Annual Report 2018
SOCIEDAD MATRIZ SAAM S.A. 2 2018 ANNUAL REPORT Index 3
Contents Contents
Introduction 04 Key Figures 06 2018 Corporate Milestones 08 Letter from the Chairman 10 Board of Directors 14 Management 18 SAAM’s Hallmark 20 History 28
Activities and Businesses 30 Annual The Industry 32 Financial Performance Trends 34 Report Towage Division 36 Port Terminals Division 48 Logistics Division 70 2018 Investment and Growth 80
Sustainability 88 Our People 92 Occupational Health and Safety 99 Training and Development 102 Ethics at the Core of our Management 104 Environment and Community 105
Corporate Information 110 Company Incorporation 112 Shareholders 115 Directors' Committee 122 Material or Essential Events 128 Main Properties 130 Final Structure 134 Consolidated Financial Statements as of 190 December 31, 2018
Statement of Responsibility 390 4 5
Contents
Company INTRODUCTION Information
Name: Sociedad Matriz SAAM S.A. Chilean Tax ID: 76.196.718-5 Legal Address: Av. Avenida Apoquindo 4800, Torre II, piso 18, Las Condes, Santiago. Type of Entity: Publicly traded corporation. SVS Registration Number: 1091 Ticker: SMSAAM Corporate Purpose: Acquiring and selling shares in public listed companies, shares or voting rights in other companies, bonds, debentures, commercial paper and other tangible securities; managing, transferring and benefiting from them, gaining from their sale; financing related companies; and providing services and advice.
Shareholder Registry: Stock Exchanges: DCV Registros S.A. Santiago Exchange Huérfanos 770 piso 22, Santiago, Chile. Valparaíso Stock Exchange Telephone: (56-2) 2393-9003 Chilean Electronic Stock Exchange E-mail: [email protected] Independent Auditors: Investor Relations: PricewaterhouseCoopers Consultores Contact: Paula Raventós Auditores SpA (PwC) E-mail: [email protected] Address: Avenida Apoquindo 4800, Torre Contact Information: II, piso 18, Las Condes, Santiago. Headquarters: Telephone: (56 2) 2731 8213 Avenida Apoquindo 4800, Torre II, piso 18, E-mail: [email protected] Las Condes, Santiago. Website: www.saam.com Telephone: +56 2 2731 8215 Fax: +56 2 2731 8250
Terminal Portuario Guayaquil, Ecuador 6 2018 ANNUAL REPORT Introduction 7
Contents Key Figures 2018
EBITDA(1) OPERATING IN US$ 146 MILLION 13 COUNTRIES IN THE AMERICAS
REVENUE(1) TOTAL TOWAGE MANEUVERS (2) US$ 516 MILLION 107 THOUSAND
NET INCOME(1)
MILLION TEUS US$ 49.6 3.4 TRANSFERRED (2) MILLION
PP&E(1) MILLION TONS (2) US$ 711 39.4 TRANSFERRED MILLION
EBITDA 28% MARGIN(1) 7,772 EMPLOYEES (2)
(1) Includes SM SAAM consolidated fi gures (2) Includes full volume of subsidiaries and associates 8 2018 ANNUAL REPORT Introduction 9
Contents 2018 Corporate Milestones
The year 2018 contained several important milestones:
Implemented a New Achieved record cargo Modernized Florida Operating Model. transfers at our port terminals International Terminal, in Guayaquil, Caldera, San doubling its cargo Antonio and Corral. receiving capacity.
Florida International Terminal (FIT) Signed a Memorandum of Understanding with AutoMobile International Terminal to develop a Awarded the first regional Ro-Ro Terminal at the contract and closed a twelve- Port of Mobile, U.S.A. year agreement in Canada for the Towage Division.
Signed a Memorandum with AutoMobile International Terminal Acquired the remaining 50% interest in Transaereo.
Commissioned new reefer Reduced the rate of container yard and loading occupational accidents by 71% equipment at Puerto Caldera. over the past six years.
Included in the Dow Jones Sustainability Index for Puerto Caldera the third consecutive year and for the first time in the Integrated Latin American Market Sustainability Strengthened the SAAM Index (DJSI MILA). SMIT Towage fleet in Brazil and Canada with four new azimuth tugs.
Towage Canadá Aerosan 10 2018 ANNUAL REPORT Introduction 11
Contents
Dear Shareholders: when faced with a demanding and 310,151 TEUs, respectively. situation where the effects of It is my pleasure to present consolidation among shipping San Antonio Terminal the SM SAAM Annual Report, companies are still being felt. Internacional (STI) in Chile which describes the company’s Terminals outside Chile performed surpassed one million TEUs performance in 2018. Last year we exceptionally well. They achieved transferred for the seventh Óscar implemented a series of initiatives higher volumes and in some consecutive year by reaching 1.2 Hasbún M. to streamline our structure and cases beat their transfer records. million, which is 9% more than in Chairman costs in order to improve returns They also introduced important 2017. It also diversified its portfolio and, at the same time, we took infrastructure initiatives to by servicing car carriers and bulk major steps to strengthen our improve their capacity. freight vessels. position in the markets where we do business. The goal of these The towage service faced heavy Iquique Terminal Internacional (ITI) changes was to build a more competition. However, we recorded a 32% historic increase modern, competitive organization continue to enjoy an important in Bolivian cargo in transit, and lay a strong foundation for market position. In particular, we which reached 459,000 tons and the future. won our first regional contract and formed part of their total transfers incorporated four new tugs, giving of 2.3 million tons. Portuaria On the domestic front, we finished us a fleet of 153 vessels operating Corral, a terminal in southern what I referred to a year ago: in 10 countries in the Americas by Chile that serves the forestry We reviewed our structure and the end of 2018. industry, exceeded 1.1 million tons LETTER our business divisions and we transferred. simplified them, in order to create We have made significant a more robust central corporate progress in consolidating a new Milestones achieved by the office and generate synergies in operating model, and our financial Port Terminals Division are also FROM operational processes that use performance for 2018 reflects this included in projects. For example, the company’s assets. As a result, achievement. The year closed in October we completed a project we are consolidating a more with net income of US$49.6 to modernize Florida International THE flexible, modern management million, which is equivalent to an Terminal (FIT), which doubled model with a lighter structure and increase of 91% over net income its cargo receiving capacity standardized processes within a for the previous year, excluding with an investment of US$5 CHAIRMAN new operating model. This has led extraordinary gains and non- million. Another US$5 million was to greater productivity, optimized recurring costs such as the sale invested to upgrade equipment. costs and improved control over of our interest in Tramarsa in our assets. 2017, dividends from TPA and the Puerto Caldera (Costa Rica) also costs of implementing the new opened a new reefer container The business division that has operating model in 2018. yard in October, and added new most clearly demonstrated these loading equipment with the results is logistics. It undertook Port terminals achieved aim of continuing to improve its a major restructuring, and was significant growth in throughput, efficiency. With an investment consequently able to intensify with particularly strong of around US$ 9.5 million, these businesses where we have performances from Terminal improvements are expected to competitive advantages. Portuario Guayaquil (TPG, increase output by 30%. Ecuador) and Puerto Caldera Port services achieved good (Costa Rica). Both finished the Meanwhile, AutoMobile performance in 2018, even year with record transfers: 825,170 International Terminal—a joint 12 ANNUAL REPORT 2018 Introduction 13
Contents
venture of SAAM Puertos S.A. and which involved investing US$10 remaining interest in our joint export terminal using three tugs in and professionalism drive us Terminal Zárate S.A.—signed a million in infrastructure as part venture in Brazil, Mexico, Panama the port in Prince Rupert, Canada. as a company and enable us to memorandum of understanding in of the New International Terminal and Canada. This transaction provide excellent services to every April to develop a Ro-Ro terminal 2020 project. We also acquired is valued at US$201 million and We will make progress on the customer, strengthening our with capacity for up to 210,000 the remaining 50% interest must be approved by regulatory Puerto de Caldera expansion leadership and contributing to the vehicles per year at the port of in Transaereo. This company authorities. It will enable us project, submitted to Costa development of our country, the Mobile, in the state of Alabama, provides a wide range of airport to move forward towards our Rican authorities in December Americas and all its inhabitants. USA. This agreement calls for services at airports in Bogotá, vision of becoming a significant, 2018. During the year, we will My thanks go to them, which I operations to start at the end of Medellín, San Andrés, Barranquilla, active participant in further collaborate on a technical working also extend to our shareholders, 2019 and continue for up to 30 Cartagena and Pereira. consolidation within this industry. group to conclude the proposal, customers, strategic partners and years. which is linked to extending the contractors for their trust in us. With these achievements, the Our financial performance is concession, in order to make an Therefore, the Port Terminals Logistics Division reported presented from a framework of important investment designed Division increased its revenue by revenue of US$59 million (-15%), comprehensive management that to increase terminal capacity 24% this year, compared to 2017, with a significant increase in includes economic, social and fivefold. reaching US$272 million, while its EBITDA, which reached US$7 environmental aspects. We have EBITDA reached US$90 million, up million (+113%). made it a priority to integrate This year also saw discussions 32% over 2017. sustainability into our business on modernizing the Chilean port The Towage Division had a stable with a special focus on four areas: sector and its labor relations. Our focus for the Logistics year in 2018, but with strong collaborative labor relations, which This dialog between various Division is to develop tailor-made competitive pressure for our were the basis for closing several stakeholders is necessary and solutions for each customer. This Brazilian business. However, collective bargaining negotiations urgent, in order to develop the requires a virtuous triangle with we laid the foundation for during the period; occupational industry and ensure that the connections from the ports at San strengthening our services by health and safety; management country remains competitive. Antonio and Valparaiso through signing the first regional berthing of environmental impacts and a SAAM wants to contribute its off-dock warehouses, which in and deberthing contract to culture of ethics and compliance industry expertise accumulated turn are connected to our terminal provide services for an important within the organization. over 55 years to this debate with in Renca. We have integrated shipping line in six countries in options that protect employees, ourselves into our customers’ the Americas. We also reinforced The company complemented while retaining the flexibility value chains through smart our fleets in Brazil and Canada these initiatives by being included required by our sector. logistics services and solutions with an investment of US$49 in the Dow Jones Sustainability adapted to individual trucking and million. This division's revenue Index (DJSI Chile) for the third We will continue to work as a warehousing requirements, and reached US$189 million (+4%) and consecutive year, and joining the company on strengthening our value-added services provided EBITDA came in at US$67 million Integrated Market Sustainability operating model and recovering by our commercial, off-dock and (+11%). Index in 2018. growth, together with generating reefer terminals. quality jobs and being concerned SAAM aspires to be a global We expect to continue creating for the welfare of our employees. Aerosan, which operates the operator in the towage industry. opportunities for growth and After all, they are the foundation airport services business, With this objective in mind, in development during 2019. We Oscar Hasbún M. renewed the import warehouse early 2019 we closed a deal will initiate a 12-year contract to for each of these achievements. concession at Santiago Airport, with Boskalis to acquire the provide services at a new propane Their commitment, dedication Chairman 14 ANNUAL REPORT 2018 Introduction 15
Contents BOARD OF DIRECTORS
The board of Sociedad Matriz SAAM S.A. and its Óscar Hasbún Martínez has been the chairman of the board of senior management keep its investors informed Sociedad Matriz SAAM S.A. since August 2017 and a director about the company and its subsidiaries SAAM since 2015. He has also served on the board of Hapag Lloyd Óscar AG since 2014 and as Chief Executive Officer of Compañía S.A., SAAM Ports S.A. and SAAM Logistics S.A. Hasbún Martínez Sud Americana de Vapores S.A. since 2011. Between 2002 and They ensure that all legal and ethical standards Chairman 2011, he managed the Luksic family's businesses in Croatia, Business Administrator on the disclosure of information are fulfilled. concentrated primarily in the tourism and real estate industries. Chilean ID Number: Prior to that he was an executive at Michelín in France and Chile. In accordance with the bylaws of Sociedad Matriz 11.632.255-2 Mr. Hasbún has a degree in business administration from SAAM S.A., the board of directors has seven Pontificia Universidad Católica de Chile. members who are each appointed for a three- year term. There are no alternate directors.
The current board was elected at the annual general shareholders' meeting held on April 9, 2018, where Messrs. Óscar Hasbún Martínez, Jean-Paul Luksic Fontbona, Diego Bacigalupo Aracena, Francisco Gutiérrez Philippi, Jorge Gutiérrez Pubill (Independent Director) and Francisco Pérez Mackenna were re-elected, and Mr. Armando Valdivieso Montes (Independent Jean-Paul Luksic Fontbona has been vice chairman of the Board Director) was elected. of Sociedad Matriz SAAM since 2013. He is also the chairman of the board of Antofagasta PLC and Antofagasta Minerals S.A., Mr. Hasbún was appointed chairman of the board Jean-Paul vice-chairman of Quiñenco S.A. and a director of Banco de Chile. Luksic Fontbona of directors and Mr. Luksic was appointed vice- He is also on the board of the Chilean Mining Council (Consejo Vice-Chairman Minero de Chile A.G.). chairman at a board meeting held on April 16, Economist 2018. Chilean ID Number: Mr. Luksic holds a B.Sc. degree from the London School of 6.372.368-1 Economics and Political Science in the UK. The board secretary is Mrs. Karen Paz Berdichewsky, attorney, Chilean ID number 8.129.981-1. 16 ANNUAL REPORT 2018 Introduction 17
Contents
Francisco Pérez Mackenna has been a director of Sociedad Matriz SAAM S.A. since its founding in 2011. He began working for the Diego Bacigalupo Aracena has been a director of Sociedad Matriz SAAM Luksic Group in 1991 and was made Chief Executive Officer of Diego Francisco S.A. since August 2017. Moreover, he has been Development Manager at Quiñenco S.A. in 1998. He is chairman of the board at Compañía Sud Bacigalupo Aracena Pérez Mackenna Quiñenco S.A. since 2017. Previously he was Corporate Development Manager Americana de Vapores S.A., Empresa Nacional de Energía Enex S.A., Director Director at Compañía Cervecerías Unidas S.A., Associate Development Manager at Invexans S.A. (formerly Madeco) and Tech Pack S.A. Prior to that, he Civil Engineer Business Administrator Quiñenco S.A. and an investment banking executive at Santander Investment. was Chief Executive Officer at Compañía Cervecerías Unidas S.A. Chilean ID Number: Chilean ID Number: (where he remains a director), as well as Embotelladoras Chilenas 13.828.244-9 Mr. Bacigalupo has a civil industrial engineering degree from Universidad 6.525.286-4 Unidas S.A., Viña San Pedro Tarapacá S.A., Compañía Cervecerías Católica de Chile and an MBA from MIT. Unidas Argentina S.A., Compañía Pisquera de Chile S.A., Cervecera CCU Chile Limitada, Inversiones y Rentas S.A., Banchile Corredores de Seguros S.A., LQ Inversiones Financieras S.A., Nexans, and Hapag-Lloyd S.A. Before 1991, he was the Chief Executive Officer of Francisco Gutiérrez Philippi has been a director of Sociedad Matriz SAAM S.A. Citicorp Chile and Vice-President of Bankers Trust in Chile. since 2012. He has also been on the board of Echeverría Izquierdo S.A. since Mr. Pérez has a degree in business administration from Pontificia 2013 and Forus S.A. since 2010. He was a financial advisor as partner and Universidad Católica and an MBA from the University of Chicago. director of South Andes Capital SpA between 1994 and 2018. He has been a Francisco director of Sonda S.A. (2014-2017), of Sociedad de Inversiones Oro Blanco S.A. Gutiérrez Philippi as an independent director (2012-2014), of Salfacorp S.A. as an independent Director director (2000-2012), of Sopraval S.A. (1996-2011) and Laboratorio Chile S.A. Civil Engineer (1991-1995). Before that, he was Deputy Manager of Finance and International Chilean ID Number: Investment at Empresas CMPC S.A. and an analyst at BICE Chileconsult and 7.031.728-1 NM Rothschild & Sons Ltd. Mr. Gutiérrez has a degree in civil engineering with a minor in transport from Armando Valdivieso Montes has been a director of Sociedad Matriz Pontificia Universidad Católica de Chile and a master's degree in economics SAAM S.A. since April 2018. Previously he was Senior Commercial and business management from IESE Business School, Universidad de Navarra Armando Vice-President of LATAM from 2015 to 2017. He was also the in Barcelona, Spain. Valdivieso Montes Chief Executive Officer of LAN after its merger with TAM; CEO of Independent Director the Passenger Division at LAN since 2006; and CEO of the Cargo Civil Engineer Division for Lan Airlines from 1997 to 2005. Before that, he was Chilean ID Number: the Chief Executive Officer of Fast Air from 1995 to 1997 and Vice- 8.321.934-3 President of Fast Air in the United States from 1991 to 1994. Jorge Gutiérrez Pubill has been an independent director at Sociedad Matriz Mr. Valdivieso has a degree in civil engineering from Pontificia SAAM S.A. since 2016. He is also currently vice-chairman of the board at Sevilla Universidad Católica and completed the Advance Management Jorge Inversiones S.A., Marsol S.A. and Stars Investments Asesorías de Inversiones Program (AMP) at Harvard University. Gutiérrez Pubill Limitada. He previously served on the board of Walmart Chile S.A. (2009–2014) Independent Director and was co-founder and Executive Director of Viña Anakena (1999–2015). Business Administrator He was executive director and founder of Viña Porta S.A. (1991-1997), of Chilean ID Number: Productora y Exportadora de Frutas Agrícola San Isidro S.A. (1991-1998) and of 5.907.040-1 Pesquera Chile Mar S.A. (1987-1991). He was deputy CEO of Pesquera Iquique S.A. and Operations manager of Pesquera Eperva S.A. Mr. Gutiérrez has a degree in civil engineering and an MBA from Universidad de Chile. 18 ANNUAL REPORT 2018 Introduction 19
Contents MANAGEMENT
SM SAAM Macario BOARD Valdés Raczynski Chief Executive Officer In current position since 03-16-2016 Business Administrator Chilean ID Number: 14.123.555-9 With SAAM since 04-01-2013
Carmen Gloria Hernán Javier Hernández Zúñiga Gómez Cisternas Olivos Santa María Controller Chief Financial Officer Chief Development Officer In current position since In current position since In current position since 01-03-2017 09-09-2017 09-01-2018 Certified Public Accountant Civil Engineer Civil Engineer Chilean ID Number: 10.023.302-9 Chilean ID Number: 15.312.759-K Chilean ID Number: 15.366.356-4 With SAAM since 01-03-2017 With SAAM since 04-04-2016 With SAAM since 09-01-2016
Karen Paz Claudio Berdichewsky Aguilera Cañete BUSINESS DIVISIONS Chief Counsel Chief Information Officer In current position since In current position since 07-01-2012 05-01-2018 Attorney Civil Engineer Chilean ID Number: 8.129.981-1 Chilean ID Number: 11.621.390-7 With SAAM since 07-01-2012 With SAAM since 07-10-2017
Gastón Moya Rodríguez Fernando Enrique Felipe Chief Human Resource Officer Encinas Ciesla Brito Marín Rioja Rodríguez In current position since MD Logistics Division MD Port Terminals Division MD Towage Division 12-01-2012 In current position In current position In current position Psychologist since 05-01-2018 since 10-29-2018 since 12-01-2015 Chilean ID Number: 8.090.156-9 Business Administrator Merchant Marine Officer Business Administrator With SAAM since 12-01-2012 Chilean ID Number: Chilean ID Number: Chilean ID Number: 12.862.395-7 7.551.141-8 8.245.167-6 With SAAM since 07-01-2017 With SAAM since 04-01-1981 With SAAM since 12-02-1991 20 2018 ANNUAL REPORT 21
Contents SAAM’S HALLMARK WE MOBILIZE DREAMS AND OPPORTUNITIES
SAAM IS A MULTINATIONAL COMPANY FOUNDED IN CHILE IN 1961 THAT PROVIDES A BROAD AND EFFICIENT FOREIGN TRADE SUPPORT NETWORK
Over seven thousand people in thirteen countries, from Prince Rupert in Canada to Punta Arenas in Chile, provide excellent cargo transfer and international trade services every day. Each person is a fundamental part of this machine, which has 57 years’ experience contributing to the development of the Americas and its inhabitants.
