arauco and Constitucion S.A. bonds until their due date on September 15, 2005, the valuation and registration of the bonds fulfills the provisions in Circular Letter No. 368 of the S.V.S., as Long-term Fixed Rate Instruments. 45 18. OTHERS CURRENTS FIXED
INSTRUMENT DATE VALUE ACCOUNT VALUE VALUE MARKET PROVISION ---------- ------------------ ----- --------------- ------------- -------- Purchase Maturity Amount Rate -------- -------- ------ ---- Bonds of Celulosa Arauco 11-15-2001 09-15-2005 4,157,397 4,319,653 6.95 4,202,703 - Bonds of Celulosa Arauco 11-21-2001 09-15-2005 5,266,973 5,457,481 6.95 5,325,075 - TOTAL 9,424,369 9,777,134 9,527,778
Note: 1. Did not carry out any Provision because there is not any intention of the Short-Term Sale. 2. Th Ch$300,623 included account value. Corresponds interests earnings and overprice paid recorded in Short-Term 46 19. SHORT-TERM OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS A detailed list of operations is shown on the attached chart. 47 CRISTALERIAS DE CHILE S.A. NOTE 19 OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS, SHORT TERM
Type of Currency and Readjustment Index Other Foreign Dollars Euros Yen Currencies ---------------- ------------- ------------- -------------- Bank or Financial 06-30 06-30 06-30 06-30 06-30 06-30 06-30 06-30 R.U.T. Institution 2002 2001 2002 2001 2002 2001 2002 2001 ------ ----------- ---- ---- ---- ---- ---- ---- ---- ---- Short term (code: 5.21.10.10) 97.036.000-K Banco Santiago 0 0 0 0 0 0 0 0 0E Banco Regional de Cuyo 0 0 0 0 0 0 3,160 0 97.018.000-1 Scotiabank Sudamericano 0 0 0 0 0 0 0 0 97.004.000-5 Banco Chile 0 0 0 0 0 0 0 0 Other 0 0 0 0 0 0 0 0 TOTAL 0 0 0 0 0 0 3,160 0 Amount capital due 0 0 0 0 0 0 2,900 0 Annual average interest rate 0.00 0.00 0.00 0.00 0.00 0.00 3.22 0.00 Long Term-Short Term (code: 5.21.10.20) 97.036.000-K Banco Santiago 0 18,424 0 0 0 0 0 0 0E The Chase Manhattan Bank 20,348,771 130,850 0 0 0 0 0 0 97.008.000-7 Citibank NA 1,894,956 2,408,518 0 0 0 0 0 0 0E Banco Dresner 999,559 981,361 0 0 0 0 0 0 0E Banco Argentaria 256,234 240,891 0 0 0 0 0 0 97.018.000-1 Scotiabank Sudamericano 0 0 0 0 0 0 0 0 97.006.000-6 Banco Credito e Inversiones 0 0 0 0 0 0 0 0 97.024.000-4 Banco de A. Edwards 0 0 0 0 0 0 0 0 97.004.000-5 Banco Chile Other 0 0 0 0 0 0 0 0 TOTAL 23,499,520 3,780,044 0 0 0 0 0 0 Amount capital due 22,768,453 3,563,318 0 0 0 0 0 0 Average annual interest rate 3.35 8.01 0.00 0.00 0.00 0.00 0.00 0.00 Percentage oblig. foreign curr. (%) 100.0000 Percentage oblig. foreign curr. (%) 0.0000
CRISTALERIAS DE CHILE S.A. NOTE 19 OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS, SHORT TERM (Cont'd)
Non-Adjustable U.F. $ Total ---------------- ------------- ------------- Bank or Financial 06-30 06-30 06-30 06-30 06-30 06-30 R.U.T. Institution 2002 2001 2002 2001 2002 2001 ------ ----------- ---- ---- ---- ---- ---- ---- Short term (code: 5.21.10.10) 97.036.000-K Banco Santiago 0 0 1,002,600 1,024,543 1,002,600 1,024,543 0-E Banco Regional de Cuyo 0 1,018,415 0 0 3,160 0 97.018.000-1 Scotiabank Sudamericano 0 0 0 92,531 0 1,110,946 97.004.000-5 Banco Chile 0 0 2 0 2 0 Other 0 0 0 0 0 0 TOTAL 0 1,018,415 1,002,602 1,117,074 1,005,762 2,315,489 Amount capital due 0 1,009,678 1,000,000 1,113,531 1,002,900 2,123,209 Annual average interest rate 0.00 5.99 4.68 8.01 Long Term-Short Term (code: 5.21.10.20) 97.036.000-K Banco Santiago 961 2,336,114 0 0 961 2,354,538 0-E The Chase Manhattan Bank 0 0 0 0 20,348,771 130,850 97.008.000-7 Citibank NA 0 0 0 0 1,894,956 2,408,518 0-E Banco Dresner 0 0 0 0 999,599 981,361 0E Banco Argentaria 0 0 0 0 256,234 240,891 97.018.000-1 Scotiabank Sudamericano 407,628 815,535 0 0 407,628 815,535 97.006.000-6 Banco Credito e Inversiones 165,073 123,059 0 0 165,073 123,059 97.024.000-4 Banco de A. Edwards 0 1,831,313 0 0 0 1,831,313 97.004.000-5 Banco Chile 188,012 188,012 Other 0 0 0 0 0 0 TOTAL 761,674 5,106,021 0 0 24,261,194 8,886,065 Amount capital due 736,339 5,076,763 0 0 23,504,792 8,640,081 Average annual interest rate 4.44 5.86 0.00 0.00 0.00 0.00 Percentage oblig. foreign curr. (%) 100.0000 Percentage oblig. foreign curr. (%) 0.0000
48 20. OTHER CURRENT LIABILITIES As of June 30, 2002 there are balances of Th Ch$ 389,768 corresponding to a differential in favor of financial institutions for future contracts in foreign currency subscribed by the parent company and the subsidiaries S.A. Vina Santa Rita and Ciecsa S.A. As of June 30, 2001 there is not a balance for this item. 49 21. LONG-TERM OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS The obligations with banks and financial institutions are presented on the charts attached. 50
CRISTALERIAS DE CHILE S.A. NOTE 21: LONG-TERM OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS Institution Years of Maturity ----------- ----------------- Bank or Currency Financial adjustment More than 1 More than 2 More than More than 5 R.U.T. Institution index up to 2 up to 3 3 up to 5 up to 10 More than 10 years ------ ----------- ----- ------- ------- --------- -------- ------------------ Amount Period ------ ------ Thou Ch$ Thou Ch$ Thou Ch$ Thou Ch$ Thou Ch$ -------- -------- -------- -------- -------- 99.999.999-9 J.P. Morgan Chase Bank Dollars 19,658,572 19,658,572 9,829,285 - - - 90.008.000-K Citibank N.A. Dollars 1,626,300 813,150 0 - - - Dollars 260,635 250,200 0 - - - 97.018.000-1 Banco Sudamericano UF 392,491 392,491 1,177,473 - - - 0-E Banco Dresner Dollars 0 0 0 - - - 97.006.000-6 Banco Credito e Inversiones UF 163,552 163,552 122,664 - - - 97.036.000-K Banco Santiago UF 442,681 442,681 1,106,702 - - - 97.004.000-5 Banco Chile UF 278,639 1,180,118 0 - - - 0-E Banco Regional de Cuyo Other 5,035 9,691 19,382 11,370 - - currencies - 0-E Banco Argentaria Dollars 262,017 250,450 0 - - - TOTAL 23,089,922 23,160,905 12,255,506 11,370 - Percentage of obligations in foreign currency 89.9800% Percentage of obligations in local currency 10.0200%
CRISTALERIAS DE CHILE S.A. NOTE 21: LONG-TERM OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS (Cont'd)
Closing date Closing date Institution Current period Previous period ----------- -------------- --------------- Total Long- Annual Total Long- Bank or Term at closing average Term at closing Financial of Financial interest of Financial R.U.T Institution Statements rate Statements ----- ----------- ---------- ---- ---------- 99.999.999-9 J.P. Morgan Chase Bank 49,146,429 3.375 64,220,900 90.008.000-K Citibank N.A. 2,439,450 2.605 3,814,897 510,835 4.39 720,614 97.018.000-1 Banco Sudamericano 1,962,455 TAB 180+2.0 812,954 0-E Banco Dresner 0 0 917,444 97.006.000-6 Banco Credito e Inversiones 449,768 TAB 90+2.00 612,689 97.036.000-K Banco Santiago 1,992,064 TAB 180+2.0 0 97.004.000-5 Banco Chile 1,458,757 TAB 180+2.0 0 0-E Banco Regional de Cuyo 45,478 3.22 83,492 0-E Banco Argentaria 512,467 4.89 722,675 TOTAL 58,517,70 71,905,665
51 22. SHORT-TERM AND LONG-TERM OBLIGATIONS WITH THE PUBLIC (PROMISSORY NOTES AND BONDS) As of June 30, 2002 and 2001, there are obligations with the public corresponding to bonds of series A, C, and D issued by the subsidiary S.A. Vina Santa Rita in UFs. This liability is shown in detail in the appendix. 52 CRISTALERIAS DE CHILE S.A. NOTE 22: SHORT-TERM AND LONG-TERM OBLIGATIONS WITH PUBLIC (PROMISSORY NOTES AND BONDS) BONDS
ISSUE IN REGISTRATION OR CURRENT INDEXING INSTALLMENTS CHILE IDENTIFICATION No. DEPOSIT UNIT INTEREST FINAL INTEREST AMORTIZATION PAR VALUE OR OF INSTRUMENT SERIES FACE VALUE OF BOND RATE MATURITY PAYMENT PAYMENT 06-30-2002 06-30-2001 ABROAD ------------- ------ ------------------ ---- -------- ------- ------- ---------- ---------- ------ LONG-TERM BONDS- CURRENT PORTION 144-7.12.91 A 25,000 UF 6.59 06-01-2003 SEMI-ANNUAL SEMI-ANNUAL 411,089 412,874 LOCAL 241-15.12.00 C1 Interests 0 UF 6.29 12-15-2005 SEMI-ANNUAL SEMI-ANNUAL 8,251 8,288 LOCAL 241-15.12.00 D1 Interests 0 UF 6.29 12-15-2021 SEMI-ANNUAL SEMI-ANNUAL 4,126 4,144 LOCAL 241-15.12.00 D2 Interests 0 UF 6.29 12-15-2021 SEMI-ANNUAL SEMI-ANNUAL 37,133 37,298 LOCAL TOTAL CURRENT PORTION 460,599 462,604 LONG-TERM BONDS 144-7.12.91 A 0 UF 6.59 06-01-2003 SEMI-ANNUAL SEMI-ANNUAL 0 408,459 LOCAL 241-15.12.00 C1 200,000 UF 6.29 12-15-2005 SEMI-ANNUAL SEMI-ANNUAL 3,271,040 3,267,674 LOCAL 241-15.12.00 D1 100,000 UF 6.29 12-15-2021 SEMI-ANNUAL SEMI-ANNUAL 1,635,520 1,633,837 LOCAL 241-15.12.00 D2 900,000 UF 6.29 12-15-2021 SEMI-ANNUAL SEMI-ANNUAL 14,719,680 14,704,532 LOCAL LONG-TERM TOTAL 19,626,240 20,014,502
53 23. PROVISIONS AND WRITE-OFFS Provisions The Company has short-term provisions of Th Ch$14,068,416 as of June 30, 2002, and Th Ch$10,194,923 in 2001. Long-term provisions of Th Ch$7,140,084 and Th Ch$7,621,181 are recorded for the years 2002 and 2001 respectively. In the attached chart a detail for provisioned amounts is shown. Bad Debt Provisions: The parent company and the subsidiaries S.A. Vina Santa Rita and Ciecsa S.A. have established a bad debt provision of Th Ch$735,271 and Th Ch$389,839, as of June 30, 2002 and 2001, respectively. The companies charged Th Ch$7,670 against provisions in 2002. This provision is deducted from the balance of Debtors from Sales and Documents Receivable. Vacation Provision: The parent company and its subsidiaries have established provisions for the total cost of vacations pending as of June 30, 2002 and 2001, as established in Technical Bulletin No. 47 of the Accountants Association of Chile. The net balance for this item is Th Ch$803,258 as of June 30, 2002 (Th Ch$825,853 in 2001). Provision for Furnace Reconstruction: This reserve is established throughout the useful life of the refractory bricks of each smelting furnace so their repair will not distort the result of the fiscal year when the repairs are made. The Company has established a reserve in the amount of Th Ch$4,715,514 and Th Ch$$4,077,760 as of June 30, 2002 and 2001, respectively. 54 CRISTALERIAS DE CHILE S.A. NOTE 23: PROVISIONS AND WRITE-OFFS
CONSOLIDATED 06-30-2002 06-30-2001 Thou Ch$ Thou Ch$ -------- -------- SHORT TERM Share of Board of Directors 224,804 419,331 Severance Legal 58,168 59,995 Reserve direct cost 846,794 717,380 Furnace reconstruction 1,169,685 - Machinery repair 1,207,849 339,985 Severance payments 158,413 157,120 Packing return to clients 952,226 1,159,133 Legal holidays 803,258 825,853 Spareparts reserve 446,387 634,041 Advertising agency commission 514,884 - Insurance Policies 67,164 - Purchases and sales comission 2,779,783 1,900,338 Local and foreign suppliers 1,060,855 1,510,773 Advertising and marketing 294,996 304,945 Copyright 283,538 239,259 Negative net worth in subsidiaries - 26,586 Grape harvest expenses 2,769,418 1,640,530 Other reserves 430,194 259,654 TOTAL 4,068,416 10,194,923 LONG TERM Severance payment 3,594,255 3,543,421 Furnace reconstruction 3,545,829 4,077,760 TOTAL 7,140,084 7,621,181
58 24. SEVERANCE PAYMENT The provision for severance payments to personnel is included at its current value, as expressed in note 2 t). In 2002 it amounts to Th Ch$3,752,668 (Th Ch$3,700,541 in 2001). As of June 30, 2002, the parent company has paid severance payments of Th Ch$34,716 (Th Ch$48,715 in 2001) chargeable against the provision. 56 25. OTHER LONG-TERM LIABILITIES As of June 30, 2002 and 2001 there are no balances for this item. 57 26. MINORITY INTEREST The subsidiaries that generate minority interests as of June 30, 2002 and 2001 are shown on the attached chart. CRISTALERIAS DE CHILE S.A. NOTE 26: MINORITY INTEREST
NET WORTH RESULTS SHAREHOLDING --------- ------- ------------ Thou Ch$ Thou Ch$ Thou Ch$ Thou Ch$ % % -------- -------- -------- -------- ------ ---- SUBSIDIARY COMPANY 2002 2001 2002 2001 2002 2001 S.A.Vina Santa Rita 33,371,564 30,362,343 (1,903,962) (1,256,966) 45.90 45.90 CIECSA Consolidated 2,190,441 2,173,079 (117,996) (274,153) 1.79 1.81 Constructora Apoger S.A. 9,288 9,381 851 995 20.00 20.00 Cristalchile Comunicaciones S.A. 1,471 1,729 95 89 0.01 0.01 TOTAL 35,572,764 32,546,531 (2,021,012) (981,729)
58 27. CHANGES IN EQUITY a. Activity in 2002 and 2001 The activity of the capital and reserve accounts in the fiscal years ended in June 30, 2002 and 2001, are shown in the attached charts. b. Other Reserves The detail of this item is as follows:
2002 2001 ThCh$ ThCh$ -------- --------- Future capital increases 4,187,346 4,031,108 Reserve for adjustment of value of fixed assets 1,797,464 1,948,675 Adjustment for conversion difference in investment in Rayen Cura S.A.I.C. 3,359,655 1,901,548 Difference VPP (211,058) (210,880) ---------- --------- TOTAL OTHER RESERVES 9,133,407 7,670,451 ========= =========
c. Accumulated Deficit for the Subsidiary Development Period The negative variation in equity experimented by the company results from the application of the VPP method carried out by CIECSA S.A. in its subsidiary Simetral S.A., which was in a stage of development until December 31, 2001 and has not started to operate, and its expenditures correspond to pre-operating activities. In accordance with provisions in Circular Letter 981 of the Insurance and Securities Commission, this deficit is treated as an accumulated loss. 59 CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NET WORTH
Paid-in Reserve capital Premium in Other Reserve Capital revaluation sale of shares Reserves Future Dividends ------- ----------- -------------- -------- ---------------- ITEM Balances as of 06/30/2002 Initial balance 62,863,356 0 26,794,558 7,942,919 102,798,113 Distribution result previous fiscal year 0 0 0 0 12,989,754 Final dividend previous fiscal year 0 0 0 0 -4,230,400 Capital increases with cash stock issue 0 0 0 0 0 Reserves and/or Profits Capitalization 0 0 0 0 0 Development period Accumulated deficit 0 0 0 0 0 Accumulated conversion difference adjustment 0 0 0 1,142,830 0 Eventual Dividend 0 0 0 0 0 Owner's equity Revaluation 0 377,180 160,766 47,658 673,578 Fiscal Year Result 0 0 0 0 0 Provisional Dividends 0 0 0 0 0 Final balances as of 3/31/2002 62,863,356 377,180 26,955,324 9,133,407 112,231,045 Initial balance as of 06/30/2001 60,973,187 0 25,988,901 6,166,094 91,287,845 Distribution result previous fiscal year 0 0 0 0 12,778,031 Final dividend previous fiscal year 0 0 0 0 -2,660,480 Capital increases with cash stock issue 0 0 0 0 0 Reserves and/or profit Capitalization 0 0 0 0 0 Development period accumulated deficit 0 0 0 0 0 Accumulated conversion difference adjustment 0 0 0 1,254,099 0 Eventual Dividend 0 0 0 0 -1,728,00 Owner's equity revaluation 0 914,598 389,833 92,491 1,505,529 Fiscal Year Result 0 0 0 0 0 Provisional Dividends 0 0 0 0 0 Final balances 60,973,187 914,598 26,378,734 7,512,684 101,182,925 Updated Final Balances as of 3/30/2001 62,253,624 933,806 26,932,687 7,670,451 103,307,766
CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NET WORTH
Accumulated Provisional Devel. Fiscal Results Dividends Period Deficit Year Result ------- --------- -------------- ----------- ITEM Balances as of 06/30/2002 Initial balance 17,700,611 -4,657,728 -123,129 0 Distribution result previous fiscal year -17,770,611 4,657,728 123,129 0 Final dividend previous fiscal year 0 0 0 0 Capital increases with cash stock issue 0 0 0 0 Reserves and/or Profits Capitalization 0 0 0 0 Development period Accumulated deficit 0 0 0 0 Accumulated conversion difference adjustment 0 0 0 0 Eventual Dividend 0 0 0 0 Owner's equity Revaluation 0 0 0 0 Fiscal Year Result 0 0 0 3,571,663 Provisional Dividends 0 -960,000 0 0 Final balances as of 3/31/2002 0 -960,000 0 3,571,663 Initial balance as of 06/30/2001 17,042,239 -4,156,672 -107,536 0 Distribution result previous fiscal year -17,042,239 4,156,672 107,536 0 Final dividend previous fiscal year 0 0 0 0 Capital increases with cash stock issue 0 0 0 0 Reserves and/or profit Capitalization 0 0 0 0 Development period accumulated deficit 0 0 -90,778 0 Accumulated conversion difference adjustment 0 0 0 0 Eventual Dividend 0 0 0 0 Owner's equity revaluation 0 -5,376 0 0 Fiscal Year Result 0 0 0 8,956,136 Provisional Dividends 0 -1,344,000 0 0 Final balances 0 -1,349,376 -90,778 8,956,136 Updated Final Balances as of 3/30/2001 0 -1,377,713 -92,684 9,144,215
60 CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NETWORTH - NUMBER OF SHARES No. No. No. SHARES SHARES SHARES WITH SERIES SUBSCRIBED PAID VOTING RIGHT ------ ---------- ---------- ----------- SINGLE 64,000,000 64,000,000 64,000,000 CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NETWORTH - CAPITAL (AMOUNT - TH CH$) SERIES SUBSCRIBED PAID-IN CAPITAL CAPITAL ------ ---------- ----------- SINGLE 62,863,356 62,863,356 61 CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NETWORTH - DEFICIT ACCUMULATED IN DEVELOPMENT PERIOD OF SUBSIDIARY AMOUNT RUT COMPANY FISCAL YEAR ACCUMULATED COMMENTS ----- --------- ----------- ----------- -------- 0-E 0 0 0 0 62 28. OTHER NON-OPERATING INCOME AND DISBURSEMENTS As of June 30, 2002 and 2001 the non-operating income totals Th Ch$518,510 and Ch$5,410,810 respectively. Non-operating Expenditures were Th Ch$1,638,641 in 2002 and Th Ch$917,085 in 2001. More detail is shown on the attached chart. CRISTALERIAS DE CHILE S.A. NOTE 28: OTHER NON-OPERATING INCOME AND EXPENSES
2002 2001 Th Ch$ Th Ch$ ------ ------ INCOME Other income 164,996 172,703 Sales of shares 2,931,587 Offices and establishments rental 146,237 149,184 Tax exemptions 68,532 142,295 Sale of fixed assets 22,506 0 Indemnity for claims 5,340 0 Amortization of non-realized profits 15,915 3,722 Sale of materials 16,869 9,605 Cesion derechos Crowpla-Recplite S.A. 2,001,714 Other income 78,115 0 TOTAL NON-OPERATING INCOME 518,510 5,410,810 EXPENSES Professional advice 386,330 413,813 Drama series charge off (Stgo. City) 298,356 153,150 Severance payments 8,216 51,637 Share of Board of Directors 81,187 53,562 Frequency amortization 66,031 59,979 Contracts and contingencies 149,194 0 Loss in sales of fixed assets 28,129 17,848 Trademarks amortization 23,771 0 Comunications 169 0 Amortization smaller value of bonds 71,278 71,672 Insurance 10,818 5,219 Other expenses 515,162 90,204 TOTAL NON-OPERATING EXPENSES 1,638,641 917,085
63 29. ADJUSTMENT FOR PRICE LEVEL RESTATEMENTS As a result of the application of the adjustment for price level restatements as described in Note 2 e), there was a net credit to results in the 2002 fiscal year in the amount of Th Ch$923,251 and a net charge against results of Th Ch$200,519 in 2001. Additional information organized by item on the Balance Sheet is shown on the attached chart. CRISTALERIAS DE CHILE S.A. NOTE 29: ADJUSTMENT FOR PRICE LEVEL RESTATEMENTS
ADJUSTABILITY ASSETS (DEBITS)/CREDITS INDEX 06-30-2002 06-30-2001 -------------- ---------- ---------- INVENTORY CPI 33,644 304,859 FIXED ASSETS CPI 791,363 1,643,618 INVESTMENTS IN RELATED COMPANIES CPI 523,389 530,588 MARKETABLE SECURITIES CPI 19,714 0 SHORT-TERM DEBTORS CPI 22,873 0 ACCOUNTS RECEIVABLE RELATED COMPANIES CPI 0 0 LONG-TERM DEBTORS CPI 1,107 0 OTHER NON-MONETARY ASSETS CPI -116,590 1,957,337 EXPENSE AND COST ACCOUNTS CPI 342,463 515,154 TOTAL (DEBITS)/CREDITS 1,617,963 4,951,556 LIABILITIES (DEBITS)/ CREDITS NET WORTH CPI 0 0 OBLIGATIONS WITH THE PUBLIC CPI -115,014 -272,240 BANK LOANS CPI -126,034 0 ACCOUNTS PAYABLE RELATED COMPANIES CPI -98 0 SHORT-TERM RESERVES CPI -731 0 LONG-TERM CREDITORS CPI -387 0 LONG-TERM RESERVES CPI 29,154 0 LONG-TERM BANK LOANS CPI -306,232 0 OTHER LIABILITIES CPI -149,877 -403,186 SHAREHOLDERS' EQUITY CPI -1,259,182 -2,957,915 MINNORITY INTEREST CPI -31,938 -441,771 NON-MONETARY LIABILITIES CPI 0 0 INCOME ACCOUNTS CPI -580,875 -675,925 TOTAL (DEBITS)/ CREDITS -2,541,214 -4,751,037 (LOSS) PROFIT FROM ADJUSTMENT FOR CURRENCY DEVALUATION -923,251 200,519
64 30. RATE OF EXCHANGE DIFFERENTIAL There is a net credit to results in the 2002 fiscal year of Th Ch$2,898,533 and of Th Ch$345,844 in 2001 because of a rate of exchange differencial. More information is shown on the attached chart. CRISTALERIAS DE CHILE S.A. NOTE 30: EXCHANGE DIFFERENCES
ITEM CURRENCY AMOUNT 06-30-2002 06-30-2001 ---------- ---------- ----------- CURRENT ASSETS DOLLARS 573,297 186,294 CURRENT ASSETS OTHER CUR. 20,850 -303 CLIENTS DOLLARS 202,199 262,561 CLIENTS OTHER CUR. 539,628 29,425 TIME DEPOSITS DOLLARS 557,094 1,520,558 INVENTORY DOLLARS 193,247 317,242 INVENTORY OTHER CUR. -639 0 MARKETABLE SECURITIES DOLLARS 359,804 0 ACCOUNT RECEIVABLE E.E.R.R. DOLLARS 0 4,804 LONG-TERM PLACEMENT DOLLARS 458,754 0 OTHER ASSETS DOLLARS 296,522 334,404 OTHER ASSETS OTHER CUR. 3,787 5,399 TOTAL (DEBITS) CREDITS 3,204,543 2,660,384 SHORT TERM BANK CREDITS DOLLARS 0 -2,156 MISCELLANEOUS CREDITORS LONG TERM DOLLARS -122,774 -85,074 DOCUMENTS PAYABLE DOLLARS -282,788 -978,540 DOCUMENTS PAYABLE OTHER CUR. -83,459 -18,186 MISCELLANEOUS CREDITORS SHORT TERM DOLLARS -14,798 -20,122 SHORT TERM PROVISIONS DOLLARS -59,923 -100,068 LONG TERM BANK CREDITS DOLLARS 596,267 -580,469 LONG TERM PROVISIONS DOLLARS -168,650 -346,698 ACCOUNT PAYABLE DOLLARS 0 -137,361 OTHER LIABILITIES DOLLARS -83,925 -41,332 OTHER LIABILITIES OTHER CUR. -85,960 -4.534 TOTAL (DEBITS) CREDITS -306,010 -2,314,540 (LOSS) PROFIT FROM RATE OF EXCHANGE DIFFERENCE 2,898,533 345,844
65 31. EXTRAORDINARY ITEMS As of June 30, 2001 the partial reversion of the provision for the repair of Furnace C of Th Ch$1,822,561 net of tax was acknowledged, because the furnace was completely rebuilt instead of being repaired. As of June 30, 2002 there are no transactions in this item. 66 32. EXPENSES FOR THE ISSUE AND PLACEMENT OF STOCKS AND DEBT INSTRUMENTS The subsidiary S.A. Vina Santa Rita carried out a sale of bonds in March 2001, incurring in Sales Expenses that as of June 30, 2002 total Th Ch$252,348 and are classified as Short-Term Prepaid Expenses Th Ch$37,758 and Other Long-term Assets Th Ch$214,589. The charge against Results for the amortization of these expenses is Th Ch$21,542. Following is an itemized list of the expenses.
