Enel Américas Annual Report Enel Américas Annual Report Santiago Stock Exchange ENELAM
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Enel Américas Annual Report Enel Américas Annual Report Santiago Stock Exchange ENELAM New York Stock Exchange ENIA Enel Américas was established initially under the name Compañía Chilena Metropolitana de Distribucion Electrica S.A., and on December 1, 2016 the company changed its name to Enel Américas S.A. The Company’s paid-in capital on December 31, 2016 reached $4,621,809,178 thousand, and was represented by 58,324,975,387 shares. Its shares are traded in the Chilean stock exchanges and in the New York Stock Exchange in the form of American Depositary Receipts (ADR). The main business of the Company is the operation, development, generation, distribution, transmission, transformation and/ or sale of energy in any of its forms or nature, directly of through other companies, as well as providing engineering advisory in the country and abroad, and also the management of its investment in subsidiaries and associate companies. Total assets amounts to $11,281,555,506 thousand on December 31, 2016. Enel Américas controls and manages a group of companies that operates in the electricity markets in four countries in Latin America (Argentina, Brazil, Colombia and Peru). In 2016, net income attributable to the controlling company reached $383,060 million and operational income was $1,217,155 million. By the end of 2016, the Company employed 10,324 people through its subsidiaries companies in South America. Enel Américas Annual Report 2016 Table of Contents > Letter from the Chairman 4 > Open Power 10 > 2016 Milestones 12 > Main Financial and Operational Indicators 16 > Identification of the Company and Constitutive Documents 20 > Ownership and Control 26 > Management 32 > Human Resources 52 > Exchange Transactions 62 > Dividends 68 > Investment and Financing Policy for 2016 74 > Company’s Business 78 > In vestments and Financial Activities 90 > Risk Factors 102 > Company Reorganization 120 > R egulatory Framework of the Electricity Industry 124 > Description of the Business by Country 156 > Ownership Structure 182 > Significant Events of the Company 188 > Identification of Subsidiaries and Associates Companies 238 > Responsibility Statement 254 > Consolidated Financial Statement 258 > Management’s Analysis of Consolidated Financial Statements 548 > Summarized Financial Statements of the Subsidiaries 590 Letter from the Chairman Dear shareholders, Corporate You are holding the Annual Report and Financial Statements of Enel Américas S.A., which corresponds to the period Reorganization ended on December 31, 2016. Enel Américas runs the electricity generation, transmission and distribution In 2015 we started a corporate reorganziation process of businesses in four countries in Latin America (Argentina, the former Enersis S.A., whose purposes were to simplify Brazil, Peru and Colombia) through its subsidiaries. the corporate structure of the Company and to separate the assets in Chile from the rest of the Region. It was First of all, I would like to thank the Members of the Board of a long and extremely complex process, which involved Enel Américas, whom in April 2016 once again gave me their several jurisdictions. trust and responsibility to chair the Company. The exercise 2016 has been hard and carried big changes, because the In 2016, as Chairman of the Company I had the electricity business worldwide was highly dynamic and responsibility to lead the second stage of the corporate showed increasing competition and high level of demand. reorganziation process, whereby at the Extraordinary Within this context, I would like to acknowledge this Shareholders’ Meeting held on September 28, 2016, the gratitude to the professionals, executives and technicians former Enersis Américas, Endesa Américas and Chilectra working in the different subsidiaries of the Company, as well Américas merged, by incorporation, into Enersis Américas. as to Luca D’Agnese, General Manager of Enel Américas, Additionally, that same day the shareholders of the who has leaded successfully the great teams of this resulting company, aware of the value that meant to be part Company to face the challenges of this year. of an important group worldwide such as Enel, approved the name change of Enersis Américas to Enel Américas, Today, after the successful ending of the corporate whose modification was performed on December st,1 2016, reorganziation process that began in 2015, new challenges after the merger process was completed. are added. We have to consolidate the incorporation of the distribution company CELG to the business in Brazil, we Upon these changes, on December 1st, 2016, Enel need to reach the efficiencies set for the Company in the Américas began trading at the New York Stock Exchange. Strategic Plan for 2019 and also to capitalize the business The Company participated in the so-called “ring the bell”, in Argentina after the enactment of the new regulatory recognition that only few companies have had, and of framework. We will