OUR PURPOSE OUR ASPIRATION OUR CONDUCT
To facilitate the exchange of To be the leading company in To inspire with RESPECT, HONESTY, goods that are essential to port operations and towage RESPONSIBILITY, SAFETY and SERVICE, the wellbeing of people and to services, and to be recognized which are our corporate values. promote countries' economic as an important logistics and social development through operator, characterized by excellent port, towage and our industry knowledge, logistics services that help make geographical coverage, capacity foreign trade competitive, create for internationalization, service value for shareholders and provide quality and commitment to our opportunities to neighboring customers. communities while respecting the environment.
SAAM Smit Towage Canada 22 2018 ANNUAL REPORT 23
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OUR HALLMARK, THE WAY WE DO BUSINESS, MAKES US UNIQUE
CUSTOMER SERVICE
The services that our customers need are all different and require tailored solutions. We are partners in the foreign trade logistics chain.
EFFICIENCY AND PRODUCTIVITY
We want to be the best at whatever we do. Therefore, we consciously try to improve our competitiveness every day. We are incorporating new technologies, which enable us to trace cargo, schedule deliveries, monitor every journey and reduce waiting times. In summary, to provide better Our service. Because we are the custodians of every piece of cargo and asset, Our strategy is based on three principles, which in which we embrace with responsibility and commitment. Strategy turn give rise to strategic objectives:
OPERATIONAL EXCELLENCE CLOSE AND CONSTRUCTIVE LABOR RELATIONS AND SAFETY To be a support network for our customers through quality services People are at the heart of our business. Therefore, we place special emphasis and state-of-the-art technology, to meet every requirement and on the value of safety in our business, similarly we encourage dialog and thus generate commitment and transparency. trust as pivotal aspects of our labor relations.
GROWTH AND DIVERSIFICATION
To consolidate our position as a multinational company and industry TRANSPARENCY AND SUSTAINABILITY leader. We have implemented cutting-edge information systems for our stakeholders. Numerous operations within our ports can be visualized online from their web pages. We have strengthened structural tools such INTEGRATE SUSTAINABILITY INTO MANAGEMENT as codes of ethics, prevention models and risk management systems to ensure operational continuity for our customers. This commitment has been To operate using sustainability principles in all their dimensions: recognized by being included in the DJSI Chile and DJSI MILA indexes. social, ethical and economic. 24 2018 ANNUAL REPORT Introduction 25
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SAAM’S THREE BUSINESS DIVISIONS OPERATE IN 10 PORT TERMINALS countries in North, Central and South 13 America. 153 TUGS
+125 OF WAREHOUSES THOUSAND MANAGED BY M2 LOGISTICS
Puerto Caldera 26 2018 ANNUAL REPORT Introduction 27
Contents Diversifi cation by EBITDA DISTRIBUTION BY GEOGRAPHICAL AREA(1) Business Division (1)
PORT 55% TERMINALS 26% North America
27% Central America EBITDA DISTRIBUTION BY BUSINESS DIVISION(1) 26% South America excluding Chile 4% LOGISTICS 41% TOWAGE 21% Chile
(1) Includes SM SAAM consolidated fi gures (1) Includes SM SAAM consolidated fi gures 28 ANNUAL REPORT 2018 Introduction 29
Contents HISTORY
• Sociedad Matriz SAAM S.A. is formed as a • Operations begin CSAV spin off. • Country’s first in Uruguay. multipurpose crane • Towage operations • Operations begin with acquired for the begin in Mexico. towage in Honduras, • Operations begin in Brazil port of Valparaiso. and port operations • Addition of eight new • SAAM formed through TugBrasil and in in Mexico (TMAZ) and tugs and inauguration of • Iquique (ITI) port • Acquisition of 50% of the USA through FIT. Colombia (PBV). dock extension at SVTI. terminal concession Portuaria Corral S.A.
1961 1982 1994 1996 2000 2002 2005 2012 2016
1962 1992 1995 1999 2003 2006 2014 2017
• Construction of our • San Antonio (STI) and • Antofagasta (ATI) port • Acquisition of 51% of first tug: Mataquito. • SAAM begins to • Creation of San Vicente (SVTI) port terminal concession. • Operations begin in • Creation of SAAM SMIT Puerto Caldera, Costa Rica, expand internationally Ecuastibas S.A. terminal concessions. Guayaquil, Ecuador Towage, through joint and 100% ownership of ITI. by entering Peru in Ecuador. (TPG) and in Central operations with SMIT • Inauguration of expansion and Colombia. America (Guatemala Boskalis in Canada, and modernization and Costa Rica) Mexico, Brazil and Panama at TPG, doubling its transfer capacity. • Inauguration of new corporate offices in Santiago.
2018 • Implementation of a new operating model. • New reefer container yard at • Acquired the remaining 50% Puerto Caldera, Costa Rica. interest in Transaereo. • Record cargo transfers at our port terminals in Guayaquil, Caldera, San Antonio and Corral. • New facilities at Florida International • 71% decrease in the accident 57 YEARS Terminal (FIT), USA. rate over the past six years. • MoU signed with AutoMobile IN BUSINESS International Terminal, USA. • First regional towage contract. • Included in DJSI Chile for the third • Addition of 4 new tugs (Brazil and Canada). consecutive year, and joined DJSI MILA. Contents ACTIVITIES AND BUSINESSES
SAAM Smit Towage Canada 32 ANNUAL REPORT 2018 Activities and Businesses 33
Contents The Industry
The international trade industry has faced major Changes in the shipping industry, especially in the In recent years, joint operating agreements and changes. Customer requirements have rapidly container sector have led to a search for greater operating alliances between shipping companies evolved. Larger ships, more substantial order efficiency and profitability. The size of vessels has have expanded in order to improve customer batches, more product rotation, more seasons, less also increased, with today's largest exceeding service levels and broaden geographic coverage inventory management, instant and customized 20,000 TEU, compared to 14,000 TEU in 2010. to generate significant economies of scale and orders. network economies. These initiatives have had very noteworthy effects and have encouraged the formation of major global operating alliances. 34 2018 ANNUAL REPORT Activities and Businesses 35
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Financial Performance Trends
SM SAAM presents its financial statements in This new operating model is still being accordance with IFRS (consolidated financial implemented and has the following objectives: (US$ MILLION) (1) (US$ MILLION) statements) in US dollars. The results of the CONSOLIDATED REVENUE NET INCOME towage, port terminals and logistics businesses i) Identify synergies across our business are separated in the financial statements divisions and our corporate area, for example to provide a clearer understanding of the centralized corporate procurement for the 515.9 49.6
company’s financial performance. main categories of goods and services. 2018 2018
SAAM closed 2018 with net income of ii) Centralize investment decisions and their 2017 467.8 2017 59.3 US$49.6 million, a decrease of 16% with subsequent monitoring, by an Investment 2016 393.9 2016 54.5 respect to 2017. This is mainly due to a high Committee involving senior executives. 2015 426.3 2015 68.9 basis of comparison following the sale of a minority interest in Tramarsa (Peru) in 2017 for iii) Standardize and optimize key processes 2014 492.3 2014 61 US$26 million and some non-recurring effects within human resources, administration and in 2018. Excluding these effects, net income finance, and information technology. was up 91% over the prior year, reaching US$51.7 million. iv) Consolidate a unique management model that will enable SAAM to grow its business CONSOLIDATED EBITDA (US$ MILLION) (1) EBITDA Margin CONTROLLING EQUITY (US$ MILLION) This growth is the result of higher net income divisions and streamline any new operations from the Port Terminals Division and the that are added in the future. recovery of the Logistics Division. This will optimize costs, improve asset 145.9 772.4 The company’s consolidated revenue was control and increase productivity. All of this US$515.9 million and consolidated EBITDA (1) will be accomplished with sustainability and 116.7 105.3 762.3 excellence as pivotal aspects of management. was US$145.9 million, with an EBITDA margin 91.7 91.4 748.2 of 28%. These results were higher than in 2017 due to financial performance improvements 717.2 at the three business divisions, particularly 714 the port terminals division, which increased 25% 28% 21% 22% 23% throughput by 18%, a recovery in the logistics division and increased tug maneuvers in 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 general.
SAAM has strengthened its new operating model introduced during 2018, based on agile and modern management with a lighter structure and standardized processes.
(1) Includes SM SAAM consolidated fi gures 36 37
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BUSINESS DIVISIONS
TOWAGE +18 NEW TUGS Over the past 4 years, with average bollard pull of +70 tons SERVES THE MAIN PORTS IN 10 COUNTRIES THROUGHOUT THE AMERICAS.
Teams of highly skilled employees, rigorous safety standards and a continuously updated fleet have enabled SAAM to expand its towage services across the Americas. The Towage Division won its first regional contract in 2018, and another 12-year agreement in Canada.
SAAM has firmly established itself as the largest tug operator in the Americas. It operates in 10 countries with 153 tugs, of which 80% are azimuth tugs, which are extremely maneuverable and have a strong pulling capacity. They provide berthing and deberthing services for ships, plus assistance, salvage and towage services. They also provide specialized services for ships at off-shore terminals, and for positioning and anchoring oil and gas platforms.
SAAM faced a highly competitive environment in Brazil during 2018, where it has 48 tugs operating at 14 terminals. It strengthened its fleets in Brazil and Canada with two azimuth tugs and with cutting-edge designs, respectively.
SAAM operated an average of three tugs per hour in 67 ports in Canada, Mexico, Guatemala, Honduras, Costa Rica, Panama, Ecuador, Brazil, Uruguay and Chile during 2018.
HIGH OPERATIONAL AND SAFETY STANDARDS
Sylvia Gallardo, Tug Captain, SAAM Towage Chile 38 2018 ANNUAL REPORT Activities and Businesses 39
Contents Operates in LEADING TOWAGE OPERATOR IN
THE AMERICAS CANADA MEXICO PANAMA COSTA RICA • New Westminster • Lázaro Cárdenas • Melones • Punta Morales (Fraser River) • Veracruz • Chiriqui Grande • Puerto Caldera • Prince Rupert • Altamira • Colón • Puntarenas • Kitimat • Tampico • PSA & Rodman • Vancouver • Tuxpan • Bahía las Minas GUATEMALA • Ciudad del Carmen • Balboa • Puerto Quetzal ECUADOR (offshore) • Taboguilla • Guayaquil HONDURAS • Manta BRAZIL URUGUAY • Omoa • Esmeralda • Santana • Montevideo • Tela • Puerto Bolívar • Santarem • Punta Pereira • Puerto Cortes • Monteverde • Sao Luis • Nueva Palmira • Suape • Fray Bentos ARGENTINA(*) CHILE • Ushuaia • Salvador • Paysandú • Arica • Vitoria • José Ignacio • Iquique • Angra dos Reis • Antofagasta • Santos • Mejillones • Sepetiba • Chañaral • Paranaguá • Coquimbo • Itajaí • Guayacán • Río Grande • Quintero • Pecém • Valparaíso • Vila do Conde • San Antonio • San Vicente • Talcahuano • Coronel • Lirquén • Puerto Montt • Calbuco • Chacao • Puerto Chacabuco • Punta Arenas
(*) Operations with associate Austral Broom, which provides catamaran and tourism services Activities and Businesses 41
Contents Figures for 2018 Milestones in 2018
Strengthened the SAAM SMIT Towage fleet in Brazil and Canada with four new azimuth tugs.
TONS OF 107107 THOUSANDTHOUSAND 61 AVERAGE BOLLARD PULL(2) MANEUVERS Awarded the first regional contract in 6 countries in the Americas 25,000 SHIPS SERVICED
(3) MODERN Awarded a 12-year contract TUGS 80% in Canada (+5 year extension) 153 AZIMUTH FLEET(1)
1,338 (3) EMPLOYEES
(1) Azimuth: tugs that use a propulsion technology that allows the propellers to rotate (2) Bollard Pull: pulling capacity from a fi xed point on a tug measured in tons. through 360º about a vertical axis, which increases the vessel’s performance and (3) Includes the full fi gures from subsidiaries and associates maneuverability. 42 2018 ANNUAL REPORT 43
Contents Services
HARBOUR TOWAGE OIL&GAS
Our core business is towing operations within SAAM is an experienced provider of marine services. harbours and our strategic towing network in the We have a proven track record of excellent services Americas attends over 25,000 ships of all types each in the maritime area, oil terminals and buoy mooring year, using experienced crews working to high safety operations. Some of our tugs on the high seas are standards. FIFI (1) equipped, and can respond to accidents.
LNG/FUEL
SALVAGE SAAM and its subsidiaries have experience operating LNG terminals. The most important ones are the LNG The demand for special services has always been Altamira terminal in Mexico, the Petrobras terminal in an integral part of our industry. Our tugs are suited Salvador de Bahia in Brazil, and Quintero Bay in Chile. to carry out any request related to coastal towing, barge assistance, coastal oil platform assistance, civil construction assistance and any rescue work. We respond quickly and effectively to reduce the impact of incidents at sea.
(1) Fire Fighting
SAAM Smit Towage Canada 44 2018 ANNUAL REPORT Activities and Businesses 45
Contents
CONSOLIDATED EBITDA (US$ MILLION) (1) MANEUVERS (THOUSANDS) (2) Financial Performance Trends EBITDA MARGIN 67.2 60.4 106.6 106.7
17.6 17.3 17.4 SAAM’s Towage Division generated consolidated revenue (1) of US$ 189 million in 2018 and 15.8 15.8
14.9 15 27,714 27,262 27,108 26,586 26,874 (1) 13.9 26,387 26,110
EBITDA of US$ 67 million, growth of 4% and 11% compared to 2017 respectively, due to 25,380 improved performance by almost the entire business, as a result of greater port activity which increased by 2% in the year.