2002 2002 2001 2001 ThCh$ ThCh$ ThCh$ ThCh$ Short-term Long-term Short-term Long-term ---------- --------- ---------- --------- Stamp tax 27,002 195,766 29,228 195,217 Sales commission 10,756 18,823 11,070 55,278 Printing expenses 0 0 268 1,803 -------- -------- ------- -------- TOTAL 37,758 214,589 40.566 252.298
67 31. CASH FLOW STATEMENT CASH FLOW STATEMENT The values included in MISCELLANEOUS on the Cash Flow Statement are detailed in the attached appendix. CRISTALERIAS DE CHILE S.A. CASH FLOW STATEMENT 1. The following it the detail of the item: OTHERS:
2002 2001 Th Ch$ Th Ch$ 541.11.40 Other Income Received Recover VAT exportation 1,027,389 0 Franquicia Taxable 68,352 142,295 Discount for paid of customs duties 230,225 0 Redemption Long-Term Bons 68,465 0 Other income 272,853 111,916 Total 1,667,284 254,211 541.11.80 Other expenses paid Drama area expenses 298,356 153,150 Colo Colo contract 112,888 0 Suppliers 382,480 0 Severance payments 8,216 51,637 Advice Services 67,059 60,855 Participacion Profits 81,187 53,563 Customs Duties 60,415 0 Exchange difference 429,997 569,545 Donations 35,644 24,788 Other expenses 362,774 119,178 Total 1,839,016 1,032,716 541.12.75 Other expenses for financing made (Payment for Financing) Tax de timbres Credit Bank Paid 481 54,428 Total 481 54,428 541.13.15 Sale of other investments LP bond share 0 5,436,701 Sale of PRC 0 3,462,390 Redemption Time Dep. over 90 days 10,748,618 922,202 Total 10,748,618 9,821,293 541.13.30 Other investment income Maturity of future contracts 2,044,677 524,544 Total 2,044,677 524,544 541.13.65 Other investment made Purchase of shares 340,047 40,328 Future contracts 354,882 0 Others 5,601 Total 700,530 40,328
68 Following are financing and investment activities that did not generate cash flow during the fiscal year, but that commit future parent company cash flows: ITEM Amount Th Ch $ Due Date Dividend 150 960,000 July-02 Amounts payable investment 248,925 July-02 Amounts payable investment 392,175 August-Sept.-02 1,601,100 69 34. DERIVATIVE CONTRACTS FUTURE CONTRACTS IN FOREIGN CURRENCY The parent company and its subsidiaries S.A. Vina Santa Rita and Ciecsa S.A. have signed future sales contracts in foreign currency of Th US$139,800 in 2002 (Th US$140,430 in 2001) subject to the regulations of Chapter VII of the Compendium of International Exchange Regulations of the Central Bank of Chile and Chapter 13-2 of the compilation of Regulations of Banks and Financial Institutions. Additional information is presented on the attached chart listed in the order of each quarterly expiration period. 31. 70 CRISTALERIAS DE CHILE S.A. NOTE 34: DERIVATIVE CONTRACTS CRISTALERIAS DE CHILE S.A. NOTE 34: DERIVATIVE CONTRACTS
DESCRIPTION OF CONTRACTS --------------------------------------------------- MATURITY OR PURCHASE/ TYPE OF TYPE OF VALUE OF EXPIRATION SPECIFIC SALE PROTECTED ITEM OR TRANSACTION Value of DERIVATIVE CONTRACT CONTRACT DATE ITEM POSITION NAME AMOUNT Protected Item ---------- -------- -------- ---- ---- -------- ---- ------ -------------- FR CI 36,466,650 THIRD 2002 EXCH RATE P 0 0 0 FR CI 23,806,530 FOURTH 2002 EXCH RATE P 0 0 0 FR CI 17,201,250 FIRST 2003 EXCH RATE P 0 0 0 FR CI 4,816,350 SECOND 2003 EXCH RATE P 0 0 0 FR CCPE 675,300 FIRST 2003 EXCH RATE P DOLLAR LOAN 675,300 668,050 FR CCPE 2,788,360 FOURTH 2002 EXCH RATE P DOLLAR LOAN 2,788,360 2,752,200 FR CCPE 62,260 FOURTH 2002 EXCH RATE P DOLLAR LOAN 62,260 68,805 FR CCPE 62,260 THIRD 2002 EXCH RATE P DOLLAR LOAN 62,260 68,805 FR CCPE 2,788,360 FOURTH 2002 EXCH RATE P DOLLAR LOAN 2,788,360 2,752,200 FR CCPE 1,331,880 FIRST 2003 EXCH RATE P DOLLAR LOAN 1,331,880 1,376,100 FR CCPE 1,331,000 FIRST 2003 EXCH RATE P DOLLAR LOAN 1,331,000 1,376,100 FR CCPE 675,300 FIRST 2003 EXCH RATE P DOLLAR LOAN 675,300 688,050 FR CCPE 668,000 FIRST 2003 EXCH RATE P DOLLAR LOAN 668,000 688,050 FR CCPE 668,000 FIRST 2003 EXCH RATE P DOLLAR LOAN 668,000 688,050 FR CCPE 1,328,880 FIRST 2003 EXCH RATE P DOLLAR LOAN 1,328,880 1,376,100 FR CCPE 665,940 FIRST 2003 EXCH RATE P DOLLAR LOAN 665,940 668,050 FU CI 1,334,140 SECOND 2003 EXCH RATE P 0 0 0
CRISTALERIAS DE CHILE S.A. NOTE 34: DERIVATIVE CONTRACTS (Cont'd)
ACCOUNTS AFFECTED ASSETS/LIABILITIES EFFECT ON RESULT -------------------------- ------------------------ NOT NAME AMOUNT REALIZED REALIZED ---------- ----------- ---------- ------------ LIABILITIES 598,835 -598,835 0 LIABILITIES 328,701 -328,701 0 LIABILITIES 367,637 367,637 0 LIABILITIES 173,643 173,643 0 ASSETS 4,137 4,137 0 LIABILITIES 90,259 90,259 0 ASSETS 4,873 4,873 0 ASSETS 4,939 4,939 0 LIABILITIES 91,166 91,166 0 ASSETS 41,021 41,021 0 ASSETS 34,735 34,735 0 ASSETS 4,091 4,091 0 ASSETS 16,505 16,505 0 ASSETS 16,859 16,859 0 ASSETS 44,316 44,316 0 ASSETS 20,985 20,985 LIABILITIES 3,512 3,512 0
71 35. CONTINGENCIES AND RESTRICTIONS CONTINGENCIES AND COMMITMENTS As of June 30, 2002, there is a guarantee delivered in the amount of Th Ch$7,667 (Th Ch$ 6,843 in 2001), according to the detail in the attached chart. LAWSUITS OR OTHER LEGAL ACTIONS THE COMPANY IS INVOLVED IN As of June 30, 2002 and 2001 there are pending lawsuits and other legal actions corresponding to the subsidiary Red Televisiva Megavision, which are presented in the annexed chart. OTHER CONTINGENCIES In relation to the syndicated loan subscribed with JP Morgan Chase Bank and other 8 creditor banks for US$ 100 million, the following specific financial obligations exist: a) TOTAL CONSOLIDATED DEBT TO CAPITALIZATION RATIO Cristalerias de Chile S.A will not allow the Total Consolidated Debt to Debt to Capitalization Ratio to exceed the 0.36 to 1.0 ratio at any time. The capitalization ratio for Cristalerias de Chile S.A. and its subsidiaries is the sum: Net Equity plus Minority Interests plus Total Consolidated Debt. b) NON-CONSOLIDATED NET DEBT TO EBITDA RATIO Cristalerias de Chile S.A will not allow the Non-consolidated Net Debt to EBITDA ration to exceed the 3.0 to 1.0 ratio at any time. The non-consolidated EBTDA is the sum of the following: operating income plus depreciation and amortization, plus non-cash charges (in the extent that they have been deducted to determine the operating income and cash income for interests minus non-cash credits (in the extent that they have been added when determining operating income), in each case for such period. c) INTEREST COVERAGE RATIO Cristalerias de Chile S.A. will not allow the Interest Coverage Ratio to be lower than the following ratios in any point in time during the following respective periods: the period from the date the Credit Agreement is entered into until December 31, 2000, ratio 4.00; period between January 1, 2001 and December 31, 2002, ratio 3.50; and period from January 1, 2003 and during the entire following period, ratio 4:00. The Interest Coverage is understood as the day when it is determined, the ratio between the non-consolidated EBITDA for the four consecutive fiscal quarters ending on, or most recently ended before, that date, and the Interest Expenses for that period. d) NET EQUITY Cristalerias de Chile S.A. will maintain a minimum of the following amounts: period from the date the Credit Agreement is entered into until December 31, 2002, UF 10,000,000 and period from January 1, 2003 and during the entire following period, UF 11,900,000. Cristalerias de Chile S.A. and all its subsidiaries executed with 100% of restrictions of the creditors. 72 ECONOMY ARGENTINE CONTEXT As of June 30, the fixed of Rep. Argentina, represents 5.6% of the consolidated fixed of the company. Likewise, the investments maintained in that country represents 10.5% of the company equity Since is ampe knowlegdge the economy argentine context which is throught the Republic of Argentina do it possible, in this moments, to forsee which will be its evolution, likewise the consequences this could have in the economy and fonancial possition of the subsidiay S.A. Vina Santa Rita for its indirect investment in Vinla Dona Paula S.A., and the affiliate Cristalchile Investments S.A., for its investment in Rayen Cura S.A.I.C, both in Argentina. For which reason, the presents financial statements are not include the effects that could results of the adverse condotions thqt could occur in the future, in consequence, must be read to consider these condition. OTHER CONTINGENCIES As of June 30, 2002 and 2001, management is not aware of any other contingencies that could affect the company. 74 CRISTALERIAS DE CHILE S.A. NOTE 35: CONTINGENCIES AND RESTRICTIONS - DIRECT GUARANTEES
CREDITOR OF GUARANTEE DEBTOR TYPE OF ASSETS COMMITTED BALANCES PENDING GUARANTEE ------------------------------------------ ------------------- --------------------------- NAME RELATIONSHIP TYPE BOOK PAYMENT AS OF CLOSING DATE VALUE OF FINANCIAL STATEMENTS 06/30/2001 06/30/2000 ----------------------- ---------------- --------- --------- ---- --------- ---------- ---------- EDIFICIO METROPOLIS AGF CRISTALERIAS DE CHILE S.A. COMMERCIAL DEPOSIT FLOOR 7,667 7,667 6,843 BANCO SANTIAGO RED TELEVISIVA MEGAVISION COMMERCIAL MORTGAGE LAND 3,568,275 1,993,025 2,336,114 SCOTIABANK RED TELEVISIVA MEGAVISION COMMERCIAL PLEDGE TV EQUIP 371,130 2,370,083 1,617,653 BANCO CREDITO E INVERS RED TELEVISIVA MEGAVISION COMMERCIAL MORTGAGE TV EQUIP 176,575 614,841 735,748 SUNDRY CLIENTS RED TELEVISIVA MEGAVISION COMMERCIAL ADVERTISING 0 0 8,973,613 7,388,352
CREDITOR OF GUARANTEE RELEASE OF GUARANTEES ------------------------------------------------------------------------ 06/30/2003 ASSETS 06/30/2004 ASSETS 06/30/2005 ASSETS ----------------------- ---------- -------- ---------- -------- ---------- -------- EDIFICIO METROPOLIS AGF 0 0 0 0 7,667 7,667 BANCO SANTIAGO 0 0 442,681 0 442,681 0 SCOTIABANK 392,491 0 392,491 0 392,491 0 BANCO CREDITO E INVERS 163,552 0 163,552 0 163,552 0 SUNDRY CLIENTS 0 0 0 0 0 0
75 CRISTALERIAS DE CHILE S.A. NOTE 35: CONTINGENCIES AND RESTRICTIONS - INDIRECT GUARANTEES
CREDITOR OF GUARANTEE DEBTOR TYPE OF ASSETS GUARANTEE COMMITTED --------------------------------------------- --------------- NAME RELATIONSHIP TYPE BOOK VALUE --------------------- -------------------- --------- --------- ---- ----- Societe des RAYEN CURA S.A.I.C. AFFILIATE SOLIDARY 0 0 Participations Financieres et Industrielles
CREDITOR OF GUARANTEE BALANCES PENDING RELEASE OF GUARANTEES ------------------------ ------------------------------------------------------------------------- PAYMENT AS OF CLOSING DATE OF FINANCIAL STATEMENTS 06-30-2002 06-30-2001 06-30-2003 ASSETS 06-30-2004 ASSETS 06-30-2005 ASSETS --------------------- ---------- ---------- ---------- ------ ---------- ------ ---------- ------ Societe des 3,566,851 3,699,124 792,634 0 792,634 0 1,981,583 0 Participations Financieres et Industrielles
76 CRISTALERIAS DE CHILE S.A. NOTE 35: Trials
Court Cause Rol No. Origin Process Stage Committed amount (approximately Th Ch$) ----- ------------- ------------ ------- --------------------------------- ---------------------- 22 5655-1999 Civil First Proof in cause not received yet 470,000 16 4822-1999 Civil Second Revision and verdict pending 100,000 12 3025-1997 Civil Second Revision and verdict pending 100,000 1 1242-2000 Labor First Verdict pending 10,000 5 3468-2001 Labor First Verdict pending 10,000 1 3538-2000 Labor First Verdict pending 15,000 2 2294-1999 Local police Second Revision and verdict pending 9,500
78 36. GUARANTEES OBTAINED FROM THIRD PARTIES As of June 30, 2002 and 2001 the company has received guarantees from third parties that are shown below: Item 2002 2001 ThCh$ ThCh$ ---------------------------------------------- -------- ------- Rental of Property BankBoston UF 367.69 6,017 6,011 Rental of Property to Telecomunicaciones Cono Sur Ltda. (UF 130) 2,126 2,124 Rental of Property Office 202 AGF Building 3,843 3,839 Security Bank (UF 317.90) 5,199 0 Sight drafts suppliers 12,157 1,245 Installation of Buin Tanks (Tersanoix S.A.) 0 158,990 Purchase of vine stem cuttings and plants (Intelmaq) 43,265 0 Underground materials storehouse Buin Salfa Montajes 32,355 0 Grape purchase 131,365 70,893 ------- ------- 236,327 243,102 ======= ======= 79 37. LOCAL AND FOREIGN CURRENCY Charts are attached showing the foreign currency balance as of June 30, 2002 and 2001. CRISTALERIAS DE CHILE S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - ASSETS
Amount Items Currency 06-30-2002 06-30-2001 ----- -------- ---------- ---------- Available funds Non-adjust. Ch$ 1,122,015 1,783,962 Dollars 259,447 679,756 Other currencies 1,090 0 Euros 13,844 0 Argentinian Pesos 38,533 0 Time deposits Adjustable Ch$ 6,153,816 9,306,420 Dollars 15,237,975 25,552,583 Marketable Securities Adjustable Ch$ 3,667,806 3,313,467 Non-adjust. Ch$ 190,739 154,576 Dollars 6,521,246 0 Sales receivable Non-adjust Ch$ 23,249,820 27,921,705 Dollars 3,694,690 0 Euros 3,821,510 0 Other currencies 1,811,822 0 Documents Receivable Non-adjust. Ch$ 5,900,240 4,264,810 Dollars 36,993 0 Argentinian Pesos 8,354 0 Sundry Debtors Adjustable Ch$ 589 144,626 Non-adjust. Ch$ 1,075,332 568,304 Dollars 19,710 11,730 Euros 14,421 0 Argentinian Pesos 23,347 0 Documentos and Accts. Receivable Adjustable Ch$ 340,807 300,710 Non-adjust. Ch$ 55,998 11,006 Dollars 0 66,199 Inventory Adjustable Ch$ 37,353,545 32,031,331 Dollars 2,376,726 2,434,649 Argentinian Pesos 272,985 0 Taxes Receivable Non-adjust. Ch$ 254,080 983,139 Argentinian Pesos 41,743 0 Prepaid expenses Adjustable Ch$ 1,036,539 766,423 Dollars 118,836 35,976 Deferred Taxes Non-adjust. Ch$ 1,424,589 1,009,189 Other Current Assets Adjustable Ch$ 1,470,965 0 Non-adjust. Ch$ 6,801,850 4,420,118 Dollars 7,626,227 5,693,400 FIXED ASSETS Adjustable Ch $ 130,893,468 131,374,398 Investments in other companies Non-adjust. Ch$ 1,445,645 1,574,612 Negative Goodwill Adjustable Ch$ 8,875,922 4,989,731 Dollars 0 5,312,963 Long-term debtors Adjustable Ch$ 206,275 144,390 Intangibles Adjustable Ch$ 11,323,184 11,242,384 Amortization Adjustable Ch$ -884,173 -741,400 Long-term documents receivable. Non-adjust. Ch$ 1,362 0 Other Adjustable Ch$ 11,555,914 0 Non-adjust. Ch$ 0 979,689 Dollars 0 2,875,464 Investments in related companies Adjustable Ch$ 109,353,612 99,504,264 Dollars 0 11,738,775 Total Assets Non-adjust. Ch$ 41,267,590 42,687,971 Dollars 35,891,850 54,401,495 Other currencies 1,812,912 0 Euros 3,849,775 0 Argentinian Pesos 384,962 0 Adjustable Ch$ 321,602,349 293,359,883
80 CRISTALERIAS DE CHILE S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - CURRENT LIABILITIES
ITEM Currency Up to 90 days ---- -------- ------------- 06.30.2002 06.30.2001 ------------------------ -------------------------- Amount Avg.Annual Amount Avg.Annual Thou Ch$ Int. Rate Thou Ch$ Int. Rate -------- --------- -------- --------- Current Liabilities Short-term obligations with banks Adjust. Ch$ 0 0 92,531 0 and financial institutions Adjust. Ch$ 1,002,602 4.68 1,024,543 6.25 Dollars 0 0 18,424 7.6 Dollars 0 0 130,580 4.89 Dollars 0 0 0 0 Other currencies 0 0 0 0 Long-term obligations with banks Adjust. Ch$ 42,980 4.44 0 0 and financial institutions Dollars 21,109,874 3.375 756,288 6.25 Dollars 51,457 11.0 0 0 Long-term obligations Adjust. Ch$ 0 0 0 0 Obligations with the public Adjust. Ch$ 0 0 462,604 0 Dividends payable Non-adjust. Ch$ 536,729 0 941,417 0 Accounts payable Non-adjust. Ch$ 14,447,045 0 10,466,831 0 Dollars 496,525 0 993,499 0 Euros 13,940 0 0 0 Argentinian Pesos 37,730 0 0 0 Other currencies 12,040 0 0 0 Documents Payable Adjust. Ch$ 50,033 0 48,366 0 Dollars 1,859,687 0 3,878,565 0 Euros 100,422 0 40,163 0 Other currencies 314,207 0 526,297 0 Sundry Creditors Non-adjust. Ch$ 465,823 0 371,522 0 Dollars 34,403 0 32,110 0 Docts and accts payable to rel co. Adjust. Ch$ 301,370 0 284,677 0 Non-adjust. Ch$ 377,960 0 168,933 0 Dollars 929,088 0 196,951 0 Provisions Adjust. Ch$ 12,587 0 161,293 0 Non-adjust. Ch$ 10,442,793 0 7,146,836 0 Dollars 1,437,454 0 7,738 0 Argentinian Pesos 2,075 0 0 0 Euros 239,733 0 0 0 Other currencies 461,479 0 0 0 Withholdings Non-adjust. Ch$ 1,722,733 0 1,809,798 0 Argentinian Pesos 5,550 0 0 0 Prepaid income Non-adjust. Ch$ 2,325,044 0 3,457,796 0 Other Current Liabilities Non-adjust. Ch$ 389,768 0 0 0 Total Current Liabilities Adjust. Ch$ 1,409,572 - 2,074,014 - Dollars 25,918,488 - 6,014,425 - Other currencies 787,726 - 526,297 - Non-adjust Ch$ 30,707,895 - 24,363,133 - Euros 354,095 - 40,163 - Argentinian Pesos 45,355 - 0 -
81 CRISTALERIAS DE CHILE S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - CURRENT LIABILITIES
ITEM Currency 90 Days to 1 Year ---- -------- ----------------- 06.30.2002 06.30.2001 ---------------------- ------------------------ Amount Avg.Annual Amount Avg.Annual Thou Ch$ Int. Rate Thou Ch$ Int. Rate -------- --------- -------- --------- Current Liabilities Short-term obligations with banks Adjust. Ch$ 0 0 5,106,021 5.86 and financial institutions Adjust. Ch$ 0 0 28,170 7.0 Dollars 0 0 1,018,415 5.99 Dollars 0 0 173,024 11.0 Dollars 0 0 2,874,482 0 Other currencies 3,160 3.22 0 0 Long-term obligations with banks Adjust. Ch$ 719,265 4.44 0 0 and financial institutions Dollars 2,389,075 3.66 0 0 Dollars 149,062 11.0 0 0 Long-term obligations Adjust. Ch$ 1,182 7.0 0 0 Obligations with the public Adjust. Ch$ 460,599 6.44 0 0 Dividends payable Non-adjust. Ch$ 0 0 1,104 0 Accounts payable Non-adjust. Ch$ 0 0 0 0 Dollars 387,412 0 347,112 0 Euros 0 0 0 0 Argentinian Pesos 0 0 0 0 Other currencies 0 0 0 0 Documents Payable Adjust. Ch$ 71,963 0 42,897 0 Dollars 644,011 0 692,722 0 Euros 0 0 259,918 0 Other currencies 0 0 0 0 Sundry Creditors Non-adjust. Ch$ 55 0 0 0 Dollars 0 0 0 0 Docts and accts payable to rel co. Adjust. Ch$ 13,776 0 277,753 6.80 Non-adjust. Ch$ 0 0 0 0 Dollars 303,606 0 0 0 Provisions Adjust. Ch$ 158,413 0 0 0 Non-adjust. Ch$ 144,197 0 129,413 0 Dollars 1,169,685 0 2,749,643 0 Argentinian Pesos 0 0 0 0 Euros 0 0 0 0 Other currencies 0 0 0 0 Withholdings Non-adjust. Ch$ 0 0 0 0 Argentinian Pesos 0 0 0 0 Prepaid income Non-adjust. Ch$ 0 0 0 0 Other Current Liabilities Non-adjust. Ch$ 0 0 0 0 Total Current Liabilities Adjust. Ch$ 1,425,198 - 5,454,841 - Dollars 5,042,851 - 7,855,398 - Other currencies 3,160 - 0 - Non-adjust Ch$ 144,252 - 130,517 - Euros 0 - 259,918 - Argentinian Pesos 0 - 0 -