try to reach the best results for our which we are very proud. shareholders while facing these challenges. Looking the year with perspective, I firmly believe that the work carried out, and the alternatives showed to those shareholders that didn’t choose to continue with us as part of this new company, the IPO and the Withdrawal Right, constituted not only a transparent, fair and entirely 4 Enel Américas Annual Report 2016 adequate with regards to legality process, but also a We think that this acquisition represents an excellent model. As you know, the amount paid to those currently investment for the Company in a country where we have former shareholders, whom decided to make use of some seen great growth potential for the years to come. of these two mechanisms, was far below the parameters defined by the Company, thus showing that the proposed reorganziation process was completely positive for Enel Américas. Today we are the most important private electricity company in the Region, and to keep that position we see great possibilities of growth for our generation and distribution businesses, which we will continue to achive not only through our permanent aim at efficiency, but also through our active search for new acquisition opportunities. Acquisition of CELG in Brazil During the second half of 2016, through Enel Brasil, we increased our share capital of the electricity distribution company Celg Distribuição S.A. (“CELG”) to 94.8%. This company operates in the Brazilian state of Goiás, and covers a territory of 337 thousand square kilometers, and the standing concession is in force until 2045 for 2.9 million customers. With this acquisition, the client base of Enel Américas in Brazil increased from 7 to 10 million. 5 New Regulatory Efficiencies and Framework in Results of the Period Argentina Dear shareholders, another key point that we have defined as fundamental from 2016 onwards, is the efficiencies In Argentina, there was an important regulatory framework plan we are boosting in order to increase the company’s change in 2016 for the electricity industry, which carried out return. In 2016 we obtained savings of 160 million dollars, an opportunity for our business. After a period where prices result that exceeded preliminary estimates. These savings and tariffs were frozen, in February 2016 a new tariff regime were comprised by 8% reduction in the distribution began to operate, with which consumption subsidies were business, equivalent to 77 million dollars, while in the reduced. generation business the reduction was 10%, or 24 million dollars. Nevertheless, we continue our work to search We have developed an ambitious working plan with an for efficiencies. We remind you that, as a Company, investment of 900 million dollars between 2017 and 2019, we committed with the Strategic Plan introduced in in accordance with our Strategic Plan. We will look for November 2016, to save 358 million dollars in 2019. mechanisms to reduce energy losses and improve our facilities, thus significantly increase our quality of service, With regards to the Financial Results of 2016, and within and always thinking of our customers. an extremely volatile economic context in the Region, I would like to highlight the financial strength demonstrated by Enel Américas whereby showing very positive results to its shareholders in line with the objectives announced last year. In 2016 the Company’s net EBITDA from extraordinary effects increased more than 16% compared to 2015. In terms of net results, it reached US$844 million, which accounted net from extraordinary effects, would have assumed nearly 24% growth from the previous year. 6 Enel Américas Annual Report 2016 Additionally, the robustness of the cash generated by the Company has allowed the maintenance of attractive dividends policy of the Company in 50%, meaning a distribution of approximately 192,530 million pesos accounted against annual net profits. I would like to finish this letter by expressing my gratitude once again to the Directors, executives and employees of Enel Américas for their huge dedication and effort carried out in 2016, and also to emphasize our commitment to become more efficient and more useful for the communities we serve. Francisco de Borja Acha Besga Chairman 7 Edificio Corporativo Santa Rosa 76 Lanzamiento Cambio de Marca. 30 Noviembre 2016 ENEL AMÉRICAS IS MISSION In the last decades, Enel has delivered energy, innovation and progress to the world. The Company has touched y Open energy the lives of hundred thousand people changing the way to more people they relate with the energy. Today, understanding that Open energy the world is not the same and that the way to do things to new technologies has changed, Enel Américas takes the responsibility to Offer people new ays to manage energ lead the changes of the energy sector to create a new w world, sustainable and with the support of people. Open the Company This change of philosophy is called Open Power and to more stakeholders demands to Enel Américas and its subsidiaries in Peru, Colombia, Brazil and Argentina to be open.