37% 36% 34% 34% 36% 33% 36% 30%
1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018
CONSOLIDATED REVENUE (US$ MILLION) (1) CONTROLLING EQUITY (US$ MILLION) 188.8 182.4 26.1 22.2 47.1 47.9 47.9 47.9 44.5 44.6 46,2 45 9.2
4,7 6.6 5.9 5.6 5.4 5.5 5.3 4.7
1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018
(1) Includes the full fi gures for consolidated companies (2) Includes the full volumes of subsidiaries and associates 46 47
Contents
SAAM Smit Towage Canada
REGULATION COMPETITION CUSTOMERS AND SUPPLIERS
The harbour towage business operated by SAAM S.A. The industry is regulated from an operational SAAM is the leading tug operator in the Americas, The main customers for towage services are its subsidiaries and associates is subject to the laws point of view by the maritime authorities in each by number of operational tugs and by geographical shipping and oil companies. No customer of each country. It is generally a highly regulated country, mainly relating to technical, safety and coverage. represents more than 10% of total consolidated industry. labor issues. revenue for 2018. Towage service markets around the world are Towage maneuvers in Chile can only be undertaken Finally, local authorities have adopted various not homogeneously regulated, as some prefer The main suppliers are fuel and maintenance by Chilean flagged tugs. Compliance with the special business models to control towage services from open markets and others closed markets, where services companies. No supplier represents more nationality requirements of Article 11 of the Law a commercial perspective, ranging from single concessions are awarded for services or they than 10% of total supplies of goods and services of Navigation is required to obtain this flag. The operator concessions and regulated rates through are governed by individual contracts. Therefore, for 2018. harbour towage market abroad is governed by local to open markets and unrestricted rates. SAAM has to compete with the principal global tug regulations, and is generally regarded as cabotage. operators such as Svitzer and Boluda, and regional operators such as Wilson Sons, Intertug Ltda., Ultratug Ltda., CPT Remolcadores S.A., and other operators. 48 49
Contents BUSINESS DIVISIONS PORT TERMINALS
SAAM has 10 terminals in the United States, Mexico, Costa Rica, Colombia, Ecuador and Chile, which have grown their cargo transfers over the last year, making the company a leading regional and global port operator.
These terminals undertake various cargo transfers (containers, bulk cargo, loose cargo and project cargo), warehousing, empty container services and complementary logistics services such as container consolidation and deconsolidation, lashing and unlashing, gauging and inspections, both at vessel loading and unloading.
SAAM transferred 39.4 million tons and 3.4 million TEUs in 2018, reflecting 12% and 13% increases, respectively, in cargo moved through its terminals compared to 2017. Four of its terminals also achieved record cargo transfers last year: Terminal Portuario Guayaquil (TPG), Sociedad Portuaria de Caldera (SPC), Portuaria Corral and San Antonio Terminal Internacional (STI). The latter is the main container terminal in Chile and the most efficient on the West Coast of South America.
The implementation of new facilities at Florida International Terminal (FIT) and Puerto Caldera (SPC), Costa Rica, are a reflection of SAAM’s determination to install infrastructure tailored to the needs of its customers, increase the competitiveness of its concessions and consolidate its international market share.
The accident rate during operations has declined steadily, dropping by 31.2% in the last year, due to 4,155 employees working in alignment with port terminal protocols and strengthening safety as an essential value within SAAM.
Johana Vásquez, Crane Operator, San Antonio Terminal Internacional 50 2018 ANNUAL REPORT Activities and Businesses 51
Contents SAAM A LEADING PORT OPERATOR IN SOUTH AMERICA Global Ranking of Principal Port Operators (Source: Drewry 2018). SAAM joined this ranking in 2018, and is in 21st place.
Global Container Terminal Operators - 2018
2017 2016 Ranking of Principal Port Operators in South America (Source: Drewry 2018), where SAAM is in 5th place. GROWTH/ GROWTH/ DECLINE RANK 2017 RANK 2016 OPERATOR MILLION TEU % SHARE MILLION TEU % SHARE DECLINE (MILLION (MILLION TEU) TEU)
EQUITY TEU AS 1 1 China Cosco Shipping 91.3 12.2% 85.5 12.2% 5.8 6.7% OWNER/ 2017 TOTAL 2017 EQUITY LOCATION OF MAIN RANK % OF REGIONAL OPERATOR THROUGHPUT THROUGHPUT TERMINAL OPERATIONS THROUGHPUT 2 2 Hutchison Ports 82.3 11% 79.1 11.3% 3.2 4.0%
(‘000 teu) (‘000 teu) 3 3 APM Terminals 76.3 10.2% 71.4 10.2% 4.9 6.9%
1 Contecar (SPRC) 2,430 2,430 9.2% Cartagena (Colombia) 4 4 PSA International 73.9 9.9% 67.3 9.6% 6.6 9.8% Terminal 5 5 DP World 68.7 9.2% 62.4 8.4% 6.4 10.2% Navegantes, Santos, 2 Investment 3,962 2,229 8.5% Buenos Aires, Callao Terminal Investment Limited (TIL) 6 6 44 5.9% 37.7 5.4% 6.3 16.8% Limited (TIL) Buenos Aires, Itajai, China Merchants 3 APM Terminals 3,525 1,954 7.4% Pecém, Santos, Callao, 7 7 31 4.2% 28.5 4.1% 2.5 8.9% Buenaventura, Cartagena Ports
Callao, Buenos Aires, 8 8 CMA CGM 24.8 3.3% 16.6 2.4% 8.2 49.4% 4 DP World 2,455 1,758 6.7% Santos, Suriname 9 9 Eurogate 13.8 1.9% 14 2% -0.2 -1.6% San Antonio, San Vicente, 5 SAAM Puertos 2,687 1,703 6.5% Iquique, Antofagasta, 10 11 SSA Marine 11.3 1.5% 10.6 1.5% 0.7 6.6% Arica, Guayaquil, Caldera 11 12 NYK 11 1.5% 9.6 1.4% 1.3 13.9% Santos, Imbituba, 6 Santos Brazil 1,424 1,424 5.4% 12 13 Evergreen 10.3 1.4% 9.4 1.3% 0.9 9.6% Villa Do Conde 13 14 ICTSI 9.2 1.2% 8.7 1.2% 0.5 5.3% Guayaquil, Suape, 7 ICTSI 1,344 1,344 5.1% Buenaventura, La Plata 14 15 OOCL 7.8 1% 6.7 0.9% 1.1 16.8% Arica, Puerto Angamos, Neltume Ports 15 17 MOL 7.1 0.9% 5.9 0.8% 1.2 20.4% Valparaíso, Montevideo, 8 (formerly 2,484 1,241 4.7% Coronel, Coquimbo, 16 23 Hyundai 6.1 0.8% 2.5 0.4% 3.6 141.6% Ultramar) Rosario, Río Grande 17 18 Yildrim Yilport 6.1 0.8% 5.6 0.8% 0.5 9.3% 9 Wilson, Sons 1,051 1,029 3.9% Río Grande, Salvador 18 20 Bollore 4.7 0.6% 4.3 0.6% 0.5 10.7% San Antonio, San Vicente, 10 SSA Marine 1,806 760 2.9% 19 19 Yang Ming 4.6 0.6% 4.4 0.6% 0.2 4.1% Santa Marta, Barranquilla 20 22 K Line 3.4 0.5% 3.2 0.5% 0.3 8.7% TOTAL 15,872 60.4% 21 SAAM Puertos 3 0.4% REGIONAL 26,296 TOTAL TOTAL 590.7 79.2% 533.3 75.9% 57.4 10.8% 52 Activities and Businesses 53
Contents Diversifi ed Portfolio
USA Port Everglades
Mexico Mazatlán
Costa Rica Caldera
Colombia Cartagena de Indias
Ecuador Guayaquil
Chile
Iquique
Antofagasta
San Antonio
San Vicente
Corral
Terminal Portuario Guayaquil Activities and Businesses 55
Contents Figures for 2018 Milestones in 2018 Figures for 2018
Signing of MoU for AutoMobile International Terminal, Alabama, USA
Transfer record for Terminal Portuario Guayaquil, Puerto Caldera, San Antonio Terminal Internacional and Portuaria Corral
Submission of Puerto Caldera Extension Project to authorities in Costa Rica
New reefer container yard in PORT TERMINALS Puerto Caldera, Costa Rica 10 IN 6 COUNTRIES IN THE AMERICAS New facilities at Florida International Terminal (FIT), USA.
Signing of agreement to sell 15% interest in Terminal Puerto Arica (TPA) MILLION MILLIONMILLION TONS 3.4 TEUSTEUS 39.4 TRANSFERRED(1) (1) Cargo transfers increased by 12% TRANSFERRED compared to the previous year, with 39.4 million(2) tons transferred, and 3.4 million(2) TEUs(1) transferred.
The accident rate fell by 31% (1) with respect to 2017, due to the 4,155 risk prevention program EMPLOYEES
(1) Includes the full fi gures from subsidiaries and associates 56 ANNUAL REPORT 2018 Activities and Businesses 57
Contents CHILEAN PORT TERMINALS
Iquique Terminal Antofagasta Terminal Internacional Internacional (ITI, Chile) (ATI, Chile)
THROUGHPUT IN 2018: 2,267,451 TONS. / 259,833 TEUs THROUGHPUT IN 2018: 2,586,004 TONS. / 79,822 TEUs
NUMBER OF DOCKS: 2 LENGTH OF DOCKS: 624m NUMBER OF DOCKS: 2 LENGTH OF DOCKS: 575m
CONCESSION EXPIRES: 2030 CONCESSION EXPIRES: 2033
IQUIQUE ANTOFAGASTA CONCESSION EXTENSION OPTION: Extended CONCESSION EXTENSION OPTION: Extended Tarapaca Antofagasta Region Region WWW.ITI.CL WWW.ATIPORT.CL
35% SAAM Puertos S.A. 99.9% SAAM Puertos S.A. 35% Grupo Empresas Navieras S.A. 0.1% SAAM Inversiones SpA 30% Inversiones Punta de Rieles Ltda. 58 ANNUAL REPORT 2018 Activities and Businesses 59
Contents CHILEAN PORT TERMINALS
San Antonio Terminal San Vicente Terminal Internacional Internacional (STI, Chile) (SVTI, Chile)
THROUGHPUT IN 2018: 11,873,988 TONS./ 1,173,160 TEUs THROUGHPUT IN 2018: 5,687,923 TONS. / 455,873 TEUs
NUMBER OF DOCKS: 3 LENGTH OF DOCKS: 930m NUMBER OF DOCKS: 5 LENGTH OF DOCKS: 1,084m
CONCESSION EXPIRES: 2024 CONCESSION EXPIRES: 2029
CONCESSION EXTENSION OPTION: +5 years CONCESSION EXTENSION OPTION: Extended
WWW.STIPORT.CL WWW.SVTI.CL SAN ANTONIO SAN VICENTE Valparaíso Region Bío Bío Region 50% SAAM Puertos S.A. 50% SAAM Puertos S.A. 50% SSA Holding International Chile Ltda. 50% SSA Holding International Chile Ltda. 60 ANNUAL REPORT 2018 Activities and Businesses 61
Contents CHILEAN PORT TERMINALS FOREIGN PORT TERMINALS
Portuaria Corral Florida International (Corral, Chile) Terminal (FIT, USA)
THROUGHPUT IN 2018: 1,095,272 TONS. THROUGHPUT IN 2018: 1,725,583 TONS. / 255,128 TEUs NUMBER OF DOCKS: 1 LENGTH OF DOCKS: 146m NUMBER OF DOCKS: 4 CORRAL CONCESSION EXPIRES: Owned Los Ríos LENGTH OF DOCKS: 1,402m Region CONCESSION EXPIRES: 2025
WWW.PORTUARIACORRAL.CL CONCESSION EXTENSION OPTION: +5 +5 years
MIAMI WWW.FITPEV.COM State of 50% SAAM Puertos S.A. Florida 50% Sociedad de Inversiones Portuarias Limitada. 70% SAAM Florida Inc. 30% Agunsa Miami Inc. 62 ANNUAL REPORT 2018 Activities and Businesses 63
Contents FOREIGN PORT TERMINALS
Terminal Portuario Guayaquil Puerto Caldera (Costa Rica) (TPG, Ecuador)
THROUGHPUT IN 2018: THROUGHPUT IN 2018: 6,439,451 TONS. / 825,170 TEUs 6,107,231 TONS. / 310,151 TEUs
NUMBER OF DOCKS: 2 NUMBER OF DOCKS: 4
LENGTH OF DOCKS: 480m LENGTH OF DOCKS: 800m
CONCESSION EXPIRES: 2056 CONCESSION EXPIRES: 2026
WWW.TPG.COM.EC CALDERA WWW.SPCALDERA.COM Puntarenas Province GUAYAQUIL 51% SAAM Puertos S.A. Guayas 99.99% SAAM Puertos S.A. 21% Comercializadora R y S, S.A. Province 0.01% Inversiones San Marco Ltda. 19% Logística de Granos 9% M&H Inversiones S.A.S 64 ANNUAL REPORT 2018 Activities and Businesses 65
Contents FOREIGN PORT TERMINALS
Terminal Maritíma Puerto Buenavista Mazatlán (PBV, Colombia) (TMAZ, Mexico)
THROUGHPUT IN 2018: THROUGHPUT IN 2018: 1,207,950 TONS. / 48,199 TEUs 451,567 TONS.
NUMBER OF DOCKS: 6 NUMBER OF DOCKS: 1
LENGTH OF DOCKS: 1,296m LENGTH OF DOCKS: 211m
CONCESSION EXPIRES: 2032 CONCESSION EXPIRES: 2037
CONCESSION EXTENSION OPTION: +12 years CONCESSION EXTENSION OPTION: Extended
MAZATLÁN CARTAGENA WWW.TMAZ.COM.MX WWW.PUERTOBUENAVISTA.COM Sinaloa DE INDIAS State Bolívar 99.7% SAAM Puertos S.A. Department 33.3% SAAM Puertos S.A. 0.3% SAAM S.A. 33.3% Cia.de Puertos Asociados (COMPAS) 33.33% Yara Colombia S.A. 66 2018 ANNUAL REPORT Activities and Businesses 67
Contents Financial Performance Trends
CONSOLIDATED REVENUE (US$ MILLION) (1) THROUGHPUT (THOUSANDS)(*) TEU'S TRANSFERRED (THOUSANDS) (*) The Port Terminal Division 3,407 generated consolidated revenue of 271.6 3,016 US$ 272 million and consolidated 39,442 EBITDA of US$ 90 million (1) in 218.4 35,087 2018, which represents growth of 24% and 31%, respectively, 71.6 68.3 68.5 1,485 63.8 63.2 compared to 2017, as a result of 59.2 9,904 10,512 9,805
an 18% increase in throughput. 53.4 9,499 9,222 9,071 The principal drivers of this growth 8,882
42 7,635 897 863 821 were the foreign port terminals, 826 758
particularly Terminal Portuario 681 Guayaquil (TPG) and Florida International Terminal (FIT), along
with recovery at most Chilean 92 terminals. 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018
CONSOLIDATED EBITDA (US$ MILLION) (1) NET INCOME ATTRIBUTABLE TO THE CONTROLLER (US$ MILLION) EBITDA MARGIN 89.8 31.5 24.1 68.6 24.3 23.1 23.5 12.9 19.5 19 18 18.5 9.9
7.5 7.7 12.6 6.0 5.5 5.1 4.8 36% 34% 34% 33% 31% 31% 30% 30%
1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018
(1) Includes the full fi gures for consolidated companies (*) Includes the full volumes of subsidiaries and associates 68 69
Contents
REGULATION
Law 19,542 dated 1997 modernized the state port investment and improve productivity and containerized cargo. In southern Chile, San Vicente CUSTOMERS AND SUPPLIERS sector in Chile and regulated private participation in competitiveness through concessions awarded Terminal Internacional and Portuaria Corral compete developing, maintaining and operating docks owned to private operators by port and state authorities, with the terminals Puerto de Coronel, Puerto The main port terminal customers are shipping by state port companies through port concessions who monitor how the concessionaires manage Lirquén and Portuaria Cabo Froward, all focused on companies and mining port projects, but with offered by public tender. The purpose was to promote their business, particularly with respect to free supporting the forestry industry. moderate demand concentration. No customer long-term investment and ensure that basic services competition. Generally, port operations managed represents more than 10% of total consolidated provided by the successful bidder are performed by SAAM Ports S.A. abroad are governed by The natural competition at SAAM ports abroad revenue for 2018. under competitive, high quality and transparent principles covering user non-discrimination, arises from terminals operated within the same conditions, in order to maximize their direct benefit to published regulated rates and structural area of influence. This applies to Terminal Marítima The most important suppliers can be found within end users. The tender processes where SAAM Ports safeguards that protect horizontal and vertical Mazatlán in Mexico, whose competitors are the engineering, construction and port equipment S.A. have been awarded concessions in Chile are San integration. terminals at Lazaro Cardenas and Manzanillo. Florida companies, although none of these amount to Antonio Terminal Internacional, San Vicente Terminal International Terminal in the USA competes with more than 10% of total purchases of goods and Internacional, Antofagasta Terminal Internacional and COMPETITION Crowley, Mediterranean Shipping Company and Sun services in the period. Iquique Terminal Internacional. Accordingly, these Terminals, all concessionaires at Port Everglades in concession contracts have established standards The main competition to SAAM’s terminals is Florida, and with terminals within the port of Miami. to ensure non-discriminatory and equal access from private ports for public use and public port Guayaquil Port Terminal is the largest operator in to port services, rate setting criteria that promote concessions in SAAM’s markets. Guayaquil, where it competes with Contecon and competitiveness and high quality standards, and Dole Food Company. compliance with relevant regulations relating to free Specifically, in northern Chile the port terminals competition that secure the structural safeguards at Antofagasta and Iquique compete with the required to protect horizontal and vertical integration. terminals Puerto Angamos and Puerto Mejillones, where minerals and solid and liquid bulk cargo is SAAM Ports S.A. participates in port operations transferred. In central Chile, San Antonio Terminal in other countries, which also have regulatory Internacional competes with the terminals Terminal frameworks for this industry. These promote Pacífico Sur and Puerto Central, particularly for 70 71
Contents
BUSINESS DIVISIONS LOGISTICS
The financial performance of the Logistics Division improved last year, due to a series of structural changes associated with a new business strategy, to new warehousing and trucking contracts, and to a strong performance from Aerosan.