82 CRISTALERIAS DE CHILE S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - LONG-TERM LIABILITIES CURRENT PERIOD 06-30-2002
ITEM Currency 1-3 Years 3-5 years ---- -------- -------------------------- ------------------------ Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate -------- ------------- -------- ------------- Obligations with Banks and Dollars 39,317,142 3.375 9,829,287 3.375 Financial Institutions Dollars 3,462,752 3.29 0 0 Sundry creditors Dollars 777,335 11.06 133,516 11.06 Obligations with Banks and Other Currency 27,395 3.22 16,405 3.22 Financial Institutions Adjustable Ch$ 4,414,041 4.44 1,449,003 4.44 Obligations with the public Adjustable Ch$ 0 0 3,271,040 6.05 Long-term creditors Dollars 78,685 0 0 0 Adjustable Ch$ 58,089 0 0 0 Sundry creditors Adjustable Ch$ 2,353 7 1,176 7 Dollars 246,664 11 5,799 11 Notes payable Adjustable Ch$ 45,968 0 0 0 Long-term provisions Dollars 3,545,829 0 0 0 Adjustable Ch$ 3,594,255 0 0 0 Deferred taxes Non-adjust. Ch$ 2,592,495 0 0 0 Total long-term liabilities Dollars 47,428,407 - 9,968,602 - Other Currency 27,395 - 16,405 - Adjustable Ch$ 8,114,706 - 4,721,219 - Non-adjust. Ch$ 2,592,495 - 0 -
83 Cristalerias de Chile S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - LONG-TERM LIABILITIES CURRENT PERIOD 06-30-2002
ITEM Currency 5-10 Years More than 10 years ---- -------- ------------------------- ------------------ Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate -------- ------------- -------- ------------- Obligations with Banks and Dollars 0 0 0 0 Financial Institutions Dollars 0 0 0 0 Sundry creditors Dollars 0 0 0 0 Obligations with Banks and Other Currency 1,678 3.22 0 0 Financial Institutions Adjustable Ch$ 0 0 0 0 Obligations with the public Adjustable Ch$ 0 0 16,355,200 6.05 Long-term creditors Dollars 0 0 0 0 Adjustable Ch$ 0 0 0 0 Sundry creditors Adjustable Ch$ 0 0 0 0 Dollars 0 0 0 0 Notes payable Adjustable Ch$ 0 0 0 0 Long-term provisions Dollars 0 0 0 0 Adjustable Ch$ 0 0 0 0 Deferred taxes Non-adjust. Ch$ 0 0 0 0 Total long-term liabilities Dollars 0 - 0 - Other Currency 1,678 - 0 - Adjustable Ch$ 0 - 16,355,200 - Non-adjust. Ch$ 0 - 0 -
CRISTALERIAS DE CHILE S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - LONG-TERM LIABILITIES PERIOD PREVIOUS TO 06-30-2001
ITEM Currency 1-3 Years 3-5 Years ---- -------- -------------------------- ---------------------------- Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate -------- ------------- -------- ------------- Obligations with banks Dollars 36,697,657 489 27,523,243 489 and financial institutions Dollars 5,032,852 505 1,226,270 505 Adjustable Ch$ 575,278 180 564,442 180 Documents payable Adjustable Ch$ 25,969 0 0 0 Obligations with public Adjustable Ch$ 0 0 3,707,076 0 Sundry creditors Adjustable Ch$ 24,128 7 21,685 7 Dollars 723,314 1106 849,173 1106 Dollars 114,049 0 0 0 Adjustable Ch$ 59,964 0 0 0 Dollars 132,205 11 197,665 0 Long-Term provisions Dollars 4,077,761 0 0 0 Adjustable Ch$ 3,543,420 0 0 0 Deferred taxes Non-Adj. Ch$ 722,460 0 0 0 Total long-term liabilities Dollars 46,777,838 - 29,796,351 - Adjustable Ch$ 4,228,759 - 4,293,203 - Non-Adj. Ch$ 722,460 - 0 -
CRISTALERIAS DE CHILE S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - LONG-TERM LIABILITIES PERIOD PREVIOUS TO 06-30-2001
ITEM Currency 5-10 Years More than 10 years ---- -------- ------------------------- -------------------------- Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate -------- ------------- -------- ------------- Obligations with banks Dollars 0 0 0 0 and financial institutions Dollars 0 0 0 0 Adjustable Ch$ 285,923 0 0 0 Documents payable Adjustable Ch$ 0 0 0 0 Obligations with public Adjustable Ch$ 2,011,353 0 14,296,073 0 Sundry creditors Adjustable Ch$ 0 0 0 0 Dollars 0 0 0 0 Dollars 0 0 0 0 Adjustable Ch$ 0 0 0 0 Dollars 0 0 0 0 Long-Term provisions Dollars 0 0 0 0 Adjustable Ch$ 0 0 0 0 Deferred taxes Non-Adj. Ch$ 0 0 0 0 Total long-term liabilities Dollars 0 - 0 - - Adjustable Ch$ 2,297,276 - 14,296,073 - Non-Adj. Ch$ 0 - 0 -
84 38. PENALTIES The SVS and other administrative authorities have not imposed any penalties during the 2002 and 2001 fiscal years. 85 39. SUBSEQUENT EVENTS At of July 16, 2002 a provisional dividens N(degree)150 of Th Ch$15 for action, was paid by the company and was approved by Board of Directors on June 25, 2002. At of August 14, 2002 an issue bonds for UF 4,100,000 , to the coupon unmaterialize, was put throught the stock exchange, this was registered in the Register of SVS with the N(degree) 296 on July 9, 2002 and subsequently was modified by Certificate at of August 12, 2002. The issue bonds series C which are to 6 years, was of UF 2,000,000 with rate of 4.75% per year, and the issue bonds series D , which are to 21 years, was of UF 2,100,000 with rate of 5.8% per year. The final amount obtained in the investment in stock exchange reached of UF 3,937,063 which reprensent 96.03% of the issue had being put the bonds in the series C to the cash rate of 5.3% an d the bonds of the series D to the cash rate of 6.5%. The difference between the amount of issue and the securities recovered , more the expenses incured in the issue, will be amortized in the term of payment of the respective issues. 86 40. ENVIRONMENT ENVIRONMENT The company is permanently committed with environment preservation. During the first quarter of 2002 the parent company carried investments of Th Ch$181,326 corresponding mainly to the repair of an electrostatic pre ipitator to filter the gases discharged from smelting processes. This makes it possible for the company to ensure that is fulfills particulate matter discharge standards issued by the controlling agencies. The subsidiary S.A. Vina Santa Rita has invested Th Ch$7,036 in the January - June, 2002 period to comply with the ordinances and laws related to Industrial Process and Installations. 87 41. TIME DEPOSITS As of June 30, 2002 and 2001 the company presents the following information: INSTITUTION CURRENCY 2002 2001 Th$ Th$ -------- --------- ---------- Banco de Santiago US$ 5,071,858 2,762,890 Banco de Credito e Inversiones US$ 6,019,533 4,078,888 Banco Bilbao Viscaya N.Y. US$ 0 2,629,092 Banco Santander N.Y. US$ 0 12,936,870 Banco Scotiabank US$ 3,699,351 0 Banco Santander US$ 4,022,126 0 Banco Edwards UF 30,224 0 Banco de Chile UF 447,233 2,809,352 Banco de Santiago $ 1,098,629 3,837,228 Banco de Chile $ 0 5,463,481 Banco de Chile $ 1,022,837 341,202 ---------- ---------- TOTAL 21,391,791 34,859,003 ========== ========== 88 42. STOCK TRANSACTIONS During the 2002 and 2001 fiscal years members of the board, controlling stockholders, related individuals and entities carried out stock transactions. In the fiscal years 2001 were carried out the following transactions: 2002 2001 ---- ----- INSTITUTION Purchases Sales Purchases Sales ----------- --------- ----- --------- ----- Tjhe Bank of New York 0 0 104,439 2,398,359 89 43. DISTRIBUTION OF SHAREHOLDERS The distribution of stockholders as of June 30, 2002 and 2001 is the following: % of Shareholding No. of Shareholders ----------------- ------------------- TYPE OF SHAREHOLDER 2002 2001 2002 2001 ---- ---- ---- ---- 10% or more shareholding 34.03 34.03 1 1 Less than 10% shareholding with investment equal to or higher than 200 UF 65.81 65.80 250 246 Less than 10% shareholding with investment lower than 200 UF 0.16 0.17 826 855 TOTAL 100.00 100.00 1,077 1,102 CONTROLLER OF THE COMPANY 52.14 52.14 3 3 90 44. REMUNERATIONS OF THE BOARD OF DIRECTORS During the first quarter of 2002 and 2001, the Company and the subsidiary S.A. Vina Santa Rita paid for allowances, honoraries and participation in profits to the Board the sum of Th Ch$866,881 and Th Ch$827,079 respectively as follows: 2002 2001 ThCh$ ThCh$ ----------- ----------- Share of previous fiscal year profits 855,944 818,834 Allowance for assistance to meetings 4,085 3,714 Allowance for Directors Committee 1,003 857 Honoraries for services appointed by the Board 5,849 3,674 ----------- ----------- TOTAL 866,881 827,079 =========== =========== On the other hand, Th Ch$224,804 have been provisioned for the participation in profits of year 2002 (Th Ch$419,331 in 2001). CRISTALERIAS DE CHILE S.A. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2002 AND 2001 1.- CONSOLIDATED FINANCIAL INDICATORS
06-30-2002 06-30-2001 12-31-2001 ---------- ---------- ---------- LIQUIDITY Current liquidity times 2.01 2.60 2.38 Acid ratio times 1.35 1.80 1.73 DEBT Debt ratio times 0.89 0.72 0.68 Short-term debt % 34.5 31.1 34.7 Long-term debt % 65.5 68.9 65.3 Coverage of interest expenses times 3.97 3.48 4.07 ACTIVITY Total assets Mill Ch$ 404,809 390,449 395,631 Investments Mill Ch$ 12,176 34,198 33,994 Disposal of property Mill Ch$ 35 2,416 2,402 Inventory turnover times n.a. n.a. n.a. Inventory permanence days n.a. n.a. n.a. RESULTS Operating income Mill Ch$ 68,792 65,362 142,780 Operating costs Mill Ch$ 41,271 42,196 87,987 Operating results Mill Ch$ 16,454 12,653 32,780 Financial expenses Mill Ch$ 2,412 3,730 6,973 Non-operating results Mill Ch$ (8,135) (1,882) (8,496) R.A.I.I.D.A.I.E. Mill Ch$ 16,398 19,083 40,435 After-tax profit Mill Ch$ 3,572 9,144 17,877 RATE OF RETURN Return on equity % 1.7 4.4 8.5 Return on assets % 0.9 2.4 4.7 Return on operating assets % 7.6 6.0 15.7 Profit per share $ 55.8 142.9 279.3 Return on dividends % 3.7 3.2 3.1
Current liquidity Ratio of current assets to current liabilities. Acid ratio: Ratio of uncommitted funds to current liabilities. Debt ratio: Ratio of total current liabilities to net worth. Coverage of Interest Expenses: Result before taxes and interest divided by financial expenses. Inventory turnover: Ratio between sales cost of the period and average inventory. Inventory permanence: Ratio between average inventory and sales cost of the period, multiplied by 360 days. R.A.I.I.D.A.I.E.: Result before taxes, interest, depreciation, amortization, and special items. Return on dividends: Sum of dividends paid in the last twelve months divided by market price of stock at closing of period. The main trends observed in the 2002 fiscal year indicators are: LIQUIDITY INDICES There is a reduction in the liquidity index in relation to 2001 because of the transfer of long-term syndicated loan installments to short-term, due to the increase in provisions. The reduction of the liquidity index has also been influenced by the investment in bonds, which is registered in others long-term fixed assets. INDEBTEDNESS INDICES The leverage ratio and the short and long-term debt distribution ratio show changes, which may be explained by the aforementioned reasons. The interest expenses coverage ratio fell with respect to December of the previous year due to lower profits. However, this ratio rose compared to that of June 2001 due to lower interest expenses in the first half of 2002. PROFITABILITY INDICES These indices fell because of the decrease in profits during the first half of the year. On the other hand, despite dividends distributed between July 2000 and June 2001 increased by 3% compared with dividends distributed for the July 2001/June 2002 period, the dividends' rate of return increased during this half of the year due to the drop in the share price in the stock market, which fell from Ch$4,090 per share as of June 30, 2001, to Ch$3,801 per share as of June 30, 2002. 2. DIFFERENCE BETWEEN BOOK VALUE AND MARKET VALUE OF MAIN ASSETS. The financial statements as of June 30, 2002 have been prepared according to generally accepted accounting principles and general and specific norms of the Chilean Securities and Insurance Commission (SVS), which is the agency that regulates the Company. The valuation of the assets includes adjustment for currency devaluation, provisions, and technical revaluations. We believe the foregoing is a reasonable way to value the Company's permanent investments. As of June 30, 2002 there were financial investments in shares registered according to their purchase price at Ch$3,644 million, and whose market value on the same date was Ch$6,022 million. 3. RESULTS FOR THE FIRST HALF OF 2002 3a. Consolidated Result Cristalerias de Chile S.A. consolidates its results with Vina Santa Rita, CIECSA, Cristalchile Comunicaciones S.A., Cristalchile Inversiones S.A. and Apoger. Since the second quarter of 2001, the company does not consolidate its results with Envases CMF S.A. (formerly Crowpla-Reicolite S.A.). On the other hand, on September 27, 2001, stocks of Ediciones Chiloe and Ediciones Financieras were sold to Recoletos Chile Ltda. (Financial Times), leaving CIECSA with a 50% stake in Ediciones Chiloe. As of that date CIECSA no longer consolidates its financial statements with Ediciones Financieras S.A. ("El Diario"). As of June 30, 2002, the Company's net profit was Ch$3,572 million compared with $9,144 million in 2001. This is due to a higher non-operating loss of $8,135 million, compared with a $1,919 million loss in 2001. During 2001, the Company had an extraordinary income corresponding to the sale of shares of CGE for Ch$2,906 million, and Ch$2,002 million for the valuation of the Company's investment in the association between Crowpla-Reicolite and Multipack. In addition, in 2002 the Company registered a higher net loss from subsidiaries that reached $2,397 million, mainly due to the effect of the devaluation in Argentina for the Company's investment in Rayen Cura, applying an exchange rate of 3.8 Argentine Pesos per US Dollar. On the other hand, during the first half of 2001 the Company's net profit was increased by an extraordinary income of $1,823 million corresponding to the reverse of a maintenance provision for Furnace C in Cristalchile, which was included in "Extraordinary Items". On the other hand, during the first half of 2002 the operating income increased by Ch$3,696 million, from Ch$12,758 million in 2001, to Ch$16,454 million in the present year. As of June 30, 2002, Cristalerias' consolidated sales reached Ch$68,792 million, a 7.6% increase compared to the previous period, and adjusting for the non-consolidation of Crowpla-Reicolite and Ediciones Financieras during the period.(*) The consolidated sales increase in Cristalerias results from higher sales in the glass business (1.4%), Santa Rita (9.9%) and CIECSA (41.8%). The consolidated operating income reached Ch$16,454 million, which represents a 29.0% increase, adjusting the operating profit of 2001 by Ch$105 million, corresponding to the loss generated by Ediciones Financieras during the period. Of the total operating income, the glass business accounted for Ch$9,975 million, Santa Rita Ch$4,703 million and CIECSA Ch$1,722 million. The individual result of Cristalerias de Chile S.A. and its main subsidiaries is analyzed in greater detail below. 3b. Individual Result As of June 2002, the Company had individual sales of Ch$30,382 million, a 1.4% increase compared with 2001. Sales Volume increased by 0.6%, reaching 108,080 tons. This higher sales volume is mainly due to higher sales of bottles for the wine and non-returnable beer markets. Operating profit rose by 7.8% reaching Ch$9,975 million. The operating margin increased due to lower sales of imported products with a lower margin during 2002. The Company's net profit was Ch$3,572 million in 2002 compared to Ch$9,144 million in 2001. This result can be explained partly by a decrease in the non-operating results, which passed from a loss of $46 million in 2001 to a loss of $4,332 million in 2002. During 2001, the Company recorded extraordinary income corresponding to the sale of shares of CGE, and the valuation of the Company's investment in the association between Crowpla-Reicolite and Multipack. In addition during 2002 the Company had a higher non operating loss from the effect of the devaluation of the Argentine Peso (from $1.7 to $3.8 Argentine Pesos per US Dollar) in Rayen Cura, that reached $2,424 million. This was partially offset by better results in Vina Santa Rita and CIECSA. It is worth noting that during 2001 the Company had an extraordinary income corresponding to the reverse of a maintenance provision for Furnace C, which was included as "extraordinary items". 3c. Result in Subsidiaries As of June 30, 2002, Santa Rita's net profit reached Ch$4,147 million, which represents a 51.5% increase over the same period in 2001. In the local market, Santa Rita reached volumes that were 19.0% higher than in 2001. Prices in this market fell by 18.0% in real terms, as a result of increased competition and lower costs of musts, which led to a 3% sales decrease in this market. Sales in the export market increased by 12.5% in volume terms due to lower sales to the European and Latin American markets. During the period, exports represented 52.6% of total sales in the amount of US$25.2 million. The operating income increased by 21.2%, totaling Ch$4,703 million, mainly as a result of the increase in prices in the local market and an increase in volumes in the export market. The average price in dollars per case for the export market was US$30.5 whereas the average for the industry was US$22.23 per case. As of June 2002, Santa Rita registered a non-operating profit of Ch$311 million, compared with a loss of Ch$496 million in 2001. This is mainly explained by lower financial costs. ------------- (*) As of Jun 30, 2001 the sales of Ediciones Financieras totaled Ch$1,432 million. Megavision, CIECSA's main subsidiary reached an operating income of Ch$1,716 million, compared to a loss of Ch$397 million in 2001. Megavision reached a 24.6% audience share during the period. Net sales increased by 40.1%, reaching Ch$9,594 million, due to an increase in live programming. As of June 2002, Megavision reached a net profit of Ch$507 million, compared with a loss of Ch$916 million in 2001. CIECSA's final result was a profit of Ch$308 million compared with a loss of Ch$909 million in 2001. Envases CMF S.A. registered net loss of Ch$403 million in 2002 compared with a profit of Ch$128 million in 2001. Sales increased by 114% during the period, totaling Ch$14,835 million. It is worth noting that this significant increase in sales is mainly due to the association with Multipack at the end of June 2001. Sales volumes increased by 97%, totaling 10,643 tons. The operating income reached Ch$718 million, which is 43% higher than in the previous year. On the non-operating side Envases CMF passed from a loss of Ch$352 million in 2001 to a loss of Ch$1,188 million in 2002. It is worth mentioning that the higher loss is mainly due to increase of interest expenses corresponding to the financing obtained of the joint venture of Crowpla-Reicolite with Multipack. In cable TV area, Cristalchile Comunicaciones S.A. (99.99% subsidiary of Cristalerias), is the owner of 50% of Cordillera Comunicaciones Ltda., which is in turn the owner of 99% of Metropolis-Intercom S.A. Metropolis-Intercom S.A. reached sales of Ch$22,538 million during 2002 compared with Ch$22,303 million during 2001. As of June 2002, Metropolis-Intercom had a net loss of Ch$7,582 million compared with a loss of Ch$7,277 million in 2001. This result includes a depreciation charge of Ch$5,484 million (Ch$5,317 million in 2001) corresponding to the HFC network acquired in July 2000. The company ended the period with 239,000 subscribers, a 14.6% decrease compared to the same date in 2001, due to the deteriorated domestic economic situation. As a result of the aforementioned and the negative goodwill amortization in Cordillera Comunicaciones of $2,010 million in 2002 ($1,997 million in 2001), Cristalchile Comunicaciones registered a $4,806 million net loss ($4,604 million loss in the first half of 2001). 4. CASH FLOW STATEMENT During the first half of 2002 a total net positive flow of Ch$7,258 million was generated, which is explained by a Ch$18,492 million positive flow generated by operating activities, which were partially offset by a negative financing flow of Ch$9,097 million, and a negative flow of investment activities of Ch$2,137 million. The operating flow corresponds basically to the collection of sales receivables and financial interests and other income received, which were partially reduced by payables to suppliers, taxes and interests. The negative financing flow can be explained mainly by a net increase in loans from related companies of $316 offset by a reduction in loans of $1,308 million, and dividends paid that reached $7,077 million. The investment flow is mainly explained by the incorporation of fixed assets (CAPEX) of Ch$8,963 million, and permanent investments for Ch$3,768 million and others investments for Ch$701 million, which are financed with the net redemption of Time Deposits for over 90 days for $11,255 million. The aforementioned resulted in an increase in the final balance of cash and cash equivalent, which passed from Ch$38,002 million as of December 31, 2001 to $45,385 million as of June 30, 2002. According to the current regulations of the SVS and the Association of Accountants of Chile, time deposits and agreements for less than 90 days have been considered as cash and cash equivalent. 5. INTEREST RATES AND EXCHANGE RATE RISK ANALYSIS a. Interest rates Cristalerias and its Subsidiaries are exposed to the risk of fluctuations in interest rates on its short-term and long-term liabilities. As of June 30, 2002 short-term and long-lerm bank liabilities and obligations with the public totaled Ch$103,871 million, which represents 25.7% of the Company's consolidated assets. On the other hand, bank credits total Ch$83,785 million, Ch$76,109 million of which correspond to credits in foreign currency at variable rates related to the six-month LIBOR, Ch$6,625 million correspond to credits in Pesos adjustable in unidades de fomento (indexed currency units) that are exposed to changes in the six-month TAB rate, and Ch$1,003 million correspond to credits in Pesos at an annual rate of 4.68% and Ch$48 million correspond to credits in Argentinean Pesos. Obligations with the public of Ch$20,086 million correspond to coupon Bonds issued by the subsidiary Vina Santa Rita at a fixed interest rate. In addition, as of June 30, 2002, the Company had available funds of Ch$53,184 million invested in instruments with different tenors, like term deposits, bonds, fixed-rate mutual funds and resale agreements. The Company and its subsidiaries do not use secondary financial instruments at the present time to reduce risk in the event of fluctuations in interest rates. This policy will be permanently studied to evaluate the different alternatives offered by the market. b) Exchange risk. The Company and its Subsidiaries maintain liabilities in Dollars of US$128.4 million, which represent 21.8% of its consolidated assets, and include a long-term syndicated loan of US$100 million in the parent company and long-term bank credits in Vina Santa Rita of US$9.5 million. As of June 30 the Company and its Subsidiaries have investments in Dollars of US$51 million in time deposits, bonds and fixed rate mutual funds. It also has Dollar future contracts of US$139.8 million, and a contract that provides coverage for EURO/Dollar fluctuations for 3.5 million Euros, all of which provides a reasonable coverage for exchange rate variations risk. RELEVANT EVENTS There are no relevant events in this period. ECU (Standardized Quarterly Financial Report) 1. IDENTIFICATION 1.01.05.00 Firm Name CRISTALERIAS DE CHILE S.A. 1.01.04.00 Company RUT 90331000-6 1.00.01.10 Starting date 1/1/2002 1.00.01.21 Closing date 6/30/2002 1.00.01.30 Type of Currency Chilean Pesos 1.00.01.40 Type of Financial Statements Individual ASSETS 2.0 FINANCIAL STATEMENTS 2.01 BALANCE SHEET 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Individual
ASSETS NOTE No. 06-30-02 06-30-01 5.11.00.00 TOTAL CURRENT ASSETS 59,198,752 59,024,082 5.11.10.10 Cash 959,111 291,970 5.11.10.20 Time deposits 40 14,790,742 22,407,740 5.11.10.30 Marketable securities (net) 4 10,356,038 3,274,874 5.11.10.40 Debtors from sales (net) 5 13,485,303 13,751,936 5.11.10.50 Documents receivable (net) 5 3,247,684 1,979,230 5.11.10.60 Sundry debtors (net) 5 540,309 435,018 5.11.10.70 Doc. & accts receivable 6 2,503,599 3,442,877 related Co. 5.11.10.80 Inventories (net) 7 6,111,810 6,225,747 5.11.10.90 Recoverable taxes 8 156,839 660,599 5.11.20.10 Prepaid expenses 239,117 59,465 5.11.20.20 Deferred taxes 8 706,946 372,236 5.11.20.30 Other current assets 10-11 6,101,254 6,122,390 5.11.20.40 Leasing contracts (net) 0 0 5.11.20.50 Leasing assets (net) 0 0 5.12.00.00 TOTAL FIXED ASSETS 72,682,802 73,626,112 5.12.10.00 Land 12 1,455,323 1,503,970 5.12.20.00 High rises & infrastructure 12 17,055,663 17,145,772 5.12.30.00 Machinery & equipment 12 91,595,238 85,852,583 5.12.40.00 Other fixed assets 12 10,776,810 8,878,969 5.12.50.00 Positive goodwill from technical evaluation of fixed 12 8,336,157 8,342,060 assets 5.12.60.00 Depreciation (minus) 12 (56,536,389) (48,097,242) 5.13.00.00 TOTAL OTHER ASSETS 174,380,347 161,828,694 5.13.10.10 Investment in related companies 14 137,856,652 151,144,403 5.13.10.20 Investment in other companies 0 0 5.13.10.30 Negative goodwill 16 2,078,863 7,555,700 5.13.10.40 Positive goodwill (minus) 0 0 5.13.10.50 Long-term debtors 5 176,836 106,159 5.13.10.60 Doc. & accts receivable 6 24,710,102 2,222,018 related Co. 5.13.10.65 Long-term deferred taxes 0 0 5.13.10.70 Intangibles 17 0 2,627 5.13.10.80 Amortization (minus) 0 0 5.13.10.90 Other 18 9,557,894 797,787 5.13.20.10 Long-term leasing contracts (net) 5.10.00 TOTAL ASSETS 306,261,901 294,478,888
-2- LIABILITIES 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Individual
LIABILITIES NOTE No. 06-30-02 06-30-01 5.21.00.00 TOTAL CURRENT LIABILITIES 33,417,782 11,946,006 5.21.10.10 Short-term oblig. Banks & 0 0 Fin. Inst. 5.21.10.20 Short-term portion - Long-term oblig. Banks & 19 20,348,771 149,274 Financial Institutions 5.21.10.30 Obligations with the public 0 0 (notes) 5.21.20.40 Short-term portion oblig with 0 0 public 5.21.10.50 Long-term oblig. due within 1 0 0 year 5.21.10.60 Dividends payable 536,033 714,733 5.21.10.70 Accounts payable 1,894,684 2,133,078 5.21.10.80 Notes payable 2,160,037 3,534,936 5.21.10.90 Sundry creditors 463,847 367,471 5.21.20.10 Notes & accts payable related 6 675,884 809,496 Co. 5.21.20.20 Provisions 23 6,139,193 3,519,479 5.21.20.30 Withholdings 813,077 717,539 5.21.20.40 Income tax 0 0 5.21.20.50 Earned income 0 0 5.21.20.60 Deferred taxes 0 0 5.21.20.70 Other current liabilities 20 386,256 0 5.22.00.00 TOTAL LONG-TERM LIABILITIES 58,672,144 73,760,730 5.22.10.00 Oblig with Banks & Financial 21 49,146,429 64,220,900 Inst. 5.22.20.00 Long-term oblig with public 0 0 (bonds) 5.22.30.00 Long-term notes payable 0 0 5.22.40.00 Long-term sundry debtors 968,940 1,632,450 5.22.50.00 Long-term notes & accts. payable related companies 6 0 0 5.22.60.00 Long-term provisions 7,140,084 7,621,181 5.22.70.00 Long-term deferred taxes 8 1,416,691 286,199 5.22.80.00 Other long-term liabilities 0 0 5.23.00.00 MINORITY INTEREST 0 0 5.24.00.00 TOTAL EQUITY 214,171,975 208,772,157 5.24.10.00 Paid-in capital 26 62,863,356 62,253,624 5.24.20.00 Reserve capital revaluation 26 377,180 933,806 5.24.30.00 Premium in sale of own shares 26 26,955,324 26,932,687 5.24.40.00 Other reserves 26 9,133,407 7,670,451 5.24.50.00 Retained earnings (addition of codes 5.24.51.00 to 26 114,842,708 110,981,584 5.24.56.00) 5.24.51.00 Reserve 26 112,231,045 103,307,766 future dividends 5.24.52.00 Accrued 26 0 0 profits 5.24.53.00 Accrued 0 0 losses (minus) 5.24.54.00 Profit 26 3,571,663 9,144,215 (loss) for the year 5.24.55.00 Prov. (960,000) (1,377,713) dividends (minus) 5.24.56.00 Accr. 26 0 (92,684) deficit dev. period 5.20.00.00 TOTAL LIABILITIES 306.261.901 294,478,888
-3- INCOME STATEMENT 2.02 INCOME STATEMENT 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Individual
INCOME STATEMENT NOTE No. 06-30-02 06-30-01 5.31.11.00 OPERATING RESULTS 9,975,009 9,251,371 5.31.11.10 Operating Margin 12.271.583 11.632.337 5.31.11.11 Operating 30.382.171 29.964.769 income 5.31.11.12 Operating (18,110,588) (18,332,432) costs (minus) 5.31.11.20 Adm. & sales expenses (2,296,574) (2,380,966) (minus) 5.31.12.00 NON-OPERATING RESULTS (4,332,181) 45,635 5.31.12.10 Interest income 851,170 1,088,816 5.31.12.20 Profit investments 14 2,546,021 1,731,548 related Co. 5.31.12.30 Other non-operating 27 256,077 5,141,658 income 5.31.12.40 Profit investments (7,433,678) (5,510,299) rel- Co. (-) 5.31.12.50 Amortization 16 (82,880) (362,221) neg.goodwill (-) 5.31.12.60 Interest expenses (1,338,126) (2,196,647) (minus) 5.31.12.70 Other non-operat 28 (356,053) (255,419) expenses (-) 5.31.12.80 Price level 29 (288,207) 428,199 restatement 5.31.12.90 Exchange differences 30 1,513,495 (20,000) 5.31.10.00 RESULTS BEFORE INCOME TAX 5,642,828 9,297,006 AND EXTRAORDINARY ITEMS 5.31.20.00 INCOME TAX 8 (2,071,165) (1,975,352) 5.31.30.00 EXTRAORDINARY ITEMS 0 1,822,561 5.31.40.00 PROFIT (LOSS) BEFORE 3,571,663 9,144,215 MINORITY INTEREST 5.31.50.00 MINORITY INTEREST 0 0 5.31.00.00 NET PROFIT (LOSS) 3,571,663 9,144,215 5.32.00.00 Amortization of positive goodwill 0 0 5.30.00.00 PROFIT (LOSS) FOR THE YEAR 3,571,663 9,144,215
-4- DIRECT CASH FLOW STATEMENT 2.03 CASH FLOW STATEMENT 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Individual
DIRECT CASH FLOW STATEMENT NOTE No. 06-30-02 06-30-01 5.41.11.00 NET FLOW FROM OP. ACT. 15,806,590 15,759,698 5.41.11.10 Collection from sales debtors 39,030,134 38,216,842 5.31.11.20 Interests received 1,834,969 1,468,785 5.31.11.30 Dividends & other distributions 1,299,713 1,215,216 funds received 5.31.11.40 Other income 298,690 2,037 5.31.11.50 Payments to suppliers & (22,354,881) (20,754,073) personnel (-) 5.31.11.60 Interest paid (minus) (500,843) (1,941,968) 5.31.11.70 Income tax paid (minus) (689,240) (1,714,296) 5.31.11.80 Other expenses (469,588) (612,565) 5.31.11.90 V.A.T. & other taxes ((2,642,364) (120,280) 5.41.12.00 CASH FLOW FINANCING ACTIVITIES (6,092,020) (5,853,278) 5.41.12.05 Proceeds from share issue 5.41.12.10 Loans received 5.41.12.15 Obligations with the public 5.41.12.20 Secured loans from related companies 5.41.12.25 Other loans from related companies 5.41.12.30 Other financing resources 5.41.12.35 Dividends paid (minus) (6,072,585) (5,782,047) 5.41.12.40 Capital distributions (minus) 5.41.12.45 Repayment of loans (minus) (18,954) (16,803) 5.41.12.50 Payment of obligations with the public (-) 5.41.12.55 Repayment of secured loans from rel Co. (-) 5.41.12.60 Repayment other loans from related Co. (-) 5.41.12.65 Share issue payment (minus) 5.41.12.70 Payment of issue publ oblig (minus) 5.41.12.75 Other financing payments (minus) (481) (54,428) 5.41.13.00 CASH FLOW FROM INVESTING ACTIVITIES 384,499 (31,355,514) 5.41.13.05 Sale of fixed assets 5,708 613,872 5.41.13.10 Sale of permanent investments 5.41.13.15 Sale of other investments 10,748,618 9,821,293 5.41.13.20 Proceeds secured loans to 42,208 related Comp. 5.41.13.25 Proceeds other loans to related 1,245,745 companies 5.41.13.30 Other investment income 1,432,598 524,544 5.41.13.35 Incorporation of fixed assets (5,807,892) (21,497,985) (minus) 5.41.13.40 Capitalized interests payment (minus) 5.41.13.45 Permanent Investments (768,892) 5.41.13.50 Investments in financial (1,538,111) (21,145,514) instruments (minus) 5.41.13.55 Other loans to related companies (3,760,178) (149,602) (minus) 5.41.13.60 Other loans to related companies (1,315) (855) (minus) 5.41.13.65 Other distrib of funds on invest (694,929) (40,328) activities (-) 5.41.00.00 TOTAL NET CASH FLOW FOR THE PERIOD 10,099,069 (21,449,094) 5.42.20.00 EFFECT OF INFLATION ON CASH & CASH EQUIV. (162,013) (118,840) 5.41.00.00 NET CHANGE IN & CASH EQUIVALENT 9,937,056 (21,567,934) 5.42.00.00 CASH & CASH EQUI AT BEGINNING OF PERIOD 18,626,034 24,523,903 5.43.00.00 CASH & CASH EQUIV BALANCE AT END OF PERIOD 28,563,090 2,955,969
-5- INCOME STATEMENT RECONCILIATION CONCILIATION BETWEEN CASH FLOW GENERATED BY THE OPERATION'S ACTIVITIES AND THE INCOME STATEMENT FOR THE YEAR 1.00.01.30 Type of Currency: Chilean pesos 1.00.01.40 Type of Balance : Individual
CASH FLOW - INCOME STATEMENT RECONCILIATION NOTE No. 06-30-02 06-30-01 5.50.10.00 Profit (Loss) for the year 3,571,663 9,144,215 5.50.20.00 Profit in sale of assets (22,505) (1,989,433) 5.50.20.10 (Profit) Loss in sale of fixed assets (22,505) 12,280 5.50.20.20 Profit in sale of investments (minus) (2,001,713) 5.50.20.30 Loss in sale of investments 5.50.20.40 (Profit) Loss in sale of other assets 5.50.30.00 Non-cash losses (gains) 11,623,244 6,859,519 5.50.30.05 Depreciation for the year 4,301,230 3,562,934 5.50.30.10 Amortization of intangibles 610,011 55,779 5.50.30.15 Write-offs and provisions 2,978,493 1,201,251 5.50.30.20 Accrued earnings from investments in (2,546,021) 1,731,548 related companies (minus) 5.50.30.25 Accured losses from investments in 7,433,678 5,510,299 related Co. 5.50.30.30 Negative goodwill amortization 82,880 362,221 5.50.30.35 Positive goodwill amortization (minus) 5.50.30.40 Price level restatement 288,207 428,199 5.50.30.45 Net exchange difference (1,513,495) 20,000 5.50.30.50 Other non-cash credits to results (minus) (15,915) (1,841,611) 5.50.30.55 Other non-cash debits to results 4,176 148,393 5.50.40.00 Changes in Assets affecting cash flow (incr) 1,577,369 (457,174) decreases 5.50.40.10 Debtors from sales 962,393 354,297 5.50.40.20 Inventory 276,803 229,371 5.50.40.30 Other assets 338,173 582,100 5.50.50.00 Changes in liabilities affecting cash flow (943,181) 2,202,571 increases (decr) 5.50.50.10 Accounts payable related to results for (1,248,337) 795,551 the year 5.50.50.20 Interests payable 613,387 106,285 5.50.50.30 Income tax payable (net) 1,018,046 37,423 5.50.50.40 Other accounts payable related to (1,242,893) 1,383,711 non-oper results 5.50.50.50 VAT and other taxes payable (net) (83,384) (120,399) 5.50.60.00 Profit (Loss) of minority interest 5.50.00.00 NET OPERATING CASH FLOW 15,806,590 15,759,698