SAAM provides logistics services in Colombia, Ecuador, Uruguay and Chile, with trucking, warehousing and value-added service solutions.
It is the leading operator of bonded warehouses in Chile, which connects the ports of San Antonio and Valparaiso with warehouses in Renca. It has positioned itself as the leading cold storage service company in Puerto Montt.
It provides import, export, passenger and aviation services through Aerosan at eight airports in Chile, Ecuador and Colombia. The company also acquired the remaining 50% of Transaereo in Colombia in 2018, and extended the concession contract to operate the airport warehouse in Santiago, Chile.
Camila Moreno, Warehouse Administrator, SAAM Logistics 72 SAAM Logistic, Placilla Activities and Businesses 73
Contents Figures for 2018 Milestones in 2018 2018
Logística Chile:
Stabilizing financial performance
New contracts awarded
Asset disposals
Implementing new trucking system 4 COUNTRIES IN THE AMERICAS SAAM, Logistic, Santiago, Chile WITHWITH LOGISTICSLOGISTICS OPERATIONSOPERATIONS
BONDED Aerosan: 3 WAREHOUSESWAREHOUSES Acquisition of the remaining 50% of Transaereo to reach 100% MILLION 616 Import concession contract 2.6 KILOMETERS THOUSAND extended by Aerosan Chile TRUCKING SERVICE TRIPS TRIPS BY TRAIN SAAM, Logistic, Santiago, Chile
(1) AIRPORT 2,139 SERVICES EMPLOYEES
(1) Includes the full fi gures from subsidiaries and associates 74 2018 ANNUAL REPORT Activities and Businesses 75
Contents Diversifi ed Supply Chain Portfolio Services
SAAM’s Logistics Division focuses on providing three specialized services to the most representative industries within the Chilean economy, which are food & beverage, consumer goods and mining & energy.
Warehousing Services Trucking Services Airport Services
Product handling with inventory Transporting import and export SAAM provides import, export, control management, value- cargo, capillary distribution and passenger and aviation services added services such as labeling transferring finished goods or through Aerosan in Chile, Ecuador and packaging, managing work-in-process. and Colombia, at the airports of customer storage cycles and Santiago, Quito, Bogotá, Medellín, cross docking, or operating San Andrés, Barranquilla, Pereira a goods preparation and and Cartagena. distribution system in owned and third-party warehouses.
CHILE COLOMBIA • Iquique • Cartagena • Valparaíso de Indias • Santiago • Bogotá • Valdivia • Medellín URUGUAY • Puerto Montt • San Andrés • Punta Pereira • Puerto Chacabuco • Pereira ECUADOR • Punta Arenas • Barranquilla • Quito 76 2018 ANNUAL REPORT 77
Contents Infrastructure Warehouse Management
SAN ANTONIO, Barrancas
• Surface Area: 175,000 m2 • 20,000 m2 of warehouses • Capacity for 1,600 TEUs • 2,500 rack positions
VALPARAISO, Placilla
• Surface Area: 72,000 m2 • 14,000 m2 of warehouses • Capacity for 1,500 TEUs • 3,320 rack positions
SANTIAGO, Renca Service Portfolio • Surface Area: 110,000 m2 • Enclosure entirely paved and asphalted • 19,000 m2 of warehouses • Closed-circuit TV • 24 hour security
IQUIQUE WAREHOUSING SERVICES TRUCKING SERVICES AIRPORT SERVICES
• Surface Area: 20,020 m2 • Warehouse management • FCL / LCL Transport • Export terminal • 1,000 m2 of warehouses • In-house operations • Distribution • Import terminal • Capacity for 1,000 TEUs • Bonded Warehouses • Documentation services • Passenger services • 6 reefer connections • Value-added services • Consolidation / deconsolidation • Aviation services • Closed-circuit TV • Inventory control • Cross docking • Domestic cargo services • 24 hour security 78 2018 ANNUAL REPORT 79
Contents Financial Performance Trends
The Logistics Division has redefined its value proposition, limiting its structure and assets to warehousing, trucking and airport services while reducing costs and expenses, which resulted in a recovery in its financial performance. Thus, consolidated revenue and EBITDA (1) reached US$58.7 million and US$7.3 million, respectively, a reduction of 15% and an increase of 113% compared to 2017.
CONSOLIDATED REVENUE (US$ MILLION) (1) CONSOLIDATED EBITDA (US$ MILLION) (1) EBITDA MARGIN 7.3 69.3 58.7 20.8 2.6
17.5 3.3 2 15.6 16.4 1.9 15.4 14.5 13.8 14 1.5
1 0.8 18% 0.7 15% 12% 7% 4% 7% 6% COMPETITION 0,11% 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018 Most of this division’s operations are concentrated in Chile, where its main competitors for supply chain services are DHL, Sitrans, Kuehne+Nagel, Loginsa, NETNET INCOMEINCOME ATTRIBUTABLE ATTRIBUTABLE TO TO THE THE CONTROLLERCONTROLLER (US$(US$ MILLION)MILLION) APL Logistics, Agunsa and Golden Frost. 9.2 CUSTOMERS AND SUPPLIERS The Logistics Division’s main customers are the most important Chilean importers and exporters, none of which represented over 10% of consolidated revenue for 2018. 3.4 3.4 Its suppliers are mainly trucking and general service 0.3 2.2 1.8 companies. None of these suppliers represented 0.1 more than 10% of total supplies of goods and services 0.9 0.7 for 2018. -2.9
1Q2017 2Q2017 3Q2017 4Q2017 1Q2018 2Q2018 3Q2018 4Q2018
(1) Includes the full fi gures from consolidated companies 80 2018 ANNUAL REPORT Activities and Businesses 81
Contents INVESTMENT AND GROWTH
Puerto Caldera Costa Rica 82 83
Contents Growth at Terminal Portuario Guayaquil
GUAYAQUIL Guayas Province Ecuador
Private terminal (2006-2056) Containerized cargo Bananas, shrimp and cocoa for export
Incorporation of 2 SHIP-TO-SHORE CRANES 5 RUBBER TIRED GANTRY CRANES Investment 2016 - 2017 US$60 MILLION
+120 METER Terminal addition DOCK BULK EXTENSION TERMINAL AT TRINIPUERTO 84 2018 ANNUAL REPORT 85
Contents Puerto Caldera submits a plan to modernize the port to the Costa Rican government
SAAM submitted a project to the President of Costa Rica in December 2018 to modernize Puerto Caldera, the second largest in that country.
The project requires an investment CALDERA of US$150 million and would increase Puntarenas terminal capacity nearly fivefold. Province Costa Rica
PUERTO CALDERA TODAY:
4 DOCKS for berths 800M dock length
27 HECTARES of support 6.1 MILLION tons moved in 2018 CARGO TYPE containers, bulk, fruit, vehicles and general cargo LARGEST TERMINAL on the pacifi c coast of Costa Rica
Puerto Caldera, Costa Rica 86 2018 ANNUAL REPORT 87
Contents Florida International Terminal (FIT) doubled its capacity with new facilities
• Concession from 2015 until 2025, +5+5 year extension option • Operations cover 21 hectares • Dry and reefer cargo services • Preferred dock 274m long + additional dock 305m long • 255 thousand TEUs moved in 2018
FORT LAUDERDALE State of Florida USA
US$10 MILLION INVESTMENT IN 2018:
New gatehouse with 8 lines, doubling its capacity to receive and dispatch containers New offices New mechanical workshop Equipment upgrades Implementation of new technologies, development of scheduling systems and connection bank.
Florida International Terminal, USA Contents SUSTAINABILITY
Claudia Núñez, Container Equipment Operator, SAAM Container Logistics 90 2018 ANNUAL REPORT Sustainability 91
Contents Sustainable Management
Since 2015, sustainability as a form of management has been gradually We complement our Sustainability Policy with other penetrating the company, beginning with the conviction that our business policies that address key business processes and should be creating value for all stakeholders including local communities, sustainable management. employees, customers, investors, contractors and suppliers.
Therefore, our processes should incorporate economic, social and environmental variables, and provide a comprehensive perspective of the way we do business.
Principles that govern our Sustainability Policy
OCCUPATIONAL HEALTH DIVERSITY AND ENVIRONMENTAL POLICY AND SAFETY POLICY INCLUSIVENESS POLICY
Our motivation is to create value for the company and society
CONTRACTORS POLICY SUPPLIER POLICY QUALITY POLICY Our motivation is to create value Building mutually cooperative for the company and society relationships with our employees is a corporate priority
SUSTAINABLE SAAM
Safety is paramount and this Our responsibility is to strive value is non-negotiable for excellence and exceed stakeholder expectations Our sustainable management was recognized by the Dow Jones Sustainability Index (DJSI), which has included us for the third consecutive year.
SAAM was included for the first time in the DJSI MILA (Integrated Latin American Market comprising stock An integral part of our business is caring exchanges in Colombia, Lima, Mexico and Santiago) in 2018. for the environment and preventing our Our business values and business from negatively affecting it ethics guide our behavior 92 Sustainability 93
Contents Diversity and Inclusiveness
Diversity and Inclusiveness are fundamental for SAAM, because they enrich us as an organization, contributing talent, innovation and creativity, and enabling our employees to develop on the basis of personal merit.
Our Diversity and Inclusiveness Policy is communicated around four commitments:
OUR COMMITMENTS
Guarantee respect Our for diversity People
7,772 people work at SAAM and its subsidiaries and associates. Their commitment and professionalism Incorporate workers Make decisions based are key to meeting our customers' expectations with disabilities on merit and talent with excellence. They are also proud of their work and aware of the impact of our business on national economic growth.
Promote equal opportunity in our processes and procedures 94 2018 ANNUAL REPORT 95
Contents
This policy document began to be publicized within American Development Bank, and managed by the company during 2018, which will continue during Comunidad Mujer. Its objective is to integrate more 2019. women into the economy and implement best practices that close gender gaps in opportunities and This diagnosis was used to defi ne the following Plans were initiated to address two issues: recruiting economic empowerment in Chile. strategies to address parity measures: people with disabilities and gender parity initiatives. We conducted a diagnostic in 2018 (excluding The first issue was addressed by surveying the subsidiaries) that examined the areas that GPI Chile job profiles that could be assigned to people with has identified: female participation, gender salary Implement a gender approach in human resources policies. disabilities. A registry was prepared of employees gaps, promotion barriers and women in senior • Diversity and Inclusiveness Policy with disabilities. positions. This produced the following results: Measure and correct gender salary gaps in both sectors. The second issue was addressed by the company endorsing the Gender Parity Initiative (GPI) in Chile • Remuneration Policy at the end of 2017, which is a public-private platform driven by the World Economic Forum and the Inter- Develop commitments that encourage gender parity in leadership and management positions.
• Talent Management • Skills development for women with high potential
Agreements with recruitment and selection companies for senior executives (headhunters) to increase the number of women.
• Recruitment and Selection Policy
Promote program that raises awareness and eliminates gender stereotypes.
25% 16% 95% • Corporate Values • Whistleblower channel: elimination of discriminatory practices
FEMALE EMPLOYEES PARTICIPATION IN LEADERSHIP GENDER SALARY GAP Recruiters were trained in gender parity to avoid bias and agreements were POSITIONS reached with headhunting companies to include women on short-lists on 25% of SAAM’s employees are women 16% of senior positions at SAAM Women’s salaries at SAAM are equal footing for leadership and executive positions. are occupied by women 95% of men’s salaries by hour worked
National Average: 35% National Average: 32% National Average: 87% Companies of similar size: 38%* Companies of similar size: 77%* Sector: 17%* Sector: 79%*
(1) Company size: >200 employees (2) Sector Transportation and storage 96 Sustainability 97
Contents Workforce Statistics and Equality
BOARD OF DIRECTORS Board diversity
By Gender By Nationality Men 7 Chilean 7 Women 0 Foreign 0 Total 7 Total 7
By Length of Service By Age Group Under 3 years 3 Under 30 0 Between 3 and 6 years 2 Between 30 and 40 1 Between 6 and 9 years 2 Between 41 and 50 1 Between 9 and 12 years 0 Between 51 and 60 4 Over 12 years 0 Between 61 and 70 1 Total 7 Over 70 0 Total 7
MEETING MANAGEMENT Diversity among Chief Executives and Divisional "WOMEN'S LEADERSHIP AT LARGE Executives that report to the CEO or the Board COMPANIES" By Gender By Nationality A group of nine employees from various departments represented Men 8 Chilean 10 SAAM at the "Women's Leadership at Large Companies” meeting Women 2 Foreign 0 on December 18. The event was organized by Quiñenco for its Total 10 Total 10 executives and those of its subsidiaries, and Ms. Jane Fraser, CEO of Citigroup Latin America and former vice-chairwoman of Banco By Length of Service By Age Group de Chile participated. She presented her leadership experiences, and attendees shared their experiences and concerns from each Under 3 years 5 Under 30 0 company. Between 3 and 6 years 4 Between 30 and 40 4 Between 6 and 9 years 0 Between 41 and 50 4 Between 9 and 12 years 0 Between 51 and 60 2 Over 12 years 1 Between 61 and 70 0 Total 10 Over 70 0 Total 10 98 2018 ANNUAL REPORT 99
Contents GENERAL WORKFORCE Diversity in the Organization
By Country By Nationality Brazil 416 Peru 7 Canada 116 Venezuela 31 Chile 4,539 Haiti 17 Colombia 510 Argentina 6 Costa Rica 272 Brazil 417 Ecuador 911 Colombia 524 USA 21 Ecuador 905 Guatemala 26 Canada 117 Honduras 0 USA 19 Mexico 465 Chile 4,480 Panama 153 Costa Rica 43 Uruguay 343 Nicaragua 6 Total 7,772 El Salvador 1 Guatemala 26 By Gender Dominican Republic 2 Men 6,793 Mexico 456 Women 979 Uruguay 340 Total 7,772 Cuba 1 By Age Group Bolivia 1 Occupational Under 30 530 Panama 370 Between 30 and 40 3,741 France 2 Health and Safety Between 41 and 50 2,919 Russia 1 Between 51 and 60 327 Total 7,772 SAAM prioritizes safety management since it is one Between 61 and 70 136 By Seniority of the company's corporate values. The year 2018 Over 70 119 Managers 181 has yielded results by continuing a trend of sustained Total 7,772 Professionals 2,412 improvements in our indicators in recent years, which have become an incentive to continue improving Others 5,179 By Length of Service every day. Total 7,772 Under 3 years 3,136
Between 3 and 6 years 1,466 Salary Gap(*) Between 6 and 9 years 1,463 Executives 98% Between 9 and 12 years 650 Professionals and Managers 100% Over 12 years 1,057 Administrators and 101% Total 7,772 Technicians Operators and Warehouse 96% Staff
(*) Average base salary of women as a percentage of the average base salary of men at the same level on the remuneration scale. 100 2018 ANNUAL REPORT Sustainability 101
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The accident frequency index was 33 in 2013. By 2015, it had already fallen to 18 and dropped below double digits in 2018 to 9.6. This represents a decrease of 71% over the last six years for SAAM and its subsidiaries, and a decrease of 19% over 2017.
33.4
HSE Road Map Building Day for SAAM Towage Chile 23.5 17.8 Moreover, 2018 is the third consecutive year without 17.8 13.7 fatal accidents for the parent company and its 9.6 subsidiaries. The company has promoted various initiatives in 71% 2013 2014 2015 2016 2017 2018 order to reduce accidents, including updating and distributing its Code of Ethics, which has enabled decrease over the last 6 years it to promote its corporate values such as safety. in the accident frequency Meanwhile, a newly developed operating model index at SAAM. has helped improve efficiency and control of safety processes in the group’s numerous subsidiaries.
Furthermore, the leadership of executives, managers The serious accident index (calculates the number of days lost due to accidents) also fell over the last 6 years, and supervisors in the business units has been as it was 657 in 2013, while by 2018 it had fallen to 426, a decrease of 18% over 2017. essential. They and their teams have dedicated themselves to making great progress on safety. FOUR SUBSIDIARIES Together, they are truly responsible for driving down the accident indices. organized day-long
657 The search for sustainable improvements in sessions to build their HSE 577 521 safety performance has led to the introduction Road Maps, to develop of new measures, such as building hard barriers initiatives in an integrated 424 430 426 and applying the ICAM incident investigation methodology. Simultaneously, lessons-learned days and decentralized manner seek to highlight good safety practices and have throughout the organization, been fundamental in promoting the value of self- which aimed to improve HSE care. There were four of these days, focusing on several topics. culture and performance.