-6- 01. Registration In The Securities Register 1. IDENTIFICATION OF THE COMPANY AND REGISTRATION IN THE SECURITIES REGISTER The company is registered in the Securities Register under N 061 and it is supervised by the Securities and Insurance Commission. -7- 02. Applied Accounting Criteria APPLIED ACCOUNTING CRITERIA a) Accounting Period These financial statements correspond to the period between January 1 and June 30 of 2002 and 2001. b) Preparation basis of financial statements: These individual financial statements as of June 30, 2002 and 2001 have been prepared on the basis of generally accepted accounting principles and specific norms issued by the S.V. S., with the former prevailing in case of discrepancies. Investments in subsidiaries are recorded on one line in the general balance sheet at their net worth and, therefore, they have not been consolidated line by line. This treatment does not modify the net profit of the fiscal year or the net worth. These financial statements have been issued only for purposes of making an individual analysis of the company and, in consideration thereof, they shall be read together with the consolidated statements, which are required by generally accepted accounting principles. c) Presentation Basis For comparison purposes, the financial statements and figures included in the disclosures for the 2001 fiscal year are presented updated according to non-accounting terms as of June 30, 2002 by 2.1%. d) Adjustment for Currency Devaluation (Price Level Restatement) Financial statements have been corrected monetarily on the basis of considering the variation in the purchasing power of the currency which occurred in the 2002 fiscal year, which was -0.6% (1.5% in 2001). e) Conversion Basis Balances in foreign currency and indexed currency units have been converted to pesos at the indicated parities: 2002 2001 Ch$ Ch$ U.S. Dollar 688.05 629.00 Pound Sterling 1,052.71 888.92 Swiss Franc 464.80 350.63 EURO 681.41 534.23 Unidad de Fomento 16,355.20 16,002.32 f) Marketable Securities and Time Deposits Transactions in fixed income instruments (PRC) are shown at the return value of the investment, which does not exceed the market value as of June 30, 2002. Investments in stock are shown at the lowest value between the corrected cost and market value. Time deposits are shown at the value of the investment, plus adjustments and interest accrued as of the date of the fiscal year. -8- g) Inventory Inventory of finished products has been valued as of June 30, 2002 and 2001 at the direct production cost, duly updated, and raw materials and materials at the cost of the last purchase or its corrected cost. Those valuations do not exceed the net liquidation value. h) Bad Debts (Uncollectables) The parent company and subsidiaries have made provision for bad debts that is deducted from debtors for sales. The criterion adopted to estimate them is the age of the balances. i) Fixed Assets The fixed assets are shown at purchase cost plus legal and regulatory revaluations accumulated until June 30, 2002 and 2001. j) Depreciation of Fixed Assets Depreciation of this property is calculated on updated values, according to the straight-line depreciation system, considering the estimated useful life of the property. k) Assets in Leasing None. l) Sales Transactions with Leaseback None. m) Intangibles At June 30, 2002 there are no intangibles; in the 2001 fiscal year there is a balance for trademarks. n) Investments in Related Companies Investments in stocks and rights in related companies have been valued according to the percentage of the holding that corresponds to the Company in the equity of its affiliates (VPP), according to procedures established for these purposes by circular 368 of the Securities and Insurance Commission. o) Negative and Positive Investment Goodwill: Negative and positive investment goodwill has arisen when comparing the price paid for the investment made and the proportional value that corresponds to that investment in the net worth of the company. Those values are amortized over a twenty-year period. At June 30, 2002 and 2001 there was no positive investment goodwill. p) Operations with buyback and sellback agreement Financial instruments acquired with a sellback agreement are shown at their purchase value plus interest and adjustments accrued at the closing of the fiscal year, and they are classified in Other Current Assets, in the terms established in Circular No. 768 of the Securities and Insurance Commission. -9- q) Deferred Taxes and Income Tax The company has complied with deferred taxes, in accounting terms, as established in Technical Bulletin No. 60 and the norms indicated in Circular 1466 of the S.V.S. Income tax is recorded in the accounting on the basis of the calculation of net taxable income determined according to norms established in the Income Tax Law. r) Severance payment The parent company has established a reserve for all of the personnel's severance payment, according to the union contracts signed with their workers. This reserve is shown at the present value of the obligation. s) Operating income The company recognizes the income from its operations on an accrued basis according to generally accepted accounting principles. t) Derivative Contracts The company maintains Future contracts in foreign currency, which have been recorded as established in Technical Bulletin 57 of the Accountants Association of Chile. u) Computer Software The company develops computer software with its own resources, and it also acquires computer packages from third parties. Disbursements for its own development are charged to results as they are generated. Computer packages are recorded in Fixed Assets and amortized in 36 months. v) Research and Development Expenses The companies do not show any expenses for this item. w) Cash Flow Statement: According to current regulations of the Securities and Insurance Commission and the Accountants Association of Chile, in preparing the cash flow statement, the Company has considered time deposits, fixed rate mutual fund investments and deposits with maturities under 90 days as cash. Such cash flows related to the Company's line of business, interest paid, interest income received, dividends received, and all such that is not defined as investment or Financing is included under the heading "Flow Originating in Activities of the Operation." -10- 03. Accounting Changes In the 2002 and 2001 period, there have not been any changes in the accounting criteria that affect the individual financial statements. -11- 04. Marketable Securities At June 30, 2002 investments in stock are included in the amount of Th Ch$ 3,644,054; Th Ch$ 6,521,246 in Mutual Funds and Th Ch$ 190,738 in interests accrued for Bonds. Note No. 18 provides detailed information about the Fixed Rate Instruments classified in short and long term. At June 30, 2001 investments in stock in the amount of Th Ch$ 3,274,874 have been included. CRISTALERIAS DE CHILE S.A. NOTE 4 -MARKETABLE SECURITIES- BALANCE COMPOSITION Type of Security Book Value --------------- --------------------------------- 06-30-2002 06-30-2001 ---------- ---------- Stock 3,644,054 3,274,874 Bonds 190,738 0 Mutual fund shares 6,521,246 0 Investment fund shares 0 0 Public tender promissory notes 0 0 Mortgage bonds 0 0 Total Marketable Securities 10,356,038 3,274,874 -12- CRISTALERIAS DE CHILE S.A. NOTE 4 - MARKETABLE SECURITIES - SHARES
Unit Market R.U.T. Company Name Number of Share Market Investment Corrected Shares Percentage Value Value Cost ------------ ------------------------------------- --------- ---------- ------ ---------- --------- 96.512.200-1 Bodegas y Vinedos Santa Emiliana S.A. 59,627,851 9.3690 101 6,022,413 3,644,054 Value Investment Portfolio 6,022,413 3,644,054 Adjustment Reserve 0 Book value, Investment Portfolio 3,644,054
CRISTALERIAS DE CHILE S.A. NOTE 4 - MARKETABLE SECURITIES - MUTUAL FUNDS
Date Capital Placed Interests Accrued Current Placement ------------------------ Anual ----------------------- ----------------- ---------------------- Institution Starting Maturity Rate US$ M$ US$ M$ US$ M$ ------------- ---------- ---------- ----- --------- --------- ------ ------ --------- --------- JP MORGAN AL 01.01.2002 07.30.2002 1.70 9,458,036 6,507,602 19,830 13,644 9,477,866 6,521,246 Total 6,521,246
-13- 05. Short-Term and Long-Term Debtors At June 30, 2002 and 2001 there are balances of short-term debtors of Th Ch$ 17,273,296 (Th Ch$ 16,166,184 in 2001). There is also a balance of Th Ch$ 176,836 for Long-Term debtors in 2002 (Th Ch$ 106,159 in 2001). At June 30 2002 and 2001 the company has established a reserve for bad debts of Th Ch$ 128,313 in 2002 (Th Ch$ 131,008 in 2001), which is deducted from Debtors for Sales. The balance of Short-term Debtors is shown net the reserve for bad debtors and customer advances. -15- CRISTALERIAS DE CHILE S.A. NOTE 5 -SHORT AND LONG TERM DEBTORS
Current Assets Over 90 days Long Term Area Up to 90 days up to 1 year Total Assets (net) ---------------------------- --------------------- --------------------- Subtotal --------------------- --------------------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ---------- ---------- ---------- ---------- ---------- ---------- ---------- ---------- ---------- Debts from Sales 13,251,275 12,542,360 362,341 1,209,576 13,613,616 13,485,303 13,751,936 0 0 Estimate of non-collectable debt - - - - 128,313 0 0 0 0 Documents receivable 2,737,922 1,940,297 509,762 38,933 3,247,684 3,247,684 1,979,230 0 0 Estimate of bad debtors - - - - 0 0 0 0 0 Misc. debtors 534,812 395,302 5,497 39,716 540,309 540,309 435,018 176,836 106,159 Estimate of bad debtors - - - - 0 0 Total Long Term Debtors 176,836 106,159
-16- 06. Balances and Transactions with related entities I.- Balances receivable in the Short-Term as of June 30, 2002 and 2001 are composed of Th Ch$ 2,503,599 and Th Ch$ 3,442,877. In the Long-Term a balance is recorded of Th Ch$ 24,710,102 and Th Ch$ 2,222,018, respectively, which correspond to Th Ch$ 22,207,757 in 2002 for the sale of Rayen Cura S.A.I.C. stocks to the subsidiary Cristalchile Inversiones S.A., equivalent to UF 1,357,841, which are payable within a maximum term of two years as of December 28, 2001, without interests and Th Ch$ 2,502,345 in 2002 (Ch$ 2,222,018 in 2001), which correspond to loans granted to Red Televisiva Megavision S.A. Detail of outstanding credits from related companies: 1) Loan to Red Televisiva Megavision S.A. Annual Rate 6.36%, UF adjustability 05.01.2003 17,000 UF Th Ch$ 278.039 05.07.2003 17,000 UF Th Ch$ 278.038 05.01.2004 17,000 UF Th Ch$ 278.038 05.07.2004 17,000 UF Th Ch$ 278.038 05.01.2005 17,000 UF Th Ch$ 278.038 05.07.2005 17,000 UF Th Ch$ 278.038 05.01.2006 17,000 UF Th Ch$ 278.039 05.07.2006 17,000 UF Th Ch$ 278.039 05.01.2007 17,000 UF Th Ch$ 278.039 05.07.2007 17,000 UF Th Ch$ 278.038 2) Loan to Cristal Chile Comunicaciones S.A. UF adjustability 06.30.2002 842.292 UF Th Ch$ 13,776 3) There are balances for invoicing of Sales of bottles and services with the following related companies with expiration under 90 days: Th Ch$ S.A. Vina Santa Rita 2,130,511 Vina Los Vascos S.A. 81,090 Rayen Cura S.A. 183 Total 2,211,784 II.- Balances Payable in the Short-Term are in the amount of Th Ch$ 675,884 in 2002 and Th Ch$ 809,496 in 2001, which correspond to Dividend payable for Th Ch$ 500,864 in 2002, (Th Ch$ 715,527 in 2001) and the balance for Commercial Transactions under 90 days. For invoicing there are accounts payable of related companies for the following balances with expirations under 90 days: Th Ch$ S.A. Vina Santa Rita 138,331 Servicios y Consultorias Hendaya S.A. 286 Vina Los Vascos S.A. 3,389 TOTAL 142,006 -18- CRISTALERIAS DE CHILE S.A. NOTE 6 - BALANCE AND TRANSACTIONS WITH RELATED COMPANIES DOCUMENTS AND ACCOUNTS RECEIVABLE
Company R.U.T. Short Term Long Term -------------------------- -------------------------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ---------- ---------------------------- ---------- ---------- ---------- ---------- 86547900-K S.A. VINA SANTA RITA 2,130,511 1,640,580 0 0 79952350-7 RED TEL. MEGAVISION S.A. 278,039 555,505 2,502,345 2,222,018 87941700-7 VINA CARMEN S.A.0 0 278,553 0 0 96721580-5 CRISTACHILE COM. S.A. 13,776 12,102 0 0 79534600-7 VINA CENTENARIA S.A 0 13,271 0 0 83032100-4 SERV. Y CONS. HENDAYA S.A. 0 493 0 0 89150900-6 VINA LOS VASCOS S.A. 81,090 28,037 0 0 99999999-9 RAYEN CURA S.A. I.C. 183 7,599 0 0 96972440-5 CRISTALCHILE INVERSIONES S.A. 0 0 22,207,757 0 96767580-6 APOGER S.A. 0 906,737 0 0 TOTAL 2,503,599 3,442,877 24,710,102 2,222,018
-19- CRISTALERIAS DE CHILE S.A. NOTE 6 - BALANCES AND TRANSACTIONS WITH RELATED COMPANIES DOCUMENTS AND ACCOUNTS PAYABLE
R.U.T. Company Short Term Long Term ------------------------- -------------------------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ---------- ---------------------------- ---------- ---------- ---------- ---------- 86547900-K S.A. VINA SANTA RITA 138,331 58,520 0 0 89150900-6 VINA LOS VASCOS S.A. 3,389 0 0 0 87941700-7 VINA CARMEN S.A. 0 28,624 0 0 96608270-4 CIECSA S.A. 23,331 6,629 0 0 96539380-3 EDICIONES FINANCIEROS S.A. 0 196 0 0 90320000-6 CIA. ELECTROMETALURGICA S.A. 326,700 466,985 0 0 96972440-5 CRISTALCHILE INVERSIONES S.A. 9,969 0 0 0 86755600-1 BAYONA S.A. 88,688 126,770 0 0 83032100-4 SERVICIOS Y CONSULTORIAS HENDAYA S.A. 85.476 121.772 0 0 TOTAL 675,884 809,496 0 0
-20- CRISTALERIAS DE CHILE S.A. NOTE 6 - BALANCES AND TRANSACTIONS WITH RELATED COMPANIES TRANSACTIONS
03-31-2002 03-31-2001 ----------------------- ------------------------ Description of Effect on Effect on Company R.U.T. Relationship Transaction Amount Earnings Monto Earnings -------------------- ---------- --------------- -------------- ---------- ----------- ----------- ------------ (Debit/Credit) (Debit/Credit) ENVASES CMF S.A. 86881400-4 Affiliate 74 0 0 0 Affiliate 0 0 40,951 40,951 Affiliate 0 0 19,851 19,851 Affiliate 0 0 1,271,447 0 Affiliate 0 0 510,394 0 CRISTALCHILE 96721580-5 Subsidiary 0 0 3,300 0 COMUNICACIONES Subsidiary 83 83 144 144 Subsidiary 0 0 249 249 S.A. VINA SANTA RITA 86547900-K Subsidiary 3,300,477 816,154 2,323,142 636,563 Subsidiary 0 0 2,899 2,899 Subsidiary 0 0 4,804 4,804 Subsidiary 328,718 -310 174,391 -2,283 Subsidiary 1,170,685 0 993,536 0 Subsidiary 46,137 30,572 28,647 11,746 SERV. Y CONS. HENDAYA 83032100-4 Controlling 503,933 -503,933 416,720 -416,720 S.A. stockholder Controlling 545,786 0 525,182 0 stockholder Controlling 9,660 9,660 10,267 10,267 stockholder CIECSA S.A. 96608270-4 Subsidiary 0 0 411,766 0 Subsidiary 98 -98 80 -80 CIA. 90320000-6 Controlling 2,093,058 0 2,014,040 0 ELECTROMETALURGICA stockholder S.A. Controlling 823 0 1,047 0 stockholder CLARO Y CIA. 79753810-8 With the Chairman 15,776 -15,776 6,949 -6,949 NAVARINO S.A. 96566900-0 Indirect 4,874 4,874 4,849 4,849 subsidiary QUEMCHI S.A. 96640360-8 Indirect 4,874 4,874 4,849 4,8490 affiliate Indirect 0 0 51.050 0 affiliate Indirect 0 0 51.050 0 affiliate Indirect 0 0 155 155 affiliate VINA CENTENARIA S.A. 79534600-7 Indirect 0 0 15,307 4,194 subsidiary Indirect 0 0 3.758 0 subsidiary VINA CARMEN S.A. 87941700-7 Indirect 0 0 517,496 141,799 affiliate Indirect 0 0 58,338 0 affiliate RAYEN CURA S.A.I.C. 0-E Affiliate 0 0 22.085 7.119 Affiliate 183 0 0 0 CIA. SUDAMERICANA DE 90160000-7 Indirect 12,265 0 320,484 0 VAPORES S.A. affiliate EDICIONES FINANCIERAS 96793770-3 Indirect 3,260 -3,260 4,725 -4,725 S.A. affiliate BAYONA S.A. 86755600-1 Controlling stockholder 568,195 0 546,744 0 VINA LOS VASCOS S.A. 89150900-6 Indirect 234,654 58,026 111,990 30,686 affiliate Indirect 16,238 0 19,629 0 affiliate INMOBILIARIA DON 96826870-8 Affiliate 0 0 962 962 ALBERTO 0 0 43,073 0 0 0 12,525 0
-22- 07. Inventory The balance of the inventory item corresponds to finished products and materials that are valued as described in Note 2 g). A detail of its composition is shown below: 2002 Th Ch$ 2001 Th Ch$ Finished Products 2,598,562 2,934,423 Raw Materials and Fuel 1,812,791 1,294,982 Materials and spare parts to be consumed 1,048,374 1,201,989 Materials in transit 652,083 794,353 ---------- --------- TOTAL 6,111,810 6,225,747 -23- 08. Deferred taxes and income taxes A) DEFERRED TAXES. Accumulated balances of deferred taxes for temporary differences, and their composition in the income tax account for effects of fiscal year results and recognition of deferred taxes, are presented on the attached charts. Estimated amortization periods of deferred taxes have been estimated on the average at 1 years for Short-Term Assets, 4.1 for Long-Term Assets, and 14.4 for Long-Term Liabilities. B) INCOME TAX The Company established tax provisions of 16% of First Cateogry Income Tax in 2002 (15% in 2001) and 35% as single tax under Art. 21, for the 2002 and 2001 fiscal years. Credits against taxes are shown deducting the payable obligation. The itemized list is the following: 2002 2001 Th Ch$ Th Ch$ Fiscal year income tax reserve (1,590,799) (1,871,594) Single tax reserve (4,729) (4,978) ---------- ---------- SUBTOTAL (1,595,528) (1,876,572) Credits: Monthly reserve payments 1,497,955 1,951,531 Training expenditures 18,775 16,398 Credit from donations 0 3,324 Recoverable VAT 0 387,033 ---------- ---------- CREDIT SUBTOTAL 1,516,730 2,358,286 INCOME TAX TOTAL Taxes to be Recovered VAT Tax Credit previous fiscal yr 235,637 178,885 ---------- ---------- TOTAL TAXES TO BE RECOVERED 156.839 660,599 C) TAXABLE PROFIT FUND The company showed taxable profits to be distributed: Generated as of 12.31.1983: 2002 2001 Thou Ch$ Thou Ch$ Profit adjustment 1,854,413 1,854,413 Generated since 01.01.1984: Without Credit 1,012,116 8,408 With 10% First Category Credit 79,860 79,773 With 15% First Category Credit 92,897,950 95,997,214 With 15% Additional Rate Credit 720 720 With 16% First Category Credit 10,050,905 0 ----------- ----------- SUBTOTAL TAX PROFITS 104,041,551 96,086,115 Non-income revenues 6,611,407 6,604,151 TOTAL EARNINGS 110,652,958 102,690,266 -24- CRISTALERIAS DE CHILE S.A. NOTE 8 - DEFERRED TAXES AND INCOME TAX DEFERRED TAXES
06-30-2002 06-30-2001 -------------------------------------------- -------------------------------------------- Item Asset Deferred Tax Liability Deferred Tax Asset Deferred Tax Liability Deferred Tax --------------------------------- --------------------- ---------------------- --------------------- ---------------------- Short term Long Term Short Term Long Term Short Term Long Term Short Term Long Term ---------- --------- ---------- --------- ---------- --------- ---------- --------- Temporary Differences Reserve non-collectable accounts 20,530 0 0 0 19,651 0 0 0 Expected revenue 0 0 0 0 0 0 0 0 Vacation reserve 47,251 0 0 0 47,351 0 0 0 Amortization intangibles 0 0 0 0 0 0 0 0 Leased assets 0 0 0 0 0 0 0 0 Manufacturing expenses 0 0 0 0 0 0 0 0 Fixed asset depreciat 0 0 0 4,233,384 0 0 0 3,261,493 Ion Severance 1,381 26,241 0 0 1,592 30,252 0 0 Other events 0 97,597 0 13,592 0 83,723 0 0 Packaging reserv157,117e0 157,117 0 0 0 180,891 0 0 0 Machinery repair reserve 196,275 0 0 0 50,998 0 0 0 Furnace repair reserve 187,150 592,154 0 0 0 611,664 0 0 Spare parts obsolescence reserve 94,005 0 0 0 95,106 0 0 0 Refractories obsolescence reserve 6,373 0 0 0 0 0 0 0 Deferred customs duties 7,354 0 0 156,011 12,762 0 0 0 Unrealized profit, building sale 0 1,829 0 0 0 13,453 0 0 Accumulated depreciation automoviles 0 10,896 0 0 0 5,696 0 0 Fixed asset, molds 0 0 0 271,323 0 0 0 140,936 OTHERS Complementary accounts- net amortization 10,490 117,702 0 2,646,604 36,115 313,812 0 2,685,254 Valuation reserve 0 0 0 0 Total 706,946 611,015 0 2,027,706 372,236 430,976 0 717,175
-25- CRISTALERIAS DE CHILE S.A. NOTE 8 - DEFERRED TAXES AND INCOME TAX INCOME TAX
ITEM 06-30-2002 06-30-2001 ---------------------------------------------------------------- ---------- ---------- Current tax costs (tax reserve) -1,595,528 -1,876,572 Adjustment tax cost (previous year) 0 -125,714 Effect on assets or liabilities from deferred tax of fiscal year -407,145 -30,718 Tax benefit from tax losses 0 0 Effect of amortization of complementary accounts of deferred -68,492 57,652 assets and liabilities Effect on assets or liabilities of deferred tax for changes in 0 0 evaluation reserve Other debits or credits in the account 0 0 Total -2,071,165 -1,975,352
-26- 09. Short-term and long-term leasing contracts and leasing assets (note required only for leasing companies defined in circular No. 939 of 1990). There are no elements for this item. -27- 10. Other current assets As of June 30, 2002, investments in financial instruments with resale agreements, valued as stated in note 2 p) for Th Ch$6,101,254 are included under this heading. In June 2001 there was a balance of Th Ch$1,210,984 for investments in Financial Institutions with resale agreement, and a balance of Th Ch$4,911,406 for Future Contracts. -28- 11. Information on operations involving purchase agreements, sales agreements, sale with buyback agreement, and purchase with sellback agreement of commercial paper or bearer securities Information about these transactions is presented on attached charts. -29- CRISTALERIAS DE CHILE S.A. NOTE 11 - INFORMATION ON OPERATIONS WITH PURCHASE COMMITMENT, SALE COMMITMENT, BUY BACK AND RESELL BACK AGREEMENTS FOR NEGOTIABLE SECURITIES PURCHASE (CV) AND SALE (CV) OPERATIONS
Dates ---------------------- Code Counterpart Original Price Rate Final Value Document ID Market Start End Currency Set Value ---- ---------- ---------- -------------------- -------- --------- ---- ----------- ------------------- ---------- CRV 06.10.2002 07.01.2002 BANCO CHILE Pesos 4,000,000 0.35 4,009,800 PDBC-PRD 4,009,333 CRV 06.24.2002 07.01.2002 BCI Pesos 1,000,000 0.33 1,000,770 PDBC 1,000,660 CRV 06.27.2002 07.01.2002 SANTIAGO C.B. Pesos 175,000 0.3 175,070 PDBC-DPF-CERO BANCO 175,053 CRV 06.28.2002 07.05.2002 JP MORGAN CHASE BANK Pesos 916,000 0.34 916,727 PRBC 916,208
-30- 12. Fixed Assets Fixed Assets: The Fixed Assets are shown at purchase cost plus the legal and regulatory revaluations accumulated as of June 30, 2002 and 2001. The items that make up the Company's fixed assets as of June 30, 2002 and 2001 include mainly Land, Industrial Constructions, Infrastructure Works, Machinery, and Equipment. Technical Reappraisal and Adjustment of Accounting Values The company carried out a technical reappraisal of its fixed assets in 1979. In Junee 1986 it also adjusted the assets. Both operations were carried out according to the provisions established in Circular Letters No. 1529 and No. 550 respectively of the Securities and Insurance Commission. The effects of these operations, including write-offs of property, are shown on the attached chart. Depreciations The charge against results for this item is Th Ch$4,301,230 in 2002 and Th Ch$3,562,934 in 2001. The detail is shown on an attached chart. -32- NET ASSETS 2002 2001 Th Ch$ Th Ch$ LAND Land & mining claims 1,455,323 1,503,970 Subtotal land 1,455,323 1,503,970 Depreciation Mining Claims Accrued 0 (13,712) For the fiscal year 0 0 Subtotal dep. 0 (13,712) *Subtotal land 1,455,323 1,490,258 CONSTRUCTIONS & INFRASTRUCTURE High rises and industrial const. 12,454,541 12,706,541 Facilities 4,575,773 4,413,903 Housing developments 25,349 25,328 *Subtotal 17,055,663 17,145,772 DEPRECIATION Accrued (7,022,035) (6,246,198) For the fiscal year (402,286) (369,001) Subtotal depreciation (7,424,321) (6,615,199) SUBTOTAL CONSTRUCTIONS & INFRASTRUCTURE 9,631,342 10,530,573 MACHINERY & EQUIPMENT Furnaces 52,820,533 49,094,259 Machinery 36,569,855 34,655,618 Tools 1,660,769 1,566,715 Furniture and Materials 345,056 339,074 Vehicles 199,025 196,917 *Subtotal 91,595,238 85,852,584 DEPRECIATION Accrued (38,775,283) (32,036,410) For the fiscal year (3,798,091) (3,038,536) Subtotal depreciation (42,573,374) (35,074,946) Subtotal machinery & equip 49,021,864 50,777,637 OTHER FIXED ASSETS Spare parts 4,978,225 5,441,762 Imports in transit 58,609 612,869 Works underway 5,079,730 2,365,383 Lots in Pirque and Leyda 459,342 458,956 Other 200,904 0 Subtotal other assets 10,776,810 8,878,970 TOTAL FIXED ASSETS 120,883,034 113,381,295 TOTAL ACCRUED DEPREC. (45,797,318) (38,296,320) TOTAL DEPREC FOR YEAR (4,200,377) (3,407,537) TOTAL NET FIXED ASSETS 70,885,339 71,677,438 -33- TECHNICAL REVALUATION AND ADJUSTMENT OF ACCOUNTING VALUES 2002 2001 Th Ch$ Th Ch$ LAND Land 302,442 302,060 Subtotal land and mining claims net 302,442 302,060 CONSTRUCTIONS & INFRASTRUCTURE High rises and industrial constructions 6,046,285 5,986,472 Facilities 428,896 428,536 Subtotal Constructions 6,475,181 6,415,008 DEPRECIATION Accrued prior fiscal years (4,879,306) (4,673,673) For the fiscal year (100,853) (100,769) Subtotal depreciations (4,980,159) (4,774,442) Subtotal constuctions net 1,495,022 1,640,566 MACHINERY AND EQUIPMENT Furnaces 511,862 556,066 Machinery 979,760 1,002,071 Tools 52,866 52,821 Furniture and materials 14,046 14,034 Subtotal machinery & equipment 1,558,534 1,624,992 DEPRECIATION Accrued prior fiscal years (1,558,535) (1,564,315) For the fiscal year 0 (54,628) Subtotal depreciation (1,558,535) (1,618,943) Subtotal machinery & equip (1) 6,049 Total Net Technical Revaluation 1,797,463 1,948,675 TOTAL 8,336,157 8,342,060 TOTAL ACCRUED DEPREC. (6,437,841) (6,237,988) TOTAL DEPREC FOR YEAR (100,853) (155,397) 1,797,463 1,948,674 -34- 13. Sales transactions with leaseback These type of transactions were not carried out as of JUN 30, 2002 and 2001. -35- 14. Investments in related companies The Company has valued its investments in related companies according to the norms indicated in note 2 n). CIECSA S.A. On April 20, 2000 the Shareholders of Ciecsa S.A. agreed to increase company capital in the equivalent to UF 359,921 by issuing 343,750,000 shares that were fully subscribed by Cristalchile. Of such subscription, the company has paid 288,250,000 shares for an amount of UF 301,093.05 totaling a stake of 98.21% in the subsidiary. ENVASES CMF S.A. On Junee 29, 2001 a Special Stockholders Meeting of Crowpla Reicolite S.A. was held where agreement was reached to increase the company's capital to Th Ch$26,220,314,772 divided into 56,000 shares, by capitalizing Th Ch$1,755,219 from the Revaluation and Retained Earnings Fund, with the issue of 29,000 cash shares equivalent to Th Ch$ 15,648,300. Andina Inversiones Societarias S:A. subscribed and paid for 28,000 shares of this issue, worth Th Ch$ 15,149,749. Cristalerias de Chile S.A. subscribed and paid for 1,000 shares worth Th Ch$ 498,552. With the operations referred to above, the shareholding of Cristalerias de Chile S.A. totals 28,000 shares, representing 50% of the equity of Crowpla-Reicolite S.A. The reduction in the percentage of Cristalchile's share in the equity of Crowpla Reicolite S.A. as of Junee 30, 2001 produced a positive variation in the calculation of the VPP of Th Ch$ 2,001,714 adjusted, which is included in Other Non-Operating Income. Subsequently the company's name was modified to Envases CMF S.A. CRISTALCHILE INVERSIONES S.A. This company was created on December 11, 2001 with the participation of Cristalerias de Chile S.A., which holds 99.99% and the subsidiary CIECSA S.A. with a 0.01%. On December 28, 2001, the company sold to its subsidiary Cristalchile Inversiones S.A., the investment it had in Rayen Cura S.A.I.C., a company established in the city of Mendoza, Argentina in Th Ch$18,340,577. The operation had no effect on results. According to the provisions in Circular Letter 81 of the SVS dated 01/22/02, the subsidiary adjusted the financial statements of Rayen Cura S.A.I.C. as of December 31, 2001, considering a rate of exchange of 1.7 Argentine pesos per US dollar, although no devaluation of the Argentine pesos with respect to the dollar was recorded in the accounts in Argentina. As of June 30, 2002, the financial statements of Rayen Cura S.A.I.C. has acknowledged an exchange rate of 3.8 Argentine pesos per US dollar. On its part the subsidiary Cristalchile Inversiones S.A., has adjusted the financial statements of Rayen Cura S.A.I.C. in order to acknowledge the devaluation from $1.7 to $3.80 per dollar. The accounting charge against results, as a consequence of the devaluation of the Argentine peso totaled Th Ch$2,397,216 as of June 30, 2002.. -36- CRISTALERIAS DE CHILE S.A. NOTE 14 - INVESTMENTS IN RELATED COMPANIES BREAKDOWN OF INVESTMENTS
Investment Shareholder Company R.U.T. Company Country of Control Number of (Percentage) Equity Origin Currency Shares 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ------------------------------------ ---------- ---------- ----------- ---------- ---------- ---------- ---------- 96721580-5 Cristalchile Chile Peso 101,213,160 99.9980 99.9900 74,318,963 81,525,102 Comunicaciones S.A. 86547900-K S.A. Vina Santa Rita Chile Peso 493,959,797 54.0970 54.1000 72,680,454 66,126,569 S.A. 86881400-4 Envases CMF S.A. Chile Peso 28,000 50.0000 50.0000 28,389,476 27,060,624 0-E Rayen Cura S.A. Argentina Dollar 0 0.0000 40.0000 0 29,349,999 966088270-4 Ciecsa S.A. Chile Peso 597,401,305 98.2110 98.18540 10,438,437 8,855,355 96826870-8 Inmobiliaria Don Chile Peso 3,817 38.1700 38.1700 725 370,390 Alberto S.A. 96767580-6 Constructora Apoger S.A. Chile Peso 800,000 80.0000 80.0000 46,407 46,868 96628620-2 Inmobiliaira Richelieu Chile Peso 70 0.0000 7.0000 0 2,431 S.A. 96972440-5 Cristalchile Chile Peso 9,999 99.990 0.0000 -1,203,750 0 Inversiones S.A. TOTAL
Net Result of R.U.T. Company Income Accrual VPP 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- 96721580-5 Cristalchile -4,805,696 -4,603,559 -4,805,602 -4,603,468 74,317,477 81,523,491 Comunicaciones S.A. 86547900-K S.A. Vina Santa Rita 4,147,264 2,736,633 2,243,546 1,480,437 39,317,945 35,772,497 S.A. 86881400-4 Envases CMF S.A. -402,456 127,772 -201,273 63,886 14,194,738 13,530,311 0-E Rayen Cura S.A. 0 468,062 0 187,225 0 11,738,775 966088270-4 Ciecsa S.A. 307,985 -909,247 302,475 -892,748 10,251,693 8,694,665 96826870-8 Inmobiliaria Don -2,097 -25,305 -801 -9,659 277 141,183 Alberto S.A. 96767580-6 Constructora Apoger S.A. -2,259 -4,953 -1,807 -3,963 37,126 37,494 96628620-2 Inmobiliaira Richelieu 0 -6,589 0 -461 0 171 S.A. 96972440-5 Cristalchile -2,424,438 0 -2,424,196 0 0 0 Inversiones S.A. TOTAL 138,119,254 151,438,587
Income not Book value R.U.T. Company Realized of Investment 06-30-2002 06-30-2001 06-30-2002 06-30-2001 ------------------------------------------ ---------- ---------- ----------- ----------- 96721580-5 Cristalchile 0 0 74,317,477 81,523,491 Comunicaciones S.A. 86547900-K S.A. Vina Santa Rita 0 0 39,317,945 35,772,497 S.A. 86881400-4 Envases CMF S.A. 0 0 14,194,738 13,530,311 0-E Rayen Cura S.A. 0 0 0 11,738,775 966088270-4 Ciecsa S.A. -262,602 -294,184 9,989,089 8,400,481 96826870-8 Inmobiliaria Don 0 0 277 141,183 Alberto S.A. 96767580-6 Constructora Apoger S.A. 0 0 37,126 37,494 96628620-2 Inmobiliaira Richelieu 0 0 0 171 S.A. 96972440-5 Cristalchile 0 0 0 0 Inversiones S.A. TOTAL -262,602 -294,184 137,856,652 151,144,403
-37- 15. Investments in other companies At June 30, 2002 and 2001 there are no investments in other companies. -38- 16. Goodwill Amortization NEGATIVE GOODWILL Stock purchases made in different periods of S.A. Vina Santa Rita, Ciecsa S.A., and Envases C.M.F. S.A., have produced negative goodwill whose net balance to be amortized as of June 30, 2002 totaled Th Ch$ 2,078,863 (Th Ch$7,555,700 in 2001). -39- CRISTALERIAS DE CHILE S.A. NOTE 16 - SHORTFALL AND GOODWILL ON INVESTMENTS
06-30-2002 06-30-2001 -------------------------------- ----------------------------- R.U.T. Company Name Amount Amortiz. Shortfall Amount Amortiz. Shortfall this period Value this period Value ---------------------------------- --------------- ---------- --------------- ---------- 96608270-4 Ciecsa S.A. 58,619 1,465,474 58,570 1,581,382 86881400-4 Envases CMF S.A. 0 0 133,808 0 0-E Rayen Cura S.A. 0 0 145,603 5,312,963 86547900-K S.A. Vina Santa Rita 24,261 613,389 24,240 661,355 TOTAL 82,880 2,078,863 362,221 7,555,700
-40- 17. Intangibles At June 30, 2002 there are no values for these items, in June 2001 there is a value of Th Ch$ 2,627 corresponding to a trademark. -42- 18. Other (Assets) As of June 30, 2002, the following is included in Other Long-term Assets: 1. The sum of Th Ch$9,233,631 for sale of Bonds of Celulosa Arauco equivalent to US$13,420,000, at a rate of 6.95% annual with maturity on September 15, 2005. 2. In addition the amount of Th Ch$242,880 for the premium paid for their purchase, which will be amortized in the Bond's same term. Considering that there is the intention of maintaining the Celulosa Arauco and Constitucion S.A. bonds until their due date on September 15, 2005, the valuation and registration of the bonds fulfills the provisions in Circular Letter No. 368 of the S.V.S., as Long-term Fixed Rate Instruments. 3. The amount of Th Ch$81,383 for previus interests of the right of customs duties At June 30, 2001, there was a balance of Th Ch$321,871 for a difference in favor of Cristalerias de Chile S.A., in future contracts in foreign currency with long-term maturity and previus interests of the right of customs duties deferres for Th Ch$475,916. -43- NOTE 18. OTHERS FIXED
INSTRUMENT DATE VALUE ACCOUNT VALUE VALUE MARKET PROVISION --------------------------- ---------------------- ------------------- Purchase Maturity Amount Rate ---------- ---------- --------- --------- ---- ----------- --------- Bonds of Celulosa Arauco 11-16-2001 09-15-2005 4,157,397 4,319,653 6.95 4,202,703 - Bonds of Celulosa Arauco 11-21-2001 09-15-2005 5,266,973 5,457,481 6.95 5,325,075 - TOTAL 9,424,369 9,777,134 9,527,778
Note: 1. Did not carry out any Provision because there is not any intention to sell in the short-term. 2. Th Ch$300,623 included account value. Corresponds to interests earnings and overprice paid recorded in Short-Term -44- 19. Short-term obligations with banks and financial institutions Short-term obligations with Banks and Financial Institutions (5.21.10.10). As of June 30, 2002 and 2001, there are no short-term bank obligations. b) Long-term obligations with Banks and Financial Institutions (5.21.10.20). A list of operations is shown on the attached chart. -45- CRISTALERIAS DE CHILE S.A. NOTE 19 - OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS, SHORT TERM Type of Currency and Readjustment Index
Other Foreign R.U.T. Bank or Financial Dollars Euros Yen Currencies Institution 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 -------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- ---------- ---------- Short term (code: 5.21.10.10) Long Term - Short Term (code: 5.21.10.20) 97036000-K Banco Santiago 0 18,424 0 0 0 0 0 0 0-E J.P Morgan Chase Bank 20,348,771 130,850 0 0 0 0 0 0 Others 0 0 0 0 0 0 0 0 TOTAL 20,348,771 149,274 0 0 0 0 0 0 Capital amount due 19,658,572 149,274 0 0 0 0 0 0 Average annual interest rate 3,375 5,22 0 0 0 0 0 0 Percentage oblig. foreign curr. (%) 100.0000 Percentage oblig. foreign curr. (%) 0.0000
$ Non adjustable Total R.U.T. Bank or Financial U.F. Institution 06-30-2002 06-30-2001 06-30-2002 06-30-2001 06-30-2002 06-30-2001 -------------------------------------------- ---------- ---------- ---------- ---------- ---------- ---------- Short term (code: 5.21.10.10) Long Term - Short Term (code: 5.21.10.20) 97036000-K Banco Santiago 0 0 0 0 0 18,424 0-E J.P Morgan Chase Bank 0 0 0 0 20,348,771 130,580 Others 0 0 0 0 0 0 TOTAL 0 0 0 0 20,348,771 149,274 Capital amount due 0 0 0 0 19,658,572 149,274 Average annual interest rate 0 0 0 0
-46- 20. Other Current Liabilities As of June 30, 2002 there is a balance of Th Ch$ 386,256 in Other Current Liabilities as detailed in note 34. -48- 21. Long term liabilities with banks and financial institutions The obligations with banks and financial institutions are presented on the charts attached. -49- CRITALERIAS DE CHILE S.A. NOTE 21: LONG-TERM OBLIGATIONS WITH BANKS AND FINANCIAL INSTITUTIONS
Institution Maturity Years Bank or Adjustment From 1 From 2 From 3 From 5 More than 10 years R.U.T. Financial index to 2 to 3 to 5 to 10 Amount Term Institution currency M$ M$ M$ M$ M$ ----------------------- ------------- ---------- ---------- ---------- -------- --------- ------- 0-E J.P. Morgan Chase Bank Dollars 19,658,572 19,658,572 9,829,285 0 0 2005 Euros - - - - - - Yen - - - - - - UF - - - - - - Non-adj.CH$ - - - - - - Others - - - - - - Total 19,658,572 19,658,572 9,829,285 0 0 Porcentaje de obligaciones en moneda extranjera 100.00% Porcentaje de obligaciones en moneda nacional 0.00%
Closing date Closing date Current Period Previous period Institution Bank or Total Long-Term Average Total Long-Term R.U.T. Financial at closing of annual at closing of Institution Financial interest Financial Statements rate Statements ------------------------- ----------------- -------- ---------------- 0-E J.P. Morgan Chase Bank 49,146,429 3.375% 64,220,900 - - - - - - - - - - Total 49,146,429 64,220,900