2013 2014 2015 2016 2017 2018 102 2018 ANNUAL REPORT 103
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Training and Development
Various initiatives took place during 2018 around the selection, training and development of future and present SAAM employees.
For example, the company participated prominently in the Job Fair at Pontificia Universidad Católica de Chile in September, and in the Virtual Job Fair at Pontificia Universidad Católica de Valparaíso in October.
The Professional Internship Program for Engineers was developed during the year, whose objectives are to add value to projects within the organization, establish an important source for recruiting new talent and train professionals with senior executive potential. 3,286 PEOPLE TRAINED The program has already been running for five years and its objectives have been fulfilled, as evidenced by former interns who are now employed in various roles in SAAM or its subsidiaries.
The company implemented SuccessFactors as the principal internal training tool for SAAM and its Long-term business divisions, marking a training milestone. Employee Relationships This platform provides an e-learning course on the Code of Ethics, initially intended for SAAM and its divisions. A number of other specialist courses were arranged on issues such as due diligence, SAP, Eighteen collective bargaining negotiations took The main subjects discussed with employees' maritime transport in containers, free competition, place during 2018, mainly at ports. All these representatives were occupational health and ethics and compliance, corporate governance, negotiations culminated in signing new agreements safety, quality of life, continuous improvement and national taxation, among others. 62,940 with trade unions, three of which expire in 2021. productivity. HOURS This is a significant achievement, and is the result of a sustained commitment to trade union organizations based on trust, collaboration and mutual cooperation. 104 2018 ANNUAL REPORT Sustainability 105
Contents Ethics at the Core Environment of our Management and Community
The Integrated Ethics and Compliance Management Simultaneously, the e-learning course on the Caring for the environment and our relationship with it as a way to add value is a central concern for SAAM and Model was strengthened during 2018. The company Code of Ethics was arranged during 2018 for all its subsidiaries, as reflected in the principles described in our Sustainability Policy. uses this model to consolidate compliance corporate departments and divisions, and 94% of management and create a risk prevention and employees had completed the course throughout compliance culture as a fundamental pillar of its the organization by December 31st. This course will corporate integrity. be extended to SAAM subsidiaries during 2019, to ENVIRONMENTAL MANAGEMENT help internalize these business ethics and integrity SAAM has a special Environmental Policy that guides our The model comprises the Code of Ethics, an Anti- principles that govern our behavior. Corruption and Free Trade Practices Compliance environmental approach throughout our operations and businesses: and Crime Prevention Program, a Complaint System, Another milestone that strengthened our Integrated and the Dissemination and Training Program. It was Ethical Management Model was a presentation aligned with the strictest international standards, of the updated version of the Complaint System. including aspects suggested by the Organization for Improvements include modernizing its design, 1. Develop a culture that protects Economic Cooperation and Development (OECD), making it bilingual to improve its scope, implementing 2. Implement an environmental the environment and respects local the U.S. Foreign Corrupt Practices Act (FCPA), and online monitoring and a management platform and management system to prevent communities, motivating our employees, best market practices, fully complying with the adding a library with related documents. The Ethics and control environmental incidents contractors and suppliers to learn, train requirements established by Chilean Law 20,393 Committee began to formally meet every quarter and continuously improve our and become leaders in these areas. (Chilean Anti-Corruption Law) and the provisions of in 2018 to analyze and resolve the complaints it performance. Decree Law 211 regarding free trade matters. receives in order to leverage its effectiveness.
This year the Corporate Code of Ethics was updated Our Crime Prevention Model was re-certified in July and the scope of the Complaint System was 2018 for another two years by our external certifiers extended. This included employees in the corporate BH Compliance. 3. Ensure that all our businesses 4. Ensure compliance with the legal departments, the three business divisions and twelve efficiently manage water and energy requirements established by national subsidiaries acknowledging receipt of the document resources, while minimizing waste. and international environmental and and signing a compliance and commitment letter to other standards that SAAM agrees the Code of Ethics, covering 1,782 employees. This with its customers. implementation also included making the Complaint System Platform and its management procedures available to the same number of subsidiaries and employees.
We had many achievements and progress in this area public institutions, including San Vicente Terminal in 2018, starting with deploying the environmental Internacional (SVTI) in October 2015. Also the strategy to subsidiaries outside Chile, which leaves "Clean Production Agreement, Mining Logistics at us on good footing to address future challenges. Antofagasta Port” signed by Antofagasta Terminal Internacional (ATI) in September 2016. Final For example, we complied with the objectives in certification is scheduled for the first quarter of 2019. the "Clean Production Agreement, Ports in the Biobio Region" signed voluntarily by companies and 106 107
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ATI HAS FULLY COMPLIED WITH ITS CPA COMMITMENTS
The "Clean Production Agreement (CPA), Mining Logistics at its cleanliness at port arrival and departure, covering all means Antofagasta Port” began on September 9, 2016. The objective of of land transport for bulk mineral concentrate. It also includes the agreement is to incorporate measures associated with the the use of spreaders for handling rotating containers in order to prevention and control of potential particulate matter emissions discontinue using the Bulk Mineral Loading Terminal (Terminal de when handling, transporting, receiving, loading and unloading Embarque de Graneles Minerales -TEGM) and the Concentrates bulk mineral concentrates that are transferred through the port Stockpiling System (Sistema de Acopio de Concentrados -SAC) of Antofagasta. for bulk mineral concentrate reception yards, among other The CPA brings together public agencies and private institutions improvements and measures. that made various commitments to achieve the proposed The commitments contained in the CPA were verified as fulfilled objectives. in September 2018. Clean Production certification is expected The commitments made by Antofagasta Terminal Internacional during the initial months of 2019, and will be valid for a period (ATI) relate to implementing a washing system for railway cars and of 3 years. trucks carrying bulk mineral concentrate and a system to control The terminals operated by SAAM in Iquique, Antofagasta, San Antonio and San Vicente, and Remolcadores Chile were recognized by Huella Chile in November among several companies that measure and verify their corporate greenhouse gas (GHG) emissions.
CO2 emissions are generated at ports by cargo and container movements. Therefore, each terminal has implemented various measures to more sustainably manage these aspects.
Antofagasta Terminal Internacional (ATI) ATI has invested in upgrading its terminal lighting systems and improving the loading process using newer, more energy efficient technology.
Iquique Terminal Internacional (ITI) ITI has cut vessel waiting times due to improvements in operational performance, thereby reducing emissions by one kilo of CO2 per ton transferred between 2015 and 2017. The terminal strives to continuously improve its production equipment.
San Antonio Terminal Internacional (STI) STI continually analyzes the use of its space, which has led to a drop in container rehandling moves and makes for more efficient use of equipment, thereby decreasing fuel consumption and CO2 emissions.
RECYCLING TIRES AT ITI San Vicente Terminal Internacional (SVTI) SVTI has fostered responsible employee conduct and signed a clean energy power purchase agreement, The Law Promoting Recycling and Extended Producer in Alto Hospicio, where they are shredded and transformed into which will help reduce its carbon footprint from consuming energy. Responsibility establishes various challenges and priorities. rubber beads, and then reused to manufacture bricks, safety Accordingly, Iquique International Terminal (ITI) recycled over 66 linings, sports fields, among others. tons of disused tires in October. SAAM Towage Chile This is the first of a two-stage process to recycle close to 100 tons This is the first company in the industry to perform this measurement in Chile. Over 80% of emissions of disused tires. The tires were moved to a recycling plant installed generated by the towage business are from tug engines and generators. Now that an emissions baseline has been established, plans will be developed to optimize energy consumption to reduce its carbon footprint. 108 109
Community Contents Relations
Our relationship with the local community was For example, 2,800 people visited the ITI port terminal improved by arranging visits once again to our port during 2018, to learn how the terminal concession facilities, to bring neighbors, students, business is operated, its advantages and equipment, how groups and other delegations representing our employees do their jobs, safety measures, and other stakeholders closer to our daily business, and show aspects. how it impacts and contributes to development within local communities. The “Nuestro Puerto” program at ATI received 2,600 visitors, including preschools, technical and university students, foreign delegations, and national and regional authorities. This initiative has continued at ATI since 2013.
ITI CONSTITUTION OF THE TARAPACÁ LOGISTICAL AND COMMERCIAL CONSORTIUM
The Tarapacá Logistical and Commercial Consortium was formed at the “Somos Iquique Sustentable” (We Are Sustainable in Iquique) meeting in September. The STI received 3,473 visitors, including senior citizens, families of employees, and a wide range of students from consortium includes Empresa Portuaria Iquique (EPI), ZOFRI S.A. Iquique Terminal different educational establishments. It continued to support its agreement with the San Antonio Municipal Internacional (ITI), Asociación de Usuarios de Zofri (AUZ AG), Servicios Integrados Corporation for Culture and the Arts in 2018. Part of this contribution financed 91 activities including training, de Transportes (Sitrans Ltda), Container Operators (Contopsa), Comando de Defensa concerts, plays and other initiatives for about 14,500 students within the province. Puerto de Iquique A.G (Transporters), Loader (Zofri loaders) and Pacífico Puerto de Iquique AG (port truckers). It aims to jointly prepare action plans that raise operational Meanwhile, SVTI received around 380 visitors, mainly students from schools, colleges and institutes. First-aid standards and competitiveness throughout the logistics chain, while contributing to training workshops were provided for neighborhood associations that benefited about thirty people. better quality of life in the city. Another community initiative is Corral Bike, which is spearheaded by the Municipality of Corral and Portuaria It launched two programs covering skills training and supplier development supported Corral, with support from Sparta. This innovative free bicycle rental program reported over 2,300 rentals during by CORFO, which aim to train 70 port truckers to drive and improve the efficiency of 2018. Corral Bike promotes tourism and healthy lifestyles, which is greatly valued by the community. the logistical and commercial chain through 29 companies, both from a sustainable perspective. Contents CORPORATE INFORMATION
Corporate office, Santiago, Chile 112 113
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Company Incorporation
Sociedad Matriz SAAM S.A. the same meeting be subscribed (SM SAAM) is a publicly held and paid; and (ii) that third-party corporation that was spun off consents to this spin-off are from Compañía Sud Americana granted, which are required under de Vapores S.A. (CSAV) at an contractual obligations entered extraordinary shareholders’ into by CSAV or its subsidiary, The Luksic Group controls the company, through Quiñenco S.A. and its meeting held on October 5, 2011, Sudamericana Agencias Aereas y Ownership, subsidiaries Inversiones Río Bravo S.A. and Inmobiliaria Norte Verde S.A. whose minutes were summarized Maritimas S.A. Shares and with 52.2% of the shares as of December 31, 2018, as defined in Chapter in a public deed dated October XV of Law 18,045. 14, 2011, and legalized in the Subsequently, these conditions Control Valparaíso Notary of Mr. Luis precedent were fulfilled, so 82.9% of Quiñenco S.A. is owned by Andsberg Inversiones Ltda., Enrique Fischer Yávar. An extract the spin-off of CSAV and the Ruana Copper A.G. Agencia Chile, Inversiones Orengo S.A., Inversiones of that deed was registered on incorporation of SM SAAM were Consolidadas Ltda., Inversiones Salta SpA., Inversiones Alaska Ltda., page 63,113 number 46,346 of recorded in a public deed dated Inmobiliaria e Inversiones Río Claro S.A. and Inversiones Río Claro the Commerce Registry at the February 15, 2012, legalized by the Ltda. The Luksburg Foundation indirectly controls 100% of Andsberg Santiago Property Registrar for Santiago Notary of Mr. Eduardo Inversiones Ltda., 100% of Ruana Copper A.G. Agencia Chile and 99.76% 2011 and was published in the Diez Morello and noted in the of Inversiones Orengo S.A. Official Gazette on October 25, margin of the registration of SM 2011. SAAM’s incorporation. Andronico Mariano Luksic Craig (Chilean ID number 6.062.786-K) and family control 100% of Inversiones Consolidadas Ltda. and Inversiones The terms agreed at that Alaska Ltda. Andrónico Luksic Craig’s family holds 100% of Inversiones extraordinary shareholders' Salta SpA. meeting regarding spinning off CSAV and subsequently Inmobiliaria e Inversiones Río Claro S.A. and Inversiones Río Claro incorporating SM SAAM required Ltda. are indirectly controlled by the Emian Foundation, in which the the following conditions successors of the late Mr. Guillermo Antonio Luksic Craig† (Chilean ID precedent to be fulfilled: (i) that Number 6.578.597-8) have interests. There is no shareholder agreement at least US$1,100 million of the between the controllers of the company. capital increase in CSAV agreed at 114 2018 ANNUAL REPORT Corporate Information 115
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Shareholders Dividend Policy Share capital as of December 31, 2018, is divided into SMSAAM shares are listed on Santiago 9,736,791,983 shares, all of the same series, held by Exchange, the Valparaíso Stock Exchange a total of 3,371 directly registered shareholders and and the Chilean Electronic Stock Exchange. The company’s dividend policy consists of depositors that maintain equity positions through the distributing in cash 50% of net distributable income Depósito Central de Valores. for the year, as agreed at the board meeting dated March 3, 2017. Quiñenco (Luksic Group) 9,736,791,983 Other institutions SHARES Pension Funds 32.4% 52.2% Foreigners 3,371 Dividends paid SHAREHOLDERS 7% 8.4%
As of December 31, 2018, the 12 largest shareholders of SM SAAM are: A final dividend of US$ 35,396,570.15, which established by the Corporations Law of 30% of net represents 58.56% of net distributable income for distributable income. the year ended December 31, 2017, was paid in 2018, OWNERSHIP INDIVIDUAL/COMPANY NAME NUMBER OF SHARES giving a dividend per share of US$ 0.003635342135, b) An additional dividend representing 28.56% INTEREST (%) equivalent to Ch$2.20. This dividend is mixed, as it of the same net distributable income. Inversiones Rio Bravo S.A. 3,237,543,274 33.25 comprises: Quiñenco S.A. 1,522,794,376 15.64 a) A mandatory minimum dividend Moneda S.A. AFI for Pionero Investment Fund 786,932,000 8.08
Banco de Chile on behalf of non-resident third parties 643,820,227 6.61
BTG Pactual Chile S.A. C de B 551,938,485 5.67 TYPE OF DIVIDEND PAYMENT DATE CH$/SHARE US$/SHARE FOR YEAR Credicorp Capital S.A. Corredores de Bolsa 366,137,066 3.76
Final 1 5/15/2013 1.444664 0.003056 2012 Inmobiliaria Norte Verde S.A. 322,149,301 3.31
Final 2 4/30/2014 2.099294 0.0037759 2013 Inversiones Gran Araucaria Dos Limitada 187,600,000 1.93
Final 3 5/8/2015 1.92422 0.0031344 2014 Banchile C de B S.A. 158,231,940 1.63
Final 4 5/6/2016 2.40997 0.00354 2015 Siglo XXI Investment Fund 146,035,032 1.50
Final 5 5/5/2017 2.00 0.00304641 2016 Santiago Exchange 124,692,975 1.28
Final 6 5/7/2018 2.20 0.00363534 2017 Larraín Vial S.A. Corredora de Bolsa 119,076,654 1.22 116 117
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MAJORITY SHAREHOLDERS
Sociedad Matriz SAAM S.A. has a majority shareholder who is different from the other controllers. Inversiones Gran Araucaria II Limitada, Chilean Tax ID Market Snapshot number 76.727.516-1, together with other entities of the same controller has a 11.5% interest in the share The company’s shares are traded on Santiago capital of Sociedad Matriz SAAM S.A. equivalent to Exchange, the Chilean Electronic Stock Exchange 1,119,691,427 shares. and the Valparaíso Stock Exchange.
MAJOR CHANGES IN SHARE OWNERSHIP These shares were traded as follows during 2018:
There were no significant changes in the ownership of Sociedad Matriz SAAM S.A. during 2018.
NUMBER OF SHARES TOTAL TRADED AVERAGE CLOSING NAME TRADED VALUE (CH$) PRICE (CH$) DIRECTOR’S AND SENIOR EXECUTIVE’S PERCENTAGE SHAREHOLDINGS First quarter 236,534,056 15,585,249,343 Ch $ 64.91 The directors Mr. Francisco Gutiérrez Philippi and Mr. Francisco Perez Mackenna held insignificant Second quarter 170,293,499 10,769,850,210 Ch $ 62.45 amounts of shares in the company (equal to or less than 0.1% of total share capital) as of December 31, 2018. The chairman, Mr. Óscar Hasbún Martínez, and Third quarter 368,739,279 22,441,884,062 Ch $ 61.19 the directors, Messrs. Diego Bacigalupo Araceba, Jorge Gutiérrez Pubill, Jean-Paul Luksic Fontbona and Armando Valdivieso Montes held no shares in SM Fourth quarter 205,879,169 12,184,544,282 Ch $ 59.26 SAAM.
The company’s senior executives held no shares in the company.
Source: Santiago Exchange, the Chilean Electronic Stock Exchange and the Valparaíso Stock Exchange 118 119
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SM SAAM S.A. maintains various policies, procedures and codes to ensure that good practices are used by its employees to manage its business risks. Financing Policy
Insurance SM SAAM S.A. finances its business and its Policy investments using the dividends and income distributions it receives from the companies SM SAAM S.A. transfers risk by taking out maximize its profitability and its impact in which it has invested. It also sells assets insurance policies with world-class insurance on the quality of services provided to and issues bonds and shares. companies for its employees, its property and customers, while taking care to maintain a relevant assets such as infrastructure, tugs, healthy balance. The company prefers long-term financing buildings, machinery and vehicles. in order to maintain a financial structure in The company is also constantly searching line with the liquidity of its assets and whose for new investments that can complement maturities are compatible with cash flow its company portfolio. generation. Investment Investments are reviewed by a Corporate Policy Investment Committee to ensure that potential investment analysis is sufficiently The company’s investments are focused on rigorous, and to comply with the new strengthening its port, logistics and towage operating model. subsidiaries in order to maintain and improve the quality of services provided to their customers. Each investment is analyzed in detail and selectively chosen in order to 120 ANNUAL REPORT 2018 Corporate Information 121
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Risk Factors
FINANCIAL RISK SKILLED LABOR POLITICAL AND ECONOMIC RISKS CONCESSION RENEWAL
Financial risk is the risk of changes in market The ability to compete successfully depends on the A significant proportion of SAAM’s assets are located The non-renewal of any port concession operated rates and prices (e.g. exchange rates, interest ability to attract and retain highly skilled labor. An in Chile. About 27% of its consolidated revenue arises by SM SAAM is a long-term risk, and is dependent rates or stock prices) that affect the revenue of inability to recruit and retain key staff could have from Chilean services. Accordingly, its business on future market conditions and negotiations SAAM and its subsidiaries or the value of their an adverse effect on SAAM's financial performance. performance is substantially dependent on economic with port authorities. This could affect revenue, financial instruments. The objective of financial risk Furthermore, the ability to operate tugs and port conditions in Chile. Future trends in the Chilean especially at San Antonio Terminal Internacional management is to manage and control exposure to terminal equipment and provide logistics services economy could have adverse effects on SAAM’s where the concession expires in 2024. However, all this risk within reasonable parameters while at the depends on the ability to attract and retain qualified financial condition or performance and may limit its the remaining port concessions have been renewed. same time optimizing profitability. and experienced staff. ability to implement its business plan. The Chilean Concession renewals depend on having achieved State has had and continues to have a substantial and maintained specific operational standards, which SAAM balances its net financial positions in its Nonetheless, even when employment relationships influence on many aspects of the private sector and SAAM has amply fulfilled at all ports. Furthermore, subsidiaries, to ease the effects of exchange rate are good, the risk of strikes, work stoppages or other in the past its changes to monetary, fiscal, tax and SAAM has concessions in the tug business in Costa risks principally in Chile, Mexico and Brazil. It is not conflicts with unions or workers cannot be ruled out. other regulations have affected the economy. Rica and Mexico, and the latter concession has been always possible to achieve this balance, in which fully renewed. case the company evaluates acquiring financial ACCIDENTS AND NATURAL DISASTERS Furthermore, SAAM operates in Ecuador, Mexico, hedges (forwards) in order to efficiently manage Brazil, Colombia, Uruguay, Guatemala, Honduras, these risks. Usually SM SAAM applies hedge The fleet and equipment used in port terminals and Costa Rica, Panama, Canada and the United States of accounting in order to mitigate volatility in its results, logistics services are exposed to the risk of damage America. Some of these countries have experienced caused by net unhedged positions of assets and or loss due to events such as mechanical failure, periods of political and economic instability in recent liabilities in foreign currencies. poor installation, fire, explosion, collision, maritime decades. During these periods, governments have accident and human error. These assets may also intervened in corporate and financial matters, which CREDIT RISK be affected by earthquakes, tsunamis and other has affected foreign investors and companies. It natural disasters. However, SAAM, its subsidiaries cannot be argued that these situations will not occur Credit risk is the risk of financial loss arising from a and associates have extensive insurance coverage again in the future, in fact they may arise in any new customer or counterparty to a financial instrument to mitigate any potential damage. country into which SAAM invests. Consequently, such not fulfilling its contractual obligations. This is situations would adversely affect the company's especially applicable to SAAM and its subsidiaries’ ENVIRONMENTAL STANDARDS performance in those countries trade receivables. When granting credit to customers, a credit assessment is performed by a Ports, tugs and logistics services are subject credit committee in order to reduce the risk of non- to extensive environmental laws. Any failure to payment. Credit granted to customers is regularly comply with such laws may result in administrative reviewed, in accordance with the controls defined in sanctions. When companies behave with negligence the company’s policies, and to monitor the status of or recklessness in relation to environmental issues, accounts pending collection. sanctions may include closing down their facilities, revoking their operating licenses and imposing fines, Services are provided to customers under market among others. More stringent environmental laws conditions, which involve simple credit that does not and regulations could require additional investment exceed 120 days on average. These transactions are to comply with these regulations, which would not concentrated in significant customers, in fact consequently affect investment plans. SAAM and the customers of SAAM and its subsidiaries are well its subsidiaries have civil liability insurance in favor fragmented, which distributes this risk. of third parties to mitigate the risk of damage and/or contamination fines associated with its fleet of tugs. 122 2018 ANNUAL REPORT Corporate Information 123
Contents DIRECTORS' COMMITTEE
The Director’s Committee of Sociedad Matriz SAAM S.A. was established by an extraordinary board meeting The committee also completed the following tasks requested by the board of SM SAAM S.A.: held on January 23, 2013, in accordance with Article 50 bis of Law 18,046. Since April 9, 2018, the Directors’ Committee has been composed of the independent directors of Sociedad Matriz SAAM S.A., Mr. Armando Valdivieso Montes, chairman, Mr. Jorge Gutiérrez Pubill and Mr. Francisco Pérez Mackenna. 1. Reviewed the corporate governance practices 3. Reviewed occupational health and safety progress The CEO, the CFO and the Chief Counsel attend these meetings on a regular basis. contained in General Regulation 385 issued by the and performance. Financial Markets Commission and adopted by the company. 4. Reviewed progress with implementing standardized key processes. 2. Approved the Internal Audit Plans for 2018 Tasks and 2019, reviewed the respective reports and 5. Reviewed the Integrated Risk Management Policy recommendations issued by the Controller, including and the company’s risk matrix. the Crime Prevention Officer’s report, and monitored The Directors’ Committee of Sociedad Matriz SAAM S.A. devoted itself to exercising the authority and duties implementation of the respective action plans. It also The Directors’ Committee did not contract any established in Article 50 bis of Law 18,046 during 2018, and completed the following tasks: met with the crime prevention model certification consultancy services, nor did it incur any such authority to establish the certification status of SM expenses, and it did not make any recommendations SAAM S.A.’s implementation of that model. to the shareholders. 1. Reviewed the Consolidated Financial Statements After reviewing these proposals, the committee of SM SAAM S.A. and its subsidiaries, and the proposed that the Board recommends that associated final report issued by the independent PricewaterhouseCoopers Consultores Auditores SpA auditors for the year ended December 31, 2017. It be appointed by shareholders at the annual general endorsed their presentation to the shareholders for shareholders’ meeting as independent auditors for approval. Reviewed without comments the Interim 2018. Consolidated Financial Statements of the company and its subsidiaries, as of March 31, June 30 and The committee also proposed keeping the risk rating September 30, 2018. agencies Feller-Rate Clasificadora de Riesgo Limitada and Clasificadora de Riesgo Humphreys Limitada for Reviewed the independent audit plan for 2018, the 2018. limited review report on the Interim Consolidated Financial Statements and the Internal Control Report. 3. Reviewed the information relating to a transaction referred to in Chapter XVI of Law 18,046, consisting 2. Invited partners from three major independent of a contract to provide audit services to national audit firms to present their respective proposals and foreign subsidiaries and certain associates, and to review the accounts and financial statements reported to the Board with respect to this transaction. of SM SAAM S.A. for 2018. This proposal process is considered good corporate practice. 4. Reviewed the compensation policies and plans for managers and senior executives.
5. Prepared and approved the annual report on its management. 124 2018 ANNUAL REPORT Corporate Information 125
Contents Compensation of the Directors’ Committee Board Compensation
At an annual general shareholders' meeting of The Directors’ Committee received ThUS$51 in fixed At an annual general shareholders’ meeting held on Mr. Francisco Gutiérrez Philippi received other Sociedad Matriz SAAM S.A. held on April 9, 2018, the fees for attending meetings during the year ended April 9, 2018, the shareholders approved the following compensation during 2018 that was not connected shareholders established the fixed compensation December 31, 2018, (ThUS$46 for 2017) and ThUS$111 compensation for the directors for 2018. A fixed fee with his position of director of ThUS$8 (ThUS$34 in for directors who are members of the Directors’ in profit sharing (ThUS$81 in 2017). for attending meetings equivalent to UF 100 per 2017). Committee, being one third of the compensation for meeting, limited to one meeting per month, except each director attending a meeting, which is UF 33.34 for the chairman who receives twice the fee paid per meeting, limited to one meeting per month, plus to a director. Variable compensation of 2.5% of the an additional one third of profit sharing payable to a dividends for the financial year 2018, to be distributed director. equally among the directors in proportion to the period that each one has held office during that year, except for the chairman who receives twice the share paid to a director.
VARIABLE The board of directors received ThUS$374 in fixed FIXED COMPENSATION COMPENSATION fees for attending board meetings during the year COMMITTEE ended December 31, 2018, (ThUS$372 for 2017) and PROFIT SHARING DATE ATTENDANCE ThUS$887 in profit sharing (ThUS$743 in 2017).
CHILEAN ID 2018 2017 2018 2017 NAME RELATIONSHIP BEGAN RESIGNED NUMBER THUS$ THUS$ THUS$ THUS$ VARIABLE FIXED COMPENSATION COMPENSATION Francisco BOARD MEETING Dependent PROFIT SHARING Pérez 6.525.286-4 17 15 37 27 04/26/2013 - ATTENDANCE FEE(1) Director Mackenna CHILEAN ID 2018 2017 2018(2) 2017(2) NAME RELATIONSHIP NUMBER THUS$ THUS$ THUS$ THUS$ Óscar Hasbún Martínez 11.632.255-2 Chairman 102 66 156 82
Jorge Jean-Paul Luksic Fontbona 6.372.368-1 Vice-Chairman 17 29 111 82 Independent Gutiérrez 5.907.040-1 17 15 37 20 04/08/2016 - Francisco Pérez Mackenna 6.525.286-4 Director 51 49 111 82 Director Pubill Diego Bacigalupo Aracena 13.828.244-9 Director 51 17 45 - Francisco Gutiérrez Philippi 7.031.728-1 Director 51 49 111 82 Independent Jorge Gutiérrez Pubill 5.907.040-1 51 49 111 60 Armando Director Independent Valdivieso 8.321.934-3 13 - - - 04/09/2018 - Independent Director Armando Valdivieso Montes 8.321.934-3 38 Montes Director Former Independent Mario Da-Bove Andrade 4,175,284-K 13 49 111 82 Director Felipe Joannon Vergara 6.558.360-7 Former Director - 64 131 163 Mario Former Juan Antonio Álvarez Avendaño 7.033.770-3 Former Director - - - 22 Da-Bove 4,175,284-K Independent 4 16 37 27 01/23/2013 04/09/2018 Andrade Director Hernán Büchi Buc 5.718.666-6 Former Director - - - 22 Arturo Claro Fernández 4.108.676-9 Former Director - - - 22 Christoph Schiess Schmitz 6.371.875-0 Former Director - - - 22
Ricardo Former Ricardo Waidele Cortés 5.322.238-2 Former Director - - - 22 Waidele 5.322.238-2 Independent - - - 7 01/23/2013 04/08/2016 Cortés Director Gonzalo Menéndez Duque 5,569,043-K Former Director - - - -
TOTAL 374 372 887 743 TOTAL 51 46 111 81 (1) Includes fi xed fees for attending board meetings of Sociedad Matriz SAAM S.A. and subsidiaries. The Directors’ Committee received ThUS$51 in fi xed fees for attending meetings during the year ended December 31, 2018, (ThUS$46 for 2017) and ThUS$111 in profi t sharing (2) Includes profi t sharing for years prior to the year of payment. (ThUS$81 in 2017). 126 2018 ANNUAL REPORT 127
Contents
Management Compensation
The compensation received by the company’s senior executives during 2018 and 2017 was paid by the subsidiary SAAM S.A.
The executives receive a bonus for their management performance during each year, which also is paid by SAAM. This bonus is awarded by the board after assessing management performance for the year and the amount is based on each person’s fixed compensation.
Total compensation, including bonuses and termination benefits for years of service, paid by SAAM to senior executives of SM SAAM for 2018 was ThUS$5,250 (ThUS$5,721 in 2017).