-50- 22. Short-term and long-term obligations with the public (promissory notes and bonds) As of June 30, 2002 and 2001, there are no obligations with the public. -52- 23. Reserves and Write-offs Reserves: As of June 30, 2002, the Company has short-term reserves of Th Ch$6,139,193 and Th Ch$3,519,479 in 2001. In the Long-term, reserves are recorded of Th Ch$7,140,084 and Th Ch$7,621,181 respectively. Bad Debt Reserves: The Company has established a reserve for bad debts of Th Ch$128,313, and Th Ch$ 131,008, respectively, as of June 30, 2002 and 2001. This reserve is deducted from the balance of debtors from sales. No charges have been made against the reserve in the 2002 and 2001 fiscal years. Vacation Reserve: The company has established a reserve for the total cost of vacations pending as of June 30, 2002 and 2001, as established in Technical Bulletin No. 47 of the Accountants Association of Chile. The net balance for this item is Th Ch$295,322 as of June 30, 2002 (Th Ch$ 315,671 in 2001). Reserve for Furnace Reconstruction: This reserve is established throughout the useful life of the refractories of each smelting furnace so their repair will not have a distort the result of the fiscal year when the repairs are made. The Company has established a reserve for this item in the amount of Th Ch$4,715,514 and Th Ch$4,077,760 as of June 30, 2002 and 2001, respectively. An itemized list of the amounts provided is shown in the attached chart. Other Reserves: A reserve is recorded in the amount of Th Ch$178,296 (Th Ch$634,041 in 2001) for the obsolescence of refractory bricks and spare parts, which is deducted from the relevant assets -53- Cristalerias de Chile S.A. Note Reserves and Write-offs 06/30/2002 06/30/2001 Individual Board Share 142,867 365,769 Legal Bonus 58,168 59,995 Provision Indirect Cost 442,202 421,290 Furnace Reconstruction 1,169,685 - Machinery Repair 1,207,849 339,985 Severance Pay 158,413 157,119 Packing for Client Return 952,226 1,159,133 Legal Holiday 295,322 315,671 Reserve Spare Parts 446,387 634,041 Reserve Subsidiary Losses 1,206,629 - Other Reserves 59,445 66,476 Short Term 6,139,193 3,519,479 Severance Pay 3,594,255 3,543,421 Furnace Reconstruction 3,545,829 4,077,760 Long-Term 7,140,084 7,621,181 -54- 24. Severance Payments The reserve for severance payments to personnel is included at its current value, as expressed in note 2 r). In 2002 it totals Th Ch$3,752,668 (Th$3,700,540 in 2001) As of June 30, 2002 and 2001 the parent company has paid severance payments of Ch$34,716 and Th Ch$48,715 chargeable against the reserve. -55- 25. Other long-term liabilities As of June 30, 2002 and 2001 there are no balances for this item. -56- 26. Minority interest Not applicable to individual financial statements. -57- 27. Changes in equity a. Activity in 2002 and 2001 The activity of the capital and reserve accounts in the fiscal years ended in June 30, 2002 and 2001, are shown in the attached charts. The detail of this item is as follows: 2002 2001 Th Ch$ Th Ch$ Future capital increases 4,187,346 4,031,108 Reserve for adjustment of value of fixed assets 1,797,464 1,948,675 Adjustment for conversion difference in investment in Rayen Cura S.A.I.C. 3,359,655 1,901,548 Difference VPP Sodex (211,058) (210,880) --------- --------- TOTAL OTHER RESERVES 9,133,407 7,670,451 ========= ========= -58- CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NET WORTH
Reserve Premium Reserve Paid-in capital in sale of Other Future Capital revaluation shares Reserves Dividends ------- ----------- ------ -------- --------- Balances as of 06-30-2002 Initial balance 62,863,356 0 26,794,558 7,942,919 102,798,611 Distribution result previous fiscal year 0 0 0 0 12,989,754 Final dividend previous fiscal year 0 0 0 0 -4,230,400 Capital increases with cash stock issue 0 0 0 0 0 Reserves and/or Profits Capitalization 0 0 0 0 0 Development period Accumulated deficit 0 0 0 0 0 Accumulated conversion difference adjustment 0 0 0 1,142,830 Eventual Dividend 0 0 0 0 0 Owner's equity Revaluation 0 377,180 160,766 47,658 673,578 Fiscal Year Result 0 0 0 0 0 Provisional Dividends 0 0 0 0 0 ========== ======= ========== = === === =========== Final balances 62,863,356 377,180 26,955,324 9-133-407 112,231,045 ========== ======= ========== = === === =========== Balances as of 06-30-2001 Initial balance 60,973,187 0 25,998,901 6,166,094 91,287,846 Distribution result previous fiscal year 0 0 0 0 12,778,031 Final dividend previous fiscal year 0 0 0 0 -2,660,480 Capital increases with cash stock issue 0 0 0 0 0 Reserves and/or profit Capitalization 0 0 0 0 0 Development period accumulated deficit 0 0 0 0 0 Accumulated conversion difference adjustment 0 0 0 1,254,099 0 Eventual Dividend 0 0 0 0 -1,728,000 Owner's equity revaluation 0 914,598 389,833 92,491 1,505,529 Fiscal Year Result 0 0 0 0 0 Provisional Dividends 0 0 0 0 0 ========== ======= ========== ========= =========== Final balances 60,973,187 914,598 26,378,734 7,512,684 101,182,925 ========== ======= ========== ========= =========== Updated balances 62,253,624 933,805 26,932,687 7,670,451 103,307,766 ========== ======= ========== ========= ===========
Accumulated Provisional Devel. Fiscal Results Dividends Period Year Deficit Result ----------- ----------- -------- ---------- Balances as of 06-30-2002 Initial balance 17,770,611 -4,657,728 -123,129 0 Distribution result previous fiscal year -17,770,611 4,657,728 123,129 0 Final dividend previous fiscal year 0 0 0 0 Capital increases with cash stock issue 0 0 0 0 Reserves and/or Profits Capitalization 0 0 0 0 Development period Accumulated deficit 0 0 0 0 Accumulated conversion difference adjustment 0 0 0 0 Eventual Dividend 0 0 0 0 Owner's equity Revaluation 0 0 0 Fiscal Year Result 0 0 0 3,571,663 Provisional Dividends 0 -960,000 0 0 Final balances 0 -960,000 0 3,571,663 Balances as of 06-30-2001 Initial balance 17,042,239 -4,156,672 -107,536 0 Distribution result previous fiscal year -7,042,239 4,156,672 107,536 0 Final dividend previous fiscal year 0 0 0 0 Capital increases with cash stock issue 0 0 0 0 Reserves and/or profit Capitalization 0 0 0 0 Development period accumulated deficit 0 0 -90,778 0 Accumulated conversion difference adjustment 0 0 0 0 Eventual Dividend 0 0 0 0 Owner's equity revaluation 0 -5,376 0 0 Fiscal Year Result 0 0 0 8,956,136 Provisional Dividends 0 -1,344,000 0 0 ========== ========= ====== ========= Final balances 0 -1,349,376 -90,778 8,956,135 ========== ========= ====== ========= Updated balances 0 -1,377.713 -92,684 9,144,215 ========== ========= ====== =========
-59- CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN EQUITY - NUMBER OF SHARES SERIES No. No. No. SHARES SHARES SHARES SUBSCRIBED PAID WITH VOTING SINGLE 64,000,000 64,000,000 64,000,000 CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NETWORTH - CAPITAL (AMOUNT - TH CH$) SERIES SUBSCRIBED PAID-IN CAPITAL CAPITAL SINGLE 62,863,356 62,863,356 -60- CRISTALERIAS DE CHILE S.A. NOTE 27: CHANGES IN NETWORTH - DEFICIT ACCUMULATED IN DEVELOPMENT PERIOD OF SUBSIDIARY RUT COMPANY AMOUNT COMMENTS FISCAL YEAR ACCUMULATED - - - - - -61- 28. Other Non-operating Income and Disbursements As of June 30, 2002 non-operating income totaled Th Ch$256,077 and Th Ch$ 5,141,658 in 2001. Non-operating disbursements amounted to Th Ch$356,053 in 2002 and Th Ch$255,419 in 2001 -62- Cash Flow Statement An itemized list is included in the attached chart. CRISTALERIAS DE CHILE S.A. CASH FLOW STATEMENT 1. The following it the detail of the item: OTHERS:
2002 2001 Th Ch$ Th Ch$ 541.11.40 Other income paid Discount for Custom Duties 230,225 0 Redemption long term credits 68,465 0 Other income 0 2,037 Total 298,690 2,037 541.11.80 Other expenses paid Exchange difference 429,997 569,545 Donations 35,644 24,788 Other expenses 3,947 18,232 Total 469,588 612,565 541.11.75 Other financing income Stamp Tax of credit bank 481 54,428 Total 481 54,428 541.13.15 Sale of other investments CGE share 0 5,436,701 Sale of PRC 0 3,462 Redemption Time Dep. over 90 days 10,748,618 922,202 - Total 10,748,618 9,821,293 -63- 541.13.30 Other investment income Maturity of future contracts 1,432,598 524,544 1,432,598 524,544 541.13.65 Other investment made Purchase of shares 340,047 40,328 Future contracts 354,882 0 Total 694,929 40,328
Following are financing and investment activities that did not generate cash flow during the fiscal year, but that commit future parent company cash flows: ITEM Amount Th Ch $ Due Date Dividend 150 960,000 July-02 Amounts payable investment 248,925 July-02 Amounts payable investment 392,175 August-Sept.- 02 TOTAL 1,601,100 -64- Non-operating Income and Disbursements CRISTALERIAS DE CHILE S.A. NOTE 28: NON-OPERATING INCOME AND EXPENSES
INDIVIDUAL 2,002 2,001 Thou Ch$ Thou Ch$ --------------------------------------- ----------- ----------- Income Material Sales 16,869 9,606 Lease of Offices and Business Premises 100,470 129,876 Fixed Asset Sales 22,506 0 Miscellaneous Income 59,745 67,080 Sales of Grapes 30,572 12,003 Sales of Shares 0 2,905,479 Amortization of Unrealized Income 15,915 15,902 Difference % Shareholding in CMF S.A 0 2,001,712 Total Non-Operating Income 256,077 5,141,658 Expenses Professional advisory services 317,700 249,528 Other expenses 27,366 671 Comunicactions 169 0 Insurance 10,818 5,220 Total Non-Operating Expenses 356,053 255,419
-65- 29. Price-level Restatement As a result of the application of price-level restatement as described in Note 2 d), a net credit to results was generated in the 2002 and 2001 fiscal year of Th Ch$288,207 and Th Ch$428,199 respectively. Cristalerias de Chile S.A. NOTE 29: ADJUSTMENT FOR PRICE LEVEL RESTATEMENTS
ADJUSTABILITY ASSETS (DEBITS)/CREDITS INDEX 06-30-2002 06-30-2001 ----------------------------------------- ------------- ------------- ------------ INVENTORY IPC -29,236 147,793 FIXED ASSET IPC 416,570 800,741 INVESTMENTS IN RELATED COMPANIES IPC 851,233 2,368,722 MARKETABLE SECURITIES IPC 19,714 0 SHORT TERM DEBTORS IPC 1,557 0 ACCOUNTS RECEIVABLE RELATED COMPANIES IPC 148,350 0 LONG-TERM DEBTORS IPC 1,107 0 OTHER NON-MONETARY ASSETS IPC 8,755 239,592 EXPENSE AND COST ACCOUNTS IPC 100,689 160,041 TOTAL (DEBITS)/CREDITS - 1,518,649 3,716,889 LIABILITIES (DEBITS)/ CREDITS NET WORTH IPC -1,259,182 -2,957,915 ACCOUNTS RECEIVABLE RELATED COMPANIES IPC -98 0 SHORT-TERM BANK LOANS IPC -112,250 0 -66- SHORT-TERM RESERVES IPC -731 0 LONG-TERM BANK LOANS IPC -280,622 0 LONG-TERM RESERVES IPC 29,154 0 LONG-TERM CREDITORS IPC -328 0 NON-MONETARY LIABILITIES IPC 268 -65,365 INCOME ACCOUNTS IPC -183,067 -265,410 TOTAL (DEBITS)/ CREDITS - -1,806,856 -3,288,690 (LOSS) PROFIT FROM ADJUSTMENT FOR PRICE LEVEL RESTATEMENT -288,207 428,199
-67- 30. Difference in Exchange A net charge against results was made because of exchange rate difference of Th Ch$ 1,513,495 in 2002 and a net credit of Th Ch$20,000 in 2001. According to the provisions in Circular Letter 1560 of the SVS of 09/20/2001, the net effect of the adjustment of adjustable assets and liabilities in foreign currency on results deducting the effect of inflation is presented in this item. Further information is shown on the table attached. -68- Cristalerias de Chile S.A. NOTE 30: EXCHANGE DIFFERENCES
ITEM CURRENCY AMOUNT -------------------------------------- ------------ ---------------------------- 06-30-2002 06-30-2001 ------------ ------------ FIXED (DEBITS) CREDITS CURRENT ASSETS DOLLARS 6,088 9,268 TIME DEPOSITS DOLLARS 557,094 1,520,558 MARKETABLE SECURITIES DOLLARS 359,804 0 SUNDRY DEBTORS DOLLARS 341 0 ACCOUNTS RECEIVABLE RELATED COMPANIES DOLLARS 0 4,804 INVENTORY DOLLARS 73,527 97,844 LONG TERM INVESTMENT DOLLARS 458,754 0 OTHER ASSETS DOLLARS 20,486 241,382 TOTAL (DEBITS) CREDITS 1,476,094 1,873,856 LIABILITIES (DEBITS) CREDITS SHORT-TERM BANK LOANS DOLLARS 0 -1,621 NOTES PAYABLE DOLLARS -169,730 -866,779 NOTES PAYABLE OTHER URRENCY -46,720 0 SHORT-TERM RESERVES DOLLARS -56,542 0 LONG-TERM BANK LOANS DOLLARS 596,267 -580,469 LONG-TERM RESERVES DOLLARS -168,650 -343,337 SUNDRY CREDITORS - LONG TERM DOLLARS -115,938 -85,074 OTHER LIABILITIES DOLLARS -1,286 -16,576 TOTAL (DEBITS) CREDITS 37,401 -1,893,856 -69- (LOSS) PROFIT FROM EXCHANGE DIFFERENCE 1,513,495 -20,000
-70- 31. Extraordinary Items As of June 30, 2001, a partial reversion of the reserve for the repair of Furnace C was acknowledged in the amount of Th Ch$1,822,561, net of taxes. As of June 30, 2002, there are no transactions for this item. -71- 32. Expenses incurred in the sale of shares and debt instruments As of June 30, 2002 and 2001, there are expenses of Th Ch$13,565 for issue of credits serie C and D. -72- 33. Cash Flow Statement An itemized list is included in the attached chart. CRISTALERIAS DE CHILE S.A. CASH FLOW STATEMENT 1. The following it the detail of the item: OTHERS:
2002 2001 Th Ch$ Th Ch$ ---------------- ------------- 541.11.40 Other income paid Discount for Custom Duties 230,225 0 Redemption long term credits 68,465 0 Other income 0 2,037 Total 298,690 2,037 541.11.80 Other expenses paid Exchange difference 429,997 569,545 Donations 35,644 24,788 Other expenses 3,947 18,232 Total 469,588 612,565 541.11.75 Other financing income Stamp Tax of credit bank 481 54,428 Total 481 54,428 541.13.16 Sale of other investments CGE share 0 5,436,701 Sale of PRC 0 3,462 Redemption Time Dep. over 90 days 10,748,618 922,202 Total 10,748,618 9,821,293 -73- 541.13.31 Other investment income Maturity of future contracts 1,432,598 524,544 1,432,598 524,544 541.13.66 Other investment made Purchase of shares 340,047 40,328 Future contracts 354,882 0 Total 694,929 40,328
Following are financing and investment activities that did not generate cash flow during the fiscal year, but that commit future parent company cash flows: ITEM Amount Th Ch $ Due Date Dividend 150 960,000 July-02 Amounts payable investment 248,925 July-02 Amounts payable investment 392,175 August-Sept.-02 TOTAL 1,601,100 -74- 34. Derivative Contracts FUTURE CONTRACTS IN FOREIGN CURRENCY The parent company has signed future contracts in foreign currency of Th US$ 119,600 in 2002 (Th US$ 120,325 in 2001) subject to the regulations of Chapter VII of the Compendium of International Exchange Regulations of the Central Bank of Chile and Chapter 13-2 of the compilation of Regulations of Banks and Financial Institutions. As of June 30, 2002 there was a difference in favor of the financial institutions of Th Ch$386,256, which is presented in Other Current Liabilities. As of June 30, 2001 there was a difference in favor of the company of Th Ch$321,870, which is presented in Other Current Assets. -75- CRISTALERIAS DE CHILE S.A. NOTE 34: DERIVATIVE CONTRACTS
TYPE OF TYPE OF VALUE OF MATURITY OR DESCRIPTION OF CONTRACTS VALUE OF ACCOUNTS AFFECTED DERIVATIVE CONTRACT CONTRACT EXPIRATION SPECIFIC PURCHASE/ PROTECTED ITEM PROTECTED ASSETS/LIABILITIES EFFECT ON RESULT OR TRANSACTION NOT DATE ITEM SALE NAME AMOUNT ITEM NAME AMOUNT REALIZED REALIZED POSITION ---------- -------- ---------- ---------- ------------- -------- ---- ------ ---------- ----------- ------- -------- -------- FR CI 36,466,650 THIRD 2002 EXCHANGE RATE P - 0 36,466,650 LIABILITIES 598,835 -598,835 0 FR CI 23,806,530 THIRD 2002 EXCHANGE RATE P - 0 23,806,530 LIABILITIES 328,701 -328,701 0 FR CI 17,201,250 THIRD 2002 EXCHANGE RATE P - 0 17,201,250 ASSETS 367,637 367,637 0 FR CI 4,816,350 FIRST 2003 EXCHANGE RATE P - 0 4,816,350 ASSETS 173,643 173,643 0
-76- 35. Contingencies and Restrictions CONTINGENCIES AND COMMITMENTS As of June 30, 2002, there is a guarantee delivered in the amount of Th Ch$7,667 (Th Ch$ 6,843 in 2001), according to the detail in the attached chart. LAWSUITS OR OTHER LEGAL ACTIONS THE COMPANY IS INVOLVED IN As of June 30, 2002 and 2001 there are no pending lawsuits and other legal actions corresponding OTHER CONTINGENCIES In relation to the syndicated loan subscribed with JP Morgan Chase Bank and other 8 creditor banks for US$ 100 million, the following specific financial obligations exist: a) TOTAL CONSOLIDATED DEBT TO CAPITALIZATION RATIO Cristalerias de Chile S.A will not allow the Total Consolidated Debt to Capitalization Ratio to exceed the 0.36 to 1.0 ratio at any time. The capitalization ratio for Cristalerias de Chile S.A. is the sum: Net Equity plus Monority Interests plus Minority Interests plus Total Consolidated Debt. b) NON-CONSOLIDATED NET DEBT TO EBITDA RATIO Cristalerias de Chile S.A will not allow the Non-consolidated Net Debt to EBITDA ration to exceed the 3.0 to 1.0 ratio at any time. The non-consolidated EBTDA is the sum of the following: operating income plus depreciation and amortization, plus non-cash charges (in the extent that they have been deducted to determine the operating income and cash income for interests minus non-cash credits (in the extent that they have been added when determining operating income), in each case for such period. c) INTEREST COVERAGE RATIO Cristalerias de Chile S.A. will not allow the Interest Coverage Ratio to be lower than the following ratios in any point in time during the following respective periods: the period from the date the Credit Agreement is entered into until December 31, 2000, ratio 4.00; period between January 1, 2001 and December 31, 2002, ratio 3.50; and period from January 1, 2003 and during the entire following period, ratio 4:00. The Interest Coverage is understood as the day when it is determined, the ratio between the non-consolidated EBITDA for the four consecutive fiscal quarters ending on, or most recently ended before, that date, and the Interest Expenses for that period. d) NET EQUITY Cristalerias de Chile S.A. will maintain a minimum of the following amounts: period from the date the Credit Agreement is entered into until December 31, 2002, UF 10,000,000 and period from January 1, 2003 and during the entire following period, UF 11,900,000. Cristalerias de Chile S.A. and all its subsidiaries executed with 100% of restrictions of the creditors. -78- ECONOMY ARGENTINE CONTEXT As of June 30, the fixed of Rep. Argentina, represents 5.6% of the consolidated fixed of the company. Likewise, the investments maintained in that country represents 10.5% of the company equity Since is ample knowlegdge the economy argentine context which is throught the Republic of Argentina do it possible, in this moments, to forsee which will be its evolution, likewise the consequences this could have in the economy and fonancial possition of the subsidiay S.A. Vina Santa Rita for its indirect investment in Vinla Dona Paula S.A., and the affiliate Cristalchile Investments S.A., for its investment in Rayen Cura S.A.I.C, both in Argentina. For which reason, the presents financial statements are not include the effects that could results of the adverse condotions thqt could occur in the future, in consequence, must be read to consider these condition. OTHER CONTINGENCIES As of June 30, 2002 and 2001, management is not aware of any other contingencies that could affect the company. -79- CRISTALERIAS DE CHILE S.A. NOTE 35: CONTINGENCIES AND RESTRICTIONS - DIRECT GUARANTEES
CREDITOR OF GUARANTEE DEBTOR TYPE OF ASSETS COMMITTED GUARANTEE ----------------------- --------------------- --------- ----------------- NAME RELATIONSHIP TYPE BOOK VALUE --------------------- ------------------------ ----- ------ EDIFICIO METROPOLIS AGF CRISTALERIAS DE CHILE COMMERCIAL DEPOSIT FLOOR 7,667 S.A.