The termination benefits for years of service included in the above totals was ThUS$787 (ThUS$804 in 2017). 128 2018 ANNUAL REPORT Corporate Information 129
Contents
MATERIAL OR ESSENTIAL EVENTS
The material or essential events reported by Sociedad Matriz SAAM S.A. or that have had a signifi cant infl uence during the year are as follows:
MARCH 2, 2018 his contribution to preparing an appropriate structure and This sale will generate a non-recurring gain net of taxes for SM JANUARY 17, 2017 DIVIDEND DISTRIBUTION organization for the company to be listed as a corporation, and for SAAM of approximately US$33 million. ESSENTIAL EVENT his participation and active involvement in achieving the principal The board agreed to propose at the annual general shareholders’ Bond placement A Dutch Auction was held on Santiago milestones that have marked the recent history of the company, meeting a dividend of Ch$21,420,942,363, equivalent to Ch$2.2 MARCH 7, 2017 Exchange, in order to place B and C Series SM SAAM bonds. The its subsidiaries and related companies in its three business per share, charged to net distributable income for 2017. This B Series bonds were placed for UF 1.4 million, at an interest rate divisions. DIVIDEND DISTRIBUTION dividend comprises the mandatory minimum dividend plus an of 1.88%pa, to mature on December 15, 2021, and were charged The board agreed to propose at the annual general shareholders’ additional dividend. to line number 793. The C Series bonds were placed for the same meeting a dividend of Ch$19,473,583,966, equivalent to Ch$2 per JULY 7, 2017 amount, at an interest rate of 2.30%pa, to mature on December It proposed to pay this dividend on May 7, 2018, to all shareholders share, charged to net distributable income for 2016. This dividend 15, 2026, and were charged to line number 794. registered in the respective registry at midnight on the fifth COMPANY DIVISION, MERGER OR CONSTITUTION. comprises the mandatory minimum dividend plus an additional business day prior to that date. It was agreed to divide the operating subsidiary SAAM S.A. into dividend. three companies. The legal successor SAAM S.A. will keep the It proposed to pay this dividend on May 5, 2017, to all shareholders AUGUST 4, 2017 towage business. SAAM Ports S.A. will be created to operate the registered in the respective registry at midnight on the fifth port terminals business, and SAAM Logistics S.A. for the logistics MANAGEMENT CHANGES business day prior to that date. business. This will leave SM SAAM with three subsidiaries, one for The SM SAAM board held a meeting on this date to appoint Mr. each business. Oscar Hasbún Martínez as chairman of the board and of the FEBRUARY 8, 2017 company, and confirm that Mr. Jean-Paul Luksic Fontbona COMPLEMENTARY ESSENTIAL EVENT continues as vice-chairman. APRIL 21, 2017 Acquisition or disposal of shares or share packages. This event ACQUISITION OR DISPOSAL OF SHARES OR SHARE PACKAGES. The SM SAAM board also unanimously agreed to appoint Mr. Diego complements the event dated September 27, 2016, relating to Bacigalupo Aracena as a director to replace Mr. Felipe Joannon SM SAAM owns a 35% indirect interest in the Peruvian company the acquisition of 51% of Sociedad Portuaria de Caldera (SPC) Vergara. Mr. Bacigalupo will assume his duties from August 5, Trabajos Marítimos S.A. (“Tramarsa”). Tramarsa’s remaining S.A. and Sociedad Portuaria Granelera de Caldera (SPGC) S.A. 2017, until the next annual general shareholders’ meeting, when shareholders hold 65% of its share capital. They are Inversiones (the "Companies"). This event reports that the approvals from the entire board needs to be re-appointed. Piuranas S.A. and Ransa Comercial S.A. and both belong to the the authorities and local regulatory bodies required to close this Romero Group (hereinafter jointly referred to as the "Romero transaction have been obtained, and that SAAM Operadora de Group"). Tramarsa operates port infrastructure, a fleet of tugs, and JULY 21, 2017 Puertos Empresa de Estiba y Desestiba Costa Rica S.A., a wholly logistics services in Peru and Bolivia, and currently indirectly owns owned subsidiary of SAAM Puertos S.A., has acquired these MANAGEMENT CHANGES all the share capital of Terminal Internacional del Sur S.A. shares from Sociedad Portuaria Regional de Buenaventura S.A. The SM SAAM Board held an extraordinary meeting on this date, SM SAAM decided to sell its entire indirect interest in Tramarsa, As a result, the companies immediately became controlled by to receive the resignation submitted by the chairman, Mr. Felipe and in compliance with the "right of first refusal" contained in the SAAM Puertos S.A., an indirect subsidiary of SM SAAM. Joannon Vergara, for personal reasons, with effect from August Shareholder’s Agreement, announced this decision to Romero The transaction price to acquire a 51% interest in the companies 4, 2017. Group, offering to sell its interest in Tramarsa for US$ 124,042,284. was US$ 48.5 million. At that meeting, the board unanimously agreed to warmly Today, the Romero Group notified SM SAAM that it has accepted acknowledge and thank Mr. Joannon for his valuable contribution this offer under the indicated terms. Therefore, in accordance with to the development of SM SAAM since its inception, for the Shareholder’s Agreement, the transaction should be closed no later than May 6, 2017. 130 2018 ANNUAL REPORT Corporate Information 131
Contents MAIN PROPERTIES AND FACILITIES
The following table describes SAAM’s principal properties and facilities used to operate its three businesses. TOWAGE SERVICES
Total Surface Segment Company Facility Name Own/Leased Location Site Purpose Area (m2) Matriz, Angra, PORT TERMINALS São Cristóvão, Santos, Paranaguá, Total Surface Sepetiba, Sao Segment Country Company Own/Leased General Location Site Purpose SAAM SMIT Area (m2) Towage Services Brazil Leased Luis, Itajaí, 4,394 Offices Towage Brasil Iquique Terminal Salvador, Port Terminal Chile Leased Iquique 135,000 Operations Internacional (ITI) Macapá, Río Grande, Vitoria, Antofagasta Suape, Vila do Terminal Port Terminal Chile Leased Antofagasta 157,000 Operations Conde, Pecém. Internacional SAAM SMIT La Boca, (ATI) Towage Services Panama Leased 361 Offices Towage Panama Manzanillo San Antonio Terminal New Port Terminal Chile Leased San Antonio 305,000 Operations SAAM SMIT Westminster, Internacional Towage Services Canada Leased 1,801 Operations (STI) Canada Vancouver and Squamish San Vicente Terminal New Port Terminal Chile Leased Talcahuano 409,000 Operations SAAM SMIT Westminster, Internacional Towage Services Canada Leased 56,050 Offices (SVTI) Canada Prince Rupert and Kitimat Port Terminal Chile Portuaria Corral Leased Valdivia, Corral 7,400 Operations Mexico City, Terminal SAAM SMIT Lázaro Cárdenas, Towage Services Mexico Leased 1,615 Offices Port Terminal Ecuador Portuario Leased Guayaquil 225,000 Operations Towage Mexico Veracruz, Guayaquil (TPG) Altamira, Tuxpan Puerto Cartagena SAAM SMIT Veracruz and Port Terminal Colombia Buenavista Leased 62,000 Operations Towage Services Mexico Leased 850 Operations de Indias Towage Mexico Paraiso (PBV) Concesionaria Towage Services Costa Rica Leased San Jose 97 Offices Port Terminal Costa Rica Puerto Caldera Leased Caldera 270,000 Operations SAAM Costa Rica Terminal Towage Services Ecuador Ecuastibas Owned Guayaquil 276 Offices Port Terminal Mexico Maritima Leased Mazatlan, Sinaloa 152,000 Operations Mazatlán (TMAZ) Towage Services Guatemala Marex S.A. Leased Puerto Quetzal 80 Offices Florida SAAM Port Everglades, Port Terminal USA International Leased 194,249 Operations Towage Services Honduras Remolques Leased Puerto Cortes 33 Offices Florida Terminal (FIT) Honduras Total 1,319,649 Towage Services Uruguay KIOS S.A. Leased Montevideo 85 Offices Towage Services Chile SAAM S.A. Leased Valparaíso 465 Offices Total 66,107 132 2018 ANNUAL REPORT 133
Contents
LOGISTICS
Total Surface Division Country Company Own/Leased Location Site Purpose Area (m2) Iquique, Valparaíso, San Antonio, Inmobiliaria Logistics Chile Owned Santiago, Puerto 476,439 Operations San Marco Montt, Puerto Chacabuco, Punta Arenas Inmobiliaria Logistics Chile Owned Valparaíso 536 Offices San Marco Arica, Antofagasta, Coquimbo, Valparaiso, Inmobiliaria Santiago, Leased to Logistics Chile Popia 488,302 San Marco San Antonio, Third Parties Talcahuano, Chacabuco, Calbuco, Punta Arenas Inmobiliaria San Antonio, Development Logistics Chile Owned 3,452,000 San Marco Calbuco projects Arturo Merino Logistics Chile Aerosan Leased 88 Offices Benitez Airport Arturo Merino Logistics Chile Aerosan Leased Benitez Airport 13,628 Operations (Stgo) Mariscal Sucre Logistics Ecuador Aronem Leased 2,304 Operations Airport (Quito) International Airport Cargo Logistics Colombia Transaereo Leased Terminal in 9,575 Operations Bogotá and Barranquilla Logistics Colombia Transaereo Leased 462 Offices Talcahuano, Puerto Montt, Logistics Chile Reloncaví Leased Valdivia, Corral, 1,237 Operations San Antonio, Constitucion Valdivia, San Logistics Chile Reloncaví Leased 1,177 Offices Antonio Talcahuano, Logistics Chile Reloncaví Owned 26,446 Operations Puerto Montt Logistics Chile Reloncaví Owned Pto Montt 1,138 Offices Logistics Uruguay Luckymont Leased Punta Pereira 30,000 Operations TOTAL 4,503,331 134 2018 ANNUAL REPORT Corporate Information 135
Contents FINAL SUMMARIZED SAAMSAAM ININVERVERSSIONIONEESS SPSPAA STRUCTURE 2018 (100%(100%))
SMSMSSAAMAAM SASA SMSM SSAAAAMM SS.A..A. ACTIVOSACTIVOS MUS$1.480.919MUS$1.480.919
SAASAAMM SSAAAAMM SSAAAAMM TOWAGETOWAGE PORPORTSTS LLOGIOGISTSTICICSS ((100%100%)) (100%(100%)) (100%(100%))
MexicoMexico GuatemalaGuatemala STISTI PuertoPuerto AerosanAerosan InmobiliariasInmobiliarias CalderaCaldera 51%51% 70%70% 50%50% 51%51% 50%50% 100%100% EmpresasEmpresas CanadaCanada HondurasHonduras SVTISVTI TPGTPG AerosanAerosan PersonalPersonal 51%51% 100%100% 50%50% 100%100% 40%40% 100%100% PanamaPanama ArgentinaArgentina ITIITI FITFIT AerosanAerosan ReloncavíReloncaví
CountriesCountries 51%51% 25%25% 100%100% 70%70% 50%50% 50%50% UruguayUruguay ATIATI UruguayUruguay ChilChilee HoHondundurarass TMAZTMAZ
EEcuadcuadoror UrUruguguayuay 100%100% 35%35% 100%100% 75%75% CostaCosta RicaRica CORRALCORRAL MeMexicxicoo USAUSA PBVPBV BrazilBrazil CoCosstata RRicaica 100%100% 50%50% 33%33% CaCannadadaa CoColomblombiaia EcuadorEcuador TPA(1)TPA(1) GuGuatateemalmalaa ArArgentinagentina 100%100% 15%15% PaPannamamaa BrazilBrazil 50%50%
(1) A sale commitment agreement was signed in April 2018 for this investment, which was still subject to approval by the National Economic Prosecutor's Offi ce as of 12.31.2018. 136 2018 ANNUAL REPORT Corporate Information 137
Contents SAAM SASAAMAM SS.A..A. TOWAGE TOWAGETOWAGE (Legal(Legal successor)successor)
50.49%50.49% 17.91%17.91% 15.5%15.5% 99.9986%99.9986% 100%100% 100%100% 100%100% 49.2%49.2% (*)(*) 0.51 0.51%% (*)(*) 0.0 0.0014014%% In Inversversioioneness HabsburgHabsburgoo SSanan Ma Marcrcoo
35%35% LNGLNG TuTugg SSAAAAMM SMSMITIT TowaTowagege SAASAAMM PPartarticicipacipacoeoess 84.5%84.5% SAASAAMM IIntnternacernaciionalonal SS.A.A.. IInvnveersrsiiononeses SAASAAMM ReRemolcadmolcadoresores ChilChilee SS.A.A.. MeMexicoxico SS.A..A. ddee C.C.V.V. Ltda.Ltda. AlariaAlaria IIII S.AS.A.. S.S.AA 32.09%32.09% 25%25% 15.5%15.5% SSociociedadedad TranTranssbordbordadoraadora 94.9%94.9% SSAAAAMM ReRemolcadmolcadoresores SAASAAMM SSmimitt TowaTowagege 0.1064%0.1064% 100%100% KiosKios S.AS.A.. IInvnveersrsiiononeses AusAusttralral BroBroomom S.AS.A SS.A.A ddee C.VC.V.. BraBrazilzil SS.A.A.. HabsburHabsburgogo S.AS.A.. 84.5%84.5% 90%90% 100%100% 99.8936%99.8936% TolTolkekeyenyen PaPatatagongoniaia ReRecurcursososs PPortortuariuariosos TuTuggbrbrasiasill ApoApoioio ParParaanáná TowaTowagege 70%70% EExpxpertertajajeses 100%100% IInvnveersrsiiononeses AlariAlariaa S.S.AA TurTurisismomo SS.A.A.. SS.A.A ddee C.C.V.V. PorPorttuariuarioo S.AS.A.. S.AS.A.. MMararítiítimomoss S.S.AA 86.11%86.11% (*)(*) 13.89% 13.89% S SAAAAMM InInterternnacacionionalal 99.38%99.38% SAASAAMM CoConcesincesiononariaaria SSAAAAMM 100%100% SSAAAAMM SmSmitit TowTowagagee 99.997%99.997% 70%70% 30%30% 70%70% (*)(*) 0.62 0.62%% GiraldGiraldiirr SS.A.A.. GuGuatatemalaemala S.AS.A.. CosCostata RRicaica S.AS.A PanaPanamama IncInc.. (0.003%)(0.003%)IInvernversisionesones Ha Habsbbsbuurgrgoo S S.A.A.. IInvernversisionesones HabsburgHabsburgoo S S.A.A.. 100%100% SSAAAAMM SMSMITIT IInvnveersrsiiononeses 99.9%99.9% LimLimololyy S.AS.A.. SSAAAAMM RemoRemolclcaadordoreses 100%100% SAASAAMM ddoo BraBrazilzil LLtda.tda. ColombColombiaia S.A.S.A.S.S. TowTowageage CanCanadaada IIncnc.. MMisistiti S.AS.A.. (*)(*) 0.1% 0.1% A AlalarriaIiaIII
99.999993%99.999993% 100%100% SSAAAAMM SSMIMITT (*)(*) 0.0 0.00000000077 In Inveversrsioioneness 50.8%50.8% SAASAAMM ReRemolqumolqueses CanadaCanada IIncnc.. CountriesCountries SSanan Ma Marcorco Lim Limitaditadaa HondurHonduraass SS.A.A..
ChilChilee HoHondndururasas 100%100% SAASAAMM SMSMITIT EcuaestEcuaestibasibas S.AS.A.. VaVanconcouveruver Inc.Inc. EEquimacquimac S.AS.A.. EcuEcuadadoror UruguUruguayay 50%50%
MexicoMexico USAUSA 100%100% SAASAAMM SMSMITIT WestWestmiminsnsteterr IIncnc.. EleElequipquip S.AS.A.. BrBraziazill CoCostasta RiRicaca
CanadCanadaa ColColombombiaia 100%100% RRivivtowtow MMarinarinee Inc.Inc. 100%100% MMAHAHEE HoHoldildingng N.N.V.V. GuGuateatemmalalaa ArgArgentinentinaa
PanaPanamama PePeruru 100%100% SSAAAAMM SSmimitt ReRemomolclcaadordoreses Inc.Inc. 138 2018 ANNUAL REPORT Corporate Information 139
Contents SAAMSAAM SAAM PORPORTTSS S.A.S.A. PORTS
99.75%99.75% (*)(*) 0.25% 0.25% I Invnversionesersiones SanSan M Marcarcoo Lim Limitadaitada
SSAAAAMM P Pueuerrtotoss S S.A.A.. TraTrannsporsportetess Fluvi Fluvialesales 50%50% 99.9889%99.9889% CorralCorral S.A S.A.. (*)(*) 0.0111% 0.0111% In Inversiversioneoness SanSan Ma Marcrcoo L Limimitaitadada 99.9%99.9% IIququiqiqueue Te Termirminalnal 99.5%99.5% 0.5%0.5% InaInarprpii S.A S.A.. MueMuellallajeje I ITITI S S.A.A.. (*)(*) 0.1% 0.1% S SAAAAMM InInterternanacicionaonall S S.A.A.. InInverversionsioneess S SpApA
99.5%99.5% 0.5%0.5% 99.875%99.875% 50%50% SaSann A Antntoonionio Te Termirminalnal MueMuellallajeje STI STI S S.A.A.. (*)(*) 0.125 0.125%% InInterternanaccioionalnal S.A S.A.. EcEcuaestuaestibaibass S S.A.A 99.5%99.5% 0.5%0.5% TPGTPG Tr Transportesansportes S S.A.A.. 50%50% SaSann Vi Vicencentete T Teerminrminalal MueMuellallajeje S SVTVTII S S.A.A.. InInterternanaciciononalal S S.A.A.. 98%98% ReRecucursosrsos Por Portutuarioarioss 2%2% 99.5%99.5% 0.5%0.5% MMazaazatlántlán S.A. S.A. d dee C. C.VV CountriesCountries 35%35% AntofAntofagagaastasta Te Terminrminalal MueMuellallajeje AT ATII S.A S.A.. InInterternanaccionionalal S. S.AA ChChileile HoHondndurasuras TeTerminalrminal M Maríaríttimimaa MMazaazatlántlán S.A. S.A. d dee C. C.VV 99.288%99.288% EcuEcuadadoror UUruruguaguayy 15%15% TeTermrminainall P Pueuerrtoto Ar Aricaica MueMuellallajeje d delel Loa Loa S.A S.A.. SS.A..A. (1 (1)) 0.712%0.712% S SAAAAMM S S.A.A. . 100%100% MMexicexicoo USAUSA 99%99% 99%99% BrazilBrazil CosCostata R Ricicaa 50%50% TeTermrmiinalnal El El Colo Coloradradoo SAASAAMM Fl Flooridarida I Incnc.. PorPortuatuaririaa Co Corralrral S.A. S.A... (*)(*) 1% 1% S SAAAAMM S S.A.A.. CaCannadadaa ColoColombmbiaia InversionesInversiones Sp SpAA 70%70% GuGuatemalaatemala ArgArgentientinana LLogogistiisticscs & & Solu Solutionstions 50%50% 50%50% InInmobilimobiliarariaia Se Sepbipbioo S.AS.A.. Ltda.Ltda. PaPannamamaa FloridaFlorida I Innteternrnatationaionall SAASAAMM I Invnversersioioneness TeTerminalrminal LL LLCC PorPorttuariuariasas Co Coststaa R Ricicaa 100%100% 50%50% MuMuellellajajee del del Ma Maipipoo S.AS.A.. SS.A.A.. SAASAAMM Op Opeeradoraradora de de 5.68%5.68% 94.32%94.32% PuPueertrtosos Costa Costa R Ricaica S.A S.A.. 50%50% SeServ.rv. Port. Port. y y E Extxtraporraport.t. BiBioo Bio Bio L Ltda.tda. 51%51% SoSocicieedaddad Port Portuuariariaa 33.3%33.3% GraGraneneleralera d dee PuPuerertoto B Buuenaenavistavista S.A S.A.. CaCaldlderaera S S.A.A..
51%51% SoSocicieedaddad Por Portutuariariaa CaCaldlderaera S S.A.A..
(1) A sale commitment agreement was signed in April 2018 for this investment, which was still subject to approval by the National Economic Prosecutor's Offi ce as of 12.31.2018. 140 2018 ANNUAL REPORT Corporate Information 141
Contents SAAM LOGISTICS SSAAAAMM LLOGIOGISTSTICICSS
99%99% 99%99% 50%50% 50%50% 50%50% (*)(*) 1% 1% SAA SAAMM (*)(*) 1% 1% SAA SAAMM IInvernversisioneoness S SpApA IInvernversisioneoness S SpApA
SeServrviicicioo PorPortutuarariosios SeServrvicioicio AerAerooportportuuarariosios AeroAerosasann AirpAirportort IInvnveersrsiiononeses SaSann IInmnmobiliobiliariaaria SaSann 99%99% ReloReloncncaavíví Ltda.Ltda. AerAerosanosan S.AS.A.. SeServicrviceses S.AS.A.. MMarcoarco LtLtdada.. MMarcoarco LtLtdada.. (*)(*) 1% 1% SAA SAAMM IInvernversisioneoness Sp SpAA
99%99% SeServicrviciosios LoLogígíststicoicoss IInmnmobiliobiliariaaria CarriCarrielel 50%50% 98%98% CosCosemem S.AS.A.. (*)(*) 1% 1% SAA SAAMM LtdaLtda.. ((SESERVRVILILOG)OG) IInvernversisioneoness S SpApA LtLtdada..
99%99% SeServicirviciooss ddee PePersonrsonalal IInmnmobiliobiliariaaria MMaríarítitimama 98%98% SeServicrviciiosos dede AviAviaacióciónn (*)(*) 1% 1% SAA SAAMM 0.305%0.305% 99.695%99.695% LtdaLtda.. ((SESERVIRVIAAIRIR)) IInvernversisioneoness Sp SpAA PorPorttalaleses S.A.S.A. (S(SEEPSAPSA)) PorPortuatuariaria SpASpA ((IMIMPSAPSA)) 49%49% 5%5% TeTerminalrminal ChiChinnchchoorrrroo 99%99% 51%51% (*)(*) 1% 1% SAA SAAMM LucLuckykymontmont S.AS.A.. S.AS.A.. 95%95% AirporAirportt IInvernversisioneoness Sp SpAA InvestmenInvestmentt SRLSRL 99%99% TeTerminalrminal LaLass CountriesCountries 50%50% (*)(*) 1% 1% SAA SAAMM GolondrinasGolondrinas S.AS.A.. IInvernversisioneoness S SpApA ChChileile HoHondnduurarass TrTraansnsaeaereoreo 99%99% SAASAAMM EExtxtraporraporttuariouarioss EcuadoEcuadorr UUruruguaguayy LiLimimittididaa (*)(*) 1% 1% SAA SAAMM S.AS.A.. IInvernversisioneoness Sp SpAA MMexexicoico USAUSA
BBrarazizill CosCostata RRicicaa AqAquuasaamasaam SS.A.A.. 99.5%99.5% 80%80% ArAroneonemm AiAirr (*)(*) 0.5% 0.5% S SAAAAMM CanCanadaada ColoColombimbiaa CargoCargo S.AS.A.. IInvernversisioneoness S SpApA
GuaGuatetemalamala ArgArgententinaina
PanPanamaama 142 2018 ANNUAL REPORT Corporate Information 143
Contents SM SAAM Subsidiaries and Associates SAAM LOGISTICS S.A. Company name: SAAM Logistics S.A. Chilean companies Type of entity: Privately held corporation Subscribed and paid-in US$24,805,307.15 SAAM S.A. share capital: Company name: SAAM S.A. Ownership interest (%): 100% Type of entity: Privately held corporation Investment as a Subscribed and paid-in percentage of the parent 14.60% US$78,364,572.40 share capital: company's net assets Ownership interest (%): 100% /i/ Providing logistics services covering storage, transport, distribution and assembly of any kind of kits, products or consumables, including providing Investment as a additional services related to these products, such as packaging, marking, percentage of the parent 45.61% selecting, weighing, sorting, fumigating, certifying, temperature controlling company's net assets and any similar task; /ii/ providing logistics services related to procurement, a/ Directly performing or through other companies of all kinds of maritime availability, delivery, distribution, storage and management of product towage and launch activities, including the construction, acquisition, information of any nature; /iii/ providing complementary services required by development and operation of tugs, launches and barges, as well as providing the cargo and containers, such as consolidation and deconsolidation, loading towage, maneuvering and transport services, including assistance, salvage, and unloading on vehicles, loading and unloading of merchandise, connections pilotage, supply and support to vessels, naval vessels, offshore operations to specialized plants, certificates, temperature controls, and intermediate and the maritime industry in general; b/ Acting as representative of national operations in port precincts, for berthed vessels and for maneuvering vessels, or foreign companies; and in particular, representing shipowners and shipping such as stowage, stacking, horizontal and vertical movements and other ancillary tasks related to loading or unloading vessels and naval craft; /iv/ providing companies in general in providing agency services and attending merchant, Corporate purpose: Corporate purpose: special or any other ships, and providing agency services for freight, passenger maintenance services for containers, such as cleaning, greasing, maintenance, and tourism; c/ Acquiring, purchasing, selling and disposing of shares repairs and modifications; /v/ providing technical assistance and consulting in corporations, shares or rights in other companies, bonds, debentures, services, including administrating, managing, supplying, planning, organizing commercial paper and other transferable securities; administering, transferring, and surveying services, and executing systems and technology projects relating benefiting from, receiving their income and gaining from their sale and disposal; to transport and storage; /vi/ leasing containers with packaging, and cranes granting financing to related companies and providing all kinds of services and or cargo-handling equipment in general; /vii/ importing, exporting and selling advising in Chile and abroad; and d/ Carrying out any other activities related to products and consumables of any nature, with representation; /viii/ managing the company's business, acting on its own behalf or on behalf of third parties national and international transport services in general, and providing shipping and/or associate or in participation with third parties. agency services, loading and unloading agency services or wharfage services, shipper's agent; forwarding agent or freight forwarder, and other services of a Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2) and Hernán Gómez Board of directors: similar nature; (ix) providing other activities related to the company’s purpose, for Cisternas (3) its own benefit or on behalf of third parties, and/or associates or joint ventures Chief Executive Officer: Felipe Rioja Rodríguez with third parties and participate as a shareholder or partner in other companies. Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2) and Hernán Gómez Main contracts with the Providing administration and accounting services, financial and tax advice, legal Board of directors: parent company: advice, internal audit services and public relations advice. Cisternas (3) Chief Executive Officer: Fernando Encinas Ciesla 144 2018 ANNUAL REPORT Corporate Information 145
Contents SAAM PORTS S.A. ANTOFAGASTA TERMINAL INTERNACIONAL S.A. Company name: SAAM Ports S.A. Company name: Antofagasta Terminal Internacional S.A. Type of entity: Privately held corporation Type of entity: Private limited corporation, registered in the special register of reporting entities. Subscribed and paid-in Subscribed and paid-in US$40,181,686.18 US$7,000,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 35.00% Investment as a Investment as a percentage of the parent 26.89% percentage of the parent 0.58% company's net assets company's net assets a/ Directly, or through other companies, performing any port activity, including Developing, maintaining and operating Berth 2 at the port of Antofagasta. Corporate purpose: constructing, acquiring, developing, operating and benefiting from ports and Wharfage and storage for this berth. port terminals, providing port services, including mobilization services, shipping, Standing members: Felipe Barison Kahn, Felipe Irarrázaval Ovalle, Juan Esteban loading and unloading of merchandise, warehousing and storage, wharfage Bilbao García, Enrique Brito Marín, Luis Mancilla Pérez, Mauricio Ortiz Jara, Corporate purpose: services, attending to vessels and the embarkation and disembarkation of Exequiel Ramírez Tapia and Macario Valdés Raczynski (2) passengers; b/ acquiring, investing, operating and/or managing companies Board of directors: engaged in operating ports and/or port terminals, for its own benefit or on behalf Alternates: Andrés Marambio Taylor, Diego Urenda Salamanca, Rodrigo Faura of third parties or associated with third parties; and c/ performing any other Soletic, Carlos Acuña Cares and Alberto Bórquez Calbucura investments or tasks necessary, useful, ancillary or related to the above. Chief Executive Officer: Enrique Arteaga Correa Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2) and Hernán Gómez Board of directors: Cisternas (3) Chief Executive Officer: Enrique Brito Marín AQUASAAM S.A. Company name: Aquasaam S.A. AEROSAN AIRPORT SERVICES S.A. Type of entity: Privately held corporation Subscribed and paid-in Ch$8,009,400,337 Company name: Aerosan Airport Services S.A. share capital: Type of entity: Privately held corporation Ownership interest (%): 100% Subscribed and paid-in US$4,479,276.40 Investment as a share capital: percentage of the parent 0.02% Ownership interest (%): 50.00% company's net assets Investment as a Consulting and executing engineering projects of any nature, particularly percentage of the parent 0.81% in the maritime sector, providing construction, development, assembly and maintenance services for rafts and boats, mooring services, maintenance company's net assets Corporate purpose: and repair of nets and other services related to the salmon industry, and Attending to aircraft, freight and passengers at airports, airport maintenance, representation and marketing of implements and attachments used mainly in vessel maintenance and repair, cargo handling and its reception, storage, Corporate purpose: the salmon industry and fish-farming in general. shipping and delivery. Providing land transport for passengers and cargo to and Hernán Gómez Cisternas (3), Juan Antonio Núñez Parada and Fernando Encinas from airports. Board of directors: Ciesla Macario Valdés Raczynski (2), Hernán Gómez Cisternas (3), Juan Carlos Liscano Board of directors: and Alfredo González Chief Executive Officer: Fernando Encinas Ciesla Chief Executive Officer: Eric Lobo Sepúlveda 146 2018 ANNUAL REPORT Corporate Information 147
Contents COSEM S.A. INMOBILIARIA MARÍTIMA PORTUARIA SpA Company name: Cosem S.A. Company name: Inmobiliaria Marítima Portuaria SpA Type of entity: Privately held corporation Type of entity: Private limited company Subscribed and paid-in Subscribed and paid-in Ch$50,176,840 Ch$31,148,043,427 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 0.00% of the parent company's net 8.65% assets assets Corporate purpose: Providing skilled labor to mobilize cargo Entering into any kind of trade agreement and/or related business involving: (a) investments in real estate, including acquiring, selling, marketing, Board of directors: Fernando Encinas Ciesla and Gastón Moya Rodríguez (4) benefiting from and constructing them in any form; b) investments in Chief Executive Officer: Fernando Encinas Ciesla Corporate purpose: tangible or intangible movable property, such as shares, bonds, debentures, rights in companies, and any kind of commercial paper, including acquiring, selling, marketing, benefiting from and constructing them in any form; and (c) benefiting from concessions of any nature INMOBILIARIA CARRIEL LIMITADA Management: Managed by SAAM S.A. through duly appointed representatives. Company name: Inmobiliaria Carriel Limitada Chief Executive Officer: Hernán Gómez Cisternas (3) Type of entity: Limited liability company Subscribed and paid-in Ch$140,024,660 share capital: Ownership interest (%): 50.00% Investment as a percentage INMOBILIARIA SAN MARCO LIMITADA of the parent company's net 0.01% assets Company name: Inmobiliaria San Marco Limitada Administrating, leasing, using and benefiting from urban real estate in any Type of entity: Limited liability company Corporate purpose: manner Subscribed and paid-in Ch$33,717,023,789 Standing members: Hernán Gómez Cisternas (3), Javier Olivos Santa María, share capital: Board of directors: Rodolfo Skalweit Waschmann and Martin Skalweit Rudloff Ownership interest (%): 100% Chief Executive Officer: Nelson Soto León Investment as a percentage of the parent company's net 8.75% assets Directly or indirectly administrating, leasing and generally using urban real Corporate purpose: estate; and any other related business agreed by the shareholders. Management: Managed by SAAM S.A. through duly appointed representatives. Chief Executive Officer: Hernán Gómez Cisternas (3) 148 2018 ANNUAL REPORT Corporate Information 149
Contents INMOBILIARIA SEPBIO LIMITADA IQUIQUE TERMINAL INTERNACIONAL S.A. Company name: Inmobiliaria Sepbio Limitada Company name: Iquique Terminal Internacional S.A. Type of entity: Limited liability company Private limited corporation, registered in the special register of reporting Type of entity: entities. Subscribed and paid-in Ch$10,710,000 share capital: Subscribed and paid-in US$10,000,000 share capital: Ownership interest (%): 50.00% Ownership interest (%): 100% Investment as a percentage of the parent company's net 0.02% Investment as a percentage assets of the parent company's net 3.86% assets Acquiring, managing, benefiting from, transferring and marketing any kind of tangible and intangible, agricultural and non-agricultural, urban or rural Developing, maintaining and operating Berth 2 at the port of Iquique, owned Corporate purpose: property, performing real estate transactions for its own benefit or on behalf by Empresa Portuaria Iquique. Wharfage and storage for this berth. Corporate purpose: of third parties, and directly or indirectly performing any kind of general real Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2) and Felipe Barison estate transaction, and any other complementary business agreed by the Board of directors: Kahn shareholders Chief Executive Officer: Ricardo Córdova Marinao Management: Board of directors through duly appointed representatives. Chief Executive Officer: Gonzalo Fuentes Robles
LNG TUGS CHILE S.A. INVERSIONES SAN MARCO LIMITADA Company name: LNG Tugs Chile S.A. Type of entity: Privately held corporation Company name: Inversiones San Marco Limitada Subscribed and paid-in Type of entity: Limited liability company US$500,000 share capital: Subscribed and paid-in US$9,451,811.82 Ownership interest (%): 35.00% share capital: Investment as a percentage Ownership interest (%): 100% of the parent company's net 0.02% Investment as a percentage assets of the parent company's net 0.84% Providing towage services for docking, undocking, stand-by maneuvers and assets Corporate purpose: other related activities for vessels transporting liquefied natural gas and Performing any business and investment, for its own benefit or on behalf calling at Quintero bay, for its own benefit or on behalf of third parties. Corporate purpose: of third parties, using any kind of movable and immovable, tangible and Standing members: Alfredo Hübner Almendras, Ricardo Cardemil Garay, Pablo intangible property, including securities and commercial paper. Cáceres González, Marcos Piña Cofré and José Antonio Vargas Castro Management: Managed by SAAM S.A. through duly appointed representatives. Board of directors: Alternates: Matthias Reinarz Blass, Alberto Hernández Riquelme, Ricardo Soto Chief Executive Officer: Hernán Gómez Cisternas (3) Barrera, Patricio Cabezón Espinoza and Cristóbal Hildebrandt San Martín Chief Executive Officer: Raimundo Grez Duval 150 2018 ANNUAL REPORT Corporate Information 151
Contents LOGISTICS & SOLUTIONS S.A. MUELLAJE DEL LOA S.A. Company name: Logistics & Solutions S.A. Company name: Muellaje del Loa S.A. Type of entity: Privately held corporation Type of entity: Privately held corporation Subscribed and paid-in Subscribed and paid-in US$2,000,000 Ch$40,000,000 share capital: share capital: Ownership interest (%): 50.00% Ownership interest (%): 34.65% Investment as a Investment as a percentage of the parent 0.00% percentage of the parent 0.00% company's net assets company's net assets /i/ Acquiring, marketing, selling, leasing and operating in any form all kinds of Providing the skilled labor required by complementary services performed by Corporate purpose: containers, cranes, machinery and equipment for handling cargo in general; / maritime transport or any other activity required by those services. ii/ providing and/or managing for itself, or on behalf of third parties, transport Board of directors: Felipe Barison Kahn, Enrique Arteaga Correa and Macarena Iribarren Aguilar services in general, whether national or international; /iii/ providing storage and deposit services for cargo and containers, and any required complementary Chief Executive Officer: Hugo Parodi Farías Corporate purpose: services; /iv/ providing technical assistance and consultancy services, including administration, management, supply, planning, organization, surveys, systems and technology projects related to transport and storage activities; and /v/ engaging in other activities related to the business of the company, acting on its own behalf or on behalf of third parties and/or associated or in participation with third parties and to participate as a shareholder or partner in other companies. MUELLAJE DEL MAIPO S.A. Board of directors: Rodrigo Jiménez Pacheco, Juan Esteban Bilbao García and Felipe Barison Kahn Company name: MUELLAJE DEL MAIPO S.A. Chief Executive Officer: Felipe Barison Kahn Type of entity: Privately held corporation Subscribed and paid-in Ch$130,123,761 share capital: MUELLAJE ATI S.A. Ownership interest (%): 50.00% Investment as a Company name: Muellaje ATI S.A. percentage of the parent 0.01% Type of entity: Privately held corporation company's net assets Subscribed and paid-in Corporate purpose: Providing wharfage services for maritime transport. Ch$40,000,000 share capital: Enrique Brito Marín, Carlos Gómez Niada, Cristián Toledo Curimil and Óscar Board of directors: Ownership interest (%): 35.3239% Gamboa Muñoz Investment as a Chief Executive Officer: Óscar Gamboa Muñoz percentage of the parent 0.00% company's net assets Providing Antofagasta International Terminal with the skilled labor required by Corporate purpose: complementary services performed by maritime transport or any other activity required by those services. Board of directors: Felipe Barison Kahn, Enrique Arteaga Correa and Macarena Iribarren Aguilar Chief Executive Officer: Hugo Parodi Farías 152 2018 ANNUAL REPORT Corporate Information 153
Contents MUELLAJEMUELLAJE ITIITI S.A.S.A. MUELLAJE SVTI S.A. CompanyCompany name:name: MUELLAJE MUELLAJE ITIITI S.A.S.A. Company name: MUELLAJE SVTI S.A. TypeType ofof entity:entity: PrivatelyPrivately heldheld corporationcorporation Type of entity: Privately held corporation SubscribedSubscribed andand paid-inpaid-in Subscribed and paid-in US$148,184US$148,184 Ch$168,432,981 shareshare capital:capital: share capital: OwnershipOwnership interestinterest (%):(%): 100% 100% Ownership interest (%): 50.25% InvestmentInvestment asas aa Investment as a percentage percentagepercentage ofof thethe parentparent 0.21%0.21% of the parent company's net 0.00% company'scompany's netnet assetsassets assets ProvidingProviding thethe skilledskilled laborlabor requiredrequired byby complementarycomplementary servicesservices requiredrequired byby Providing skilled labor to San Vicente Terminal Internacional S.A. as required. maritimemaritime transporttransport and/orand/or anyany otherother activityactivity thatthat requiresrequires thatthat labor,labor, includingincluding Providing direct port services such as transferring, carrying