BALANCES PENDING RELEASE OF GUARANTEES PAYMENT AS OF CLOSING DATE ----------------------------------------------------------- OF FINANCIAL STATEMENTS ---------------------------------------- 06-30-2002 06-30-2001 06-30-2003 ASSETS 06-30-2004 ASSETS 06-30-2005 ASSETS ---------- ---------- ---------- ------ ---------- ------ ---------- ------- EDIFICIO METROPOLIS AGF 7,667 7,667 6,843 0 0 0 7,667 0
CREDITOR OF GUARANTEE DEBTOR TYPE OF ASSETS COMMITTED GUARANTEE ----------------------- --------------------- --------- ----------------- NAME RELATIONSHIP TYPE BOOK VALUE --------------------- ------------------------ ----- ------ Societe de Participations Rayen Cura S.A. Affiliate Solidary 0 0
BALANCES PENDING RELEASE OF GUARANTEES PAYMENT AS OF CLOSING DATE ----------------------------------------------------------- OF FINANCIAL STATEMENTS ---------------------------------------- 06-30-2002 06-30-2001 06-30-2003 ASSETS 06-30-2004 ASSETS 06-30-2005 ASSETS ---------- ---------- ---------- ------ ---------- ------ ---------- ------- Societe de Participations Financieres et Industrielles 3,566,851 3,699,124 792,634 0 792,634 0 1,981,583 0
-80- 36. Guarantees obtained from third parties As of June 30, 2002 and 2001 the company has received guarantees from third parties, which are shown below: ITEM 2002 2001 Th Ch$ Th Ch$ Real Estate Lease Bank Boston 367,690 UF 6,017 6,011 Real Estate Lease to Telecomunicaciones Cono Sur Ltda. (130 UF) 2,126 2,124 Lease Real Estate Office 202 AGF Building 3,843 3,839 Suppliers Sight Drafts 12,157 1,245 Security Bank (317.90 UF) 5,199 0 ------ ------ TOTAL 29,342 13,219 -82- 37. Local and Foreign Currency Charts are attached showing the foreign currency balance as of June 30, 2002 and 2001. Cristalerias de Chile S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - ASSETS
ITEMS Currency Amount 06-30-2002 06-30-2001 ---------------------------- ----------------- ------------- ------------- Current Assets CASH Adjustable Ch$ 839,888 188,337 CASH Dollars 119,223 103,633 TIME DEPOSITS Dollars 14,790,742 22,407,740 MARKETABLE SECURITIES Adjustable Ch$ 3,644,054 3,274,874 MARKETABLE SECURITIES Dollars 6,521,246 0 MARKETABLE SECURITIES Non-adjust. Ch$ 190,738 0 DEBTORS FROM SALES Non-adjust. Ch$ 13,485,303 13,751,936 DOCUMENTS RECEIVABLE Non-adjust. Ch$ 3,247,684 1,979,230 MISCELLANEOUS DEBTORS Adjustable Ch$ 72,624 128,937 MISCELLANEOUS DEBTORS Non-adjust. Ch$ 461,655 302,631 MISCELLANEOUS DEBTORS Dollars 6,030 3,450 DOC.&ACTS. REC. REL. CO'S. Adjustable Ch$ 291,814 567,607 DOC.&ACTS. REC. REL. CO'S. Dollars 0 66,199 DOC.&ACTS. REC. REL. CO'S. Non-adjust. Ch$ 2,211,785 2,809,071 STOCK Adjustable Ch$ 6,111,810 6,225,747 REFUNDABLE TAX Non-adjust Ch$ 156,839 660,599 EXPENSES PAID IN ADVANCE Dollars 109,885 33,492 EXPENSES PAID IN ADVANCE Adjustable Ch$ 129,232 25,973 DEFERRED TAXES Non-adjust Ch$ 706,946 372,236 OTHER CURRENT ASSETS Non-adjustable Ch$ 6,101,254 1,210,984 OTHER CURRENT ASSETS Dollars 0 4,911,406 Fixed Assets FIXED ASSETS Adjustable Ch$ 72,682,802 73,626,112 Other Assets INVESTMENT REL. CO'S. Adjustable Ch$ 137,856,652 151,144,403 NEG. INVESTMENT GOODWILL Adjustable Ch$ 2,078,863 7,555,700 LONG-TERM DEBTORS Adjustable Ch$ 176,836 106,159 L-T DOC. REC. REL. CO'S. Adjustable Ch$ 24,710,102 2,222,018 INTANGIBLES Adjustable Ch$ 0 2,627 DEFERRED TAX Non-adjustable Ch$ 0 0 MISCELLANEOUS Dollars 9,557,894 797,787 Total Assets Non-adjust. Ch$ 27,402,092 21,275,024 Dollars 31,105,020 28,323,707 Adjustable Ch$ 247,754,789 244,880,157
-83- Cristalerias de Chile S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - CURRENT LIABILITIES
ITEM Currency Up to 90 days 90 Days to 1 Year ------------------------------ ---------------- ---------------------------------------- --------------------------------------- 06-30-2002 06-30-2001 06-30-2002 06-30-2001 -------------------- ------------------- -------------------- ------------------- Amount Avg. Amount Avg. Amount Avg. Amount Avg. Annual Annual Annual Annual Thou Ch$ Int.Rate Thou Ch$ Int.Rate Thou Ch$ Int.Rate Thou Ch$ Int.Rate ---------- -------- ---------- -------- --------- -------- --------- --------- Current Liabilities Long-Term Obligations Dollars 20,348,771 3.375 149,274 7.47 0 0 0 0 1-year maturity Dividend Payable Non-adjust. Ch$ 536,033 0 714,733 0 0 0 0 0 Accounts Payable Non-adjust. Ch$ 1,894,684 0 2,133,078 0 0 0 0 0 Documents Payable Dollars 1,846,444 0 3,055,575 0 0 0 0 0 Documents Payable Other Currencies 313,593 0 479,361 0 0 0 0 0 Miscellaneous Creditors Non-adjust. Ch$ 463,847 0 367,471 0 0 0 0 0 Doc. and Accts. Payable rel Co Adjustable Ch$ 23,331 0 6,629 0 0 0 0 0 Doc. and Accts. Payable rel Co Non-adjust. Ch$ 652,553 0 802,867 0 0 0 0 0 Reserves Adjustable Ch$ 295,322 0 472,790 0 158,413 0 157,119 0 Reserves Dollars 0 0 0 0 1,169,685 0 0 0 Reserves Non-adjust. Ch$ 4,515,773 0 3,046,689 0 0 0 1,040,487 0 Withholding Non-adjust. Ch$ 813,077 0 717,539 0 0 0 0 0 Other Current Liabilities Adjustable Ch$ 386,256 0 0 0 0 0 0 0 Total Current Liabilities Dollars 22,195,215 - 3,204,849 - 1,169,685 - 0 - Non-adjust. Ch$ 8,875,967 - 7,782,377 - 0 - 1,040,487 - Other Currencies 313,593 - 479,361 - 0 - 0 - Adjustable Ch$ 704,909 - 479,419 - 158,413 - 157,119 -
-84- Cristalerias de Chile S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - LONG-TERM LIABILITIES CURRENT PERIOD 06-30-2002
ITEM Currency 1-3 Years 3-5 years ---------------------------- ------------------- ------------------------- ------------------------- Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate ---------- ------------- --------- -------------- Obligations with Banks and Dollars 39,317,142 3.375 9,829,287 3.375 Financial Institutions Deferred Custom Duties Dollars 777,335 11.06 133,516 11.06 Long-term Creditors Adjust. Ch$ 58,089 0 0 0 Long-term Reserves Dollars 3,545,829 0 0 0 Long-term Reserves Adjust. Ch$ 3,594,255 0 0 0 Deferred Taxes Non-adjust. Ch$ 1,416,691 0 0 0 Total Long-term Liabilities Dollars 43,640,306 - 9,962,803 - Adjust. Ch$ 3,652,344 - 0 - Non-adjust. Ch$ 1,416,691 - 0 -
ITEM 5-10 Years More than 10 years ---------------------------- ----------------------- -------------------------- Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate -------- ------------- -------- ------------- Obligations with Banks and 0 0 0 0 Financial Institutions Deferred Custom Duties 0 0 0 0 Long-term Creditors 0 0 0 0 Long-term Reserves 0 0 0 0 Long-term Reserves 0 0 0 0 Deferred Taxes 0 0 0 0 Total Long-term Liabilities 0 - 0 - 0 - 0 - 0 - 0 -
-85- Cristalerias de Chile S.A. NOTE 37: LOCAL AND FOREIGN CURRENCY - LONG-TERM LIABILITIES PREVIOUS PERIOD 06-30-2001
ITEM Currency 1-3 Years 3-5 years ------------------------------- -------------- ------------------------------ --------------------------- Amount Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate ---------- ------------- ----------- ------------- Obligations with banks Dollars 36,697,657 4.89 27,523,243 7.43815 and financial institutions Sundry creditors Dollars 723,314 0 849,173 11,06 Sundry creditors Adjust. Ch$ 59,963 11.06 0 0 Long-term Reserves Dollars 4,077,761 0 0 0 Long-term Reserves Adjustable Ch$ 3,543,420 0 0 0 Deferred Taxes Non-adjust. Ch$ 286,199 0 0 0 Total Long-term Liabilities - Dollars 41,498,732 - 28,372,416 - - Adjust. Ch$ 3,603,383 - 0 - - Non-adjust. Ch$ 286,199 - 0 -
ITEM 5-10 Years More than 10 years ------------------------------- -------------------------- -------------------------- Amt. Average Amount Average Thou Ch$ Interest Rate Thou Ch$ Interest Rate -------- ------------- -------- ------------- Obligations with banks 0 0 0 0 and financial institutions Sundry creditors 0 0 0 0 Sundry creditors 0 0 0 0 Long-term Reserves 0 0 0 0 Long-term Reserves 0 0 0 0 Deferred Taxes 0 Total Long-term Liabilities - 0 - 0 - - 0 - 0 - - 0 - 0 -
-86- 38. Penalties In the 2002 and 2001 fiscal years no penalties have been applied to the company, the Members of the Board or Company Managers by the SVS or other administrative authorities. -88- 39. Subsequent Events As of July 16, 2002 a provisional dividend N(degree)150 of Th Ch$15 was paid by the company and was approved by the Board of Directors on June 25, 2002. At of August 14, 2002 bonds were issued for UF 4,100,000, this was registered in the Register of SVS with the N(degree) 296 on July 9, 2002 and subsequently was modified by Certificate at of August 12, 2002. Tje Series C bonds are 4.75% bonds due in 6 years for UF 2,000,000. The Series D bonds are 5.9% bonds due in 21 years for UF 2,000,000. The bond offering realized UF 3,937,063 or 96.02% of the total offering. The differnce, less expenses, will be amortized over the period in which the bonds are outstanding. -89- 40. Environment ENVIRONMENT In its commitment to preserve the environment, as of June 30 2002 the Company has made investments of Th Ch$ 181,326 for the repair of an electrostatic precipitator to filter the gases issued by our smelting processes. The company thereby would comply with the emission standards for particulate material issued by the supervisory agencies. -90- 41. TIME DEPOSITS At June 30, 2002 and 2001 the Company presents the following information: INSTITUTION Currency 2002 2001 Th Ch$ Th Ch$ Banco Santiago US$ 5,071,858 2,762,890 Banco Scotiabank US$ 3,699,351 0 Banco Credito e Inversiones US$ 6,019,533 4,078,888 Banco Bilbao Viscaya New York US$ 0 2,629,092 Banco Santander N. York US$ 0 12,936,870 ---------- ---------- TOTAL 14,790,742 22,407,740 ========== ========== -91- 42. STOCK TRANSACTIONS During the 2002 and 2001 fiscal years, members of the board, controlling stockholders, related individuals and entities carried out transactions in the company's stock. In the fiscal year 2001, the following transactions were carried out: 2002 2001 ----------------- ------------------------ INSTITUTION Purchases Sales Purchases Sales ----------------------- --------- ----- --------- ----------- The Bank of New York 0 0 104,439 2,398,359 -92- 43. DISTRIBUTION OF SHAREHOLDERS The distribution of stockholders as of June 30, 2002 and 2001 is the following: % of Shareholding No. of Shareholders ----------------- ------------------- TYPE OF SHAREHOLDER 2002 2001 2002 2001 ----------------------------- ------ ------ ------ ----- 10% or more shareholding 34.03 34.03 1 1 Less than 10% shareholding with investment equal to or higher than 200 UF 65.81 65.80 250 246 Less than 10% shareholding with investment less than 200 UF 0.16 0.17 826 855 TOTAL 100.00 100.00 1,077 1,102 CONTROLLING SHAREHOLDER 52.14 52.14 3 3 -93- 44. BOARD COMPENSATION During the years 2002 and 2001 reserves were made for legislative assembly and the profit sharing in the amount of Th Ch$715,912 and Th Ch$700,577, respectively, according to the following details: 2002 2001 ThCh$ ThCh$ Share of previous fiscal year profits 710,824 696,005 Legislative assembly for meeting asistance 4,085 3,714 Legislative assembly the Board of the Directors 1,003 858 -------- -------- TOTAL 715,912 700,577 ======== ======== The share for 2002 totaled Th Ch$142,867 (Th Ch$365,769 in 2001) -94- CRISTALERIAS DE CHILE S.A. NOTES TO FINANCIAL STATEMENTS AS OF June 30, 2002 AND 2001 1.- FINANCIAL INDICATORS
06-30-2002 06-30-2001 12-31-2001 ---------- ---------- ---------- LIQUIDITY Current liquidity times 1.77 4.94 2.35 Acid ratio times 1.56 4.33 2.01 DEBT Debt ratio times 0.4 0.4 0.4 Short-term debt % 36.3 13.9 27.9 Long-term debt % 63.7 86.1 72.1 Coverage of interest expenses times 4.6 4.74 5.5 ACTIVITY Total assets Mill Ch$ 306,262 294,479 306,527 Investments Mill Ch$ 5,735 20,909 28,513 Disposal of property Mill Ch$ 6 614 1,353 Inventory turnover times 8.0 7.5 7.1 Inventory permanence days 44.8 48.1 50.7 PROFITS (LOSSES) Operating income Mill Ch$ 30,382 29,964 66,178 Operating costs Mill Ch$ 18,111 18,332 40,041 Operating profit Mill Ch$ 9,975 9,251 20,865 Financial expenses Mill Ch$ 1,338 2,196 3,957 Non-operating result Mill Ch$ (4,332) 46 (1,423) R.A.I.I.D.A.I.E. Mill Ch$ 10,514 13,840 29,875 After-tax profit Mill Ch$ 3,572 9,144 17,877 RATE OF RETURN Return on equity % 1.7 4.4 8.5 Return on assets % 1.2 3.2 6.0 Return on operating assets % 10.25 10.2 22.9 Profit per share $ 55.8 142.8 279.3 Return on dividends % 3.7 3.2 3.1
Current liquidity Ratio of current assets to current liabilities. Acid ratio: Ratio of uncommitted funds to current liabilities. Debt ratio: Ratio of total current liabilities to net worth. Coverage of Interest Expenses: Profit before taxes and interest divided by financial expenses. Inventory turnover: Ratio between sales cost of the period and average inventory. Inventory permanence: Ratio between average inventory and sales cost of the period, multiplied by 360 days R.A.I.I.D.A.I.E.: Profit before taxes, interest, depreciation, amortization, and special items. Return on dividendes: Sum of dividends paid in the last twelve months divided by market price of stock at closing of period. -95- The main trends observed in the 2002 fiscal year indicators are: LIQUIDITY INDICES There is a reduction in the liquidity index in relation to June 2001 despite a significant reduction in notes and account payable, because of the transfer to the short term of long-term syndicated loan installment. DEBT INDICES Although the debt index has had a slight increase because of the rise in the rate of exchange, this financial index remained steady during the periods studied because of the increase in equity resulting from the increase in profits. On the other hand, the distribution of the short-term and long-term debt shows variations due to the expiry of installments payable in less than one year of Long Term Liabilities that have been transferred to Short Term. The coverage index of financial expenses fell with respect to the previous year because of lower profits. ACTIVITY INDICES The indices of inventory turnover and permanence improved because of the stocks bought by management to reduce product stock inventories. PROFITABILITY INDICES Profitability indices fell during the fiscal year because of a reduction in profits. On the other hand, although dividends distributed between July 2000 and June 2001 rose by 3% compared to the July 2001/June 2002 period, the rate of return of dividends show the increase because of the dropped in the price of stocks in the stock exchange, which rose from $4,090 per share as of June 30, 2001, to $3,801 per share as of June 30, 2001. 2. DIFFERENCE BETWEEN BOOK VALUE AND MARKET VALUE OF MAIN ASSETS. The financial statements of the company have been prepared according to generally accepted accounting principles and general and specific norms of the Securities and Insurance Commission, which is the agency that regulates the Company. The valuation of the assets includes adjustment for currency devaluation, reserves, and technical revaluations. We believe the foregoing is a reasonable way to value the company's permanent investments. As of June 30, 2002, there were financial investments in stocks recorded in the accounting according to their purchase price of Th Ch$ 3,644 million whose market value on the same date was Th Ch$6,022 million. -96- 3. RESULTS OF THE FIRST QUARTER OF 2002 3a. Individual Result The Company had non-consolidated sales of Ch$30,382 million as of June 2002, which is a 1.4% increase compared to the previous fiscal year. Volumes sold increased by 0.6%, reaching 108.080 tons. This volume level is mainly due to higher sales of bottles for the non-returnable beer and wine markets. Operating profit rose by 7.8%, totaling Ch$9,975 million. For comparison purposes the operating margin increased due the lower sale of lower-margin imported products. The Company's net profit amounted to Ch$3,572 million compared to Ch$9,144 million the previous year. This result can be explained in part by the reduction in the non-operating result, which passed from a profit of Ch$46 million in 2001 to a loss of $4,332 million in 2002. During 2001, extraordinary income were recorded by the company corresponds to the sales share of the CGE and because the valuation of their investment in the asociating between Crowpla-Reicolite and Multipack. In Addition, a greater loss results from the effect of the devaluation of the Argentine pesos (from $1.7 to $3.8 Argentine pesos per dollar) in the accounting of the financial statements of Rayen Cura, which generated a loss of $2,424 million for the quarter. This was compensated in part in Vina Santa Rita and CIECSA. In addition, in the year 2001 the company had an extraordinary income of Ch$976 million corresponding to the reversion of the reserve for the repair of Furnace C, included in the account "Extraordinary Items". 3b. Result in Subsidiaries As of June 30, 2002, Santa Rita's profit was Ch$4,147 million, which was a 51.5% increase over the same period in 2001. In the local market, the volumes of the Company were 19.0% higher than in 2001. The prices in this market dropped 18.0% in real terms, as a result of increased competition and lower cost of musts, which led to valued sales in the local market dropping 3.0%. Sales in the export market increased 12.5% in volume due to higher sales to the European and Latin American markets. During the period, exports represented 52.6% of total income with US$ 25,2 million. The operating result was increased 21.2%, reaching Ch$4,703 million, mainly as a result of the increase in prices in the local market and the increase in volumes in the export market. The average price in dollars per case for the export market was US$ 30,5, whereas the average price for the industry was US$22,23 per case. As of June 2002, Santa Rita showed a non-operating profit of Ch$311 million, compared to a loss of Ch$496 million in 2001, which can be mainly explained by lower financial costs. Megavision, the main subsidiary of CIECSA, showed an operating profit of Ch$1,716 million, compared with an operating loss of Ch$397 million in the previous year. Megavision had a 24.6% share of the audience during the period.(1) Net sales increased by 40.1% totaling Ch$9,594 million because of the live programs. As of June 2002, Megavision had a net profit of Ch$507 million, compared to a loss of Ch$916 million in 2001. CIECSA's final result was a profit of Ch$308 million compared to a loss of Ch$909 million the year before. Envases CMF S.A. showed a net loss of C0h$403 million in 2002 compared with a profit of Ch$128 million in 2001. The company increased its sales 144%, reaching Ch$14,835 _______________ (1) Measured between 9:00 A.M. and 1:00 A.M. (in other words 16 hours a day) from Monday to Sunday. -97- million during the year. This significant increase in sales is largely attributable to the partnership entered into with Multipack at the end of Junee 2001. Sales volume increased 97%, reaching 10,643 tons. Operating profit was Ch$718 million, which is 43% higher than the profit obtained during 2001. The non-operating profit of the company declined from Ch$352 million in 2001 to Ch$1,188 million in 2002. The higher loss is mainly due to an increase of the financial expenses corresponds to the recourse obtained for the financing of the joint venture of Crowpla-Reicolite with Multipack. In the area of cable TV, Cristalchile Comunicaciones S.A. (99.99% subsidiary of Cristalerias), is the owner of 50% of Cordillera Comunicaciones Ltda., which in turn is the owner of 99% of Metropolis-Intercom S.A. Metropolis-Intercom S.A. registered sales of Ch$22,538 million during 2002 compared with Ch$22,303 million during the same period the previous year. As of June 2002, Metropolis-Intercom had a net loss of Ch$7,582 million compared with a loss of Ch$7,277 million in 2001. This result includes a depreciation charge of Ch$5,484 million (Ch$5,317 million in 2001) corresponding to the HFC network adquired in July 2000. The company ended the period with 239,000 subscribers, 14.6% down compared to the same date in 2001, due to a greater number of discontinued subscriptions because of the deteriorated domestic economic situation. As a result of the foregoing and the amortization of the lower value of investments through Cordillera Comunicaciones from $2,010 million in the quarter ($1,997 million in 2001), Cristalchile Comunicaciones recorded a net loss of $4,806 million (loss of $4,604 in the first quarter of 2001). 4. CASH FLOW STATEMENT During the first quarter of 2002 a total net positive flow of Ch$10,099 million was generated, which is explained by a positive flow generated by operating activities of Ch$15,807 million, which was reduced by a negative financing flow of Ch$6,092 million and a positive flow of investment activities of Ch$384 million. The operating flow corresponds basically to the collection of sales, dividends recovered and financial interests that were reduced by payment to suppliers, interests and income tax. The financing flow can be explained mainly by payment of dividends for Ch$3,073 million in January and April 2002. The investment flow is mainly explained by the redemption of Term Deposits at over 90 days and the expiry of future contracts. This flow was used in part in the incorporation of fixed assets and in the investment of financial instruments. The foregoing results in an increase in the final balance of cash and cash equivalent, which passed from Ch$18,626 million as of December 31, 2001 to $28,563 million as of June 30, 2002. According to the current regulations of the SVS and the Association of Accountants of Chile, term deposits and agreements with due date less than 90 days have been considered cash and cash equivalent. -98- 5. INTEREST RATES AND EXCHANGE RATE RISK ANALYSIS a. Interest rates The Company is exposed to the risk of fluctuations in interest rates on its long-term debt, corresponding to a credit of US$100 million, which was agreed at a variable rate Libo plus 1.125 percentage points on average. On the other hand, as of June 30, 2002 the Company had available funds of $36,837 million invested at different terms in instruments like term deposits, bonds, fixed rate and repurchase agreement mutual funds. The company does not use derivative financial instruments at the present time to reduce risk in the event of fluctuations in interest rates. That policy will be studied permanently to evaluate the alternatives offered by the market. The Company maintains liabilities in dollars of US$111.9 million, which represent 25.1% of its assets, and include a long-term syndicated loan of US$100 million. As of June 30 the Company has investments in dollars of US$44.4 million in term deposits, bonds and fixed rate mutual funds. It also has dollar purchase contracts of US$119.6 million, and a contract that provides coverage for Euro/Dollar fluctuations for 3.5 million Euros, all of which provides a reasonable coverage for exchange rate variations risk. -99- RELEVANT EVENTS There are no in this item. -100- ab SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Santiago, Chile. CRISTALERIAS DE CHILE S.A. By: /s/ Benito Bustamante C. -------------------------- Benito Bustamante C. Comptroller Date: October 8, 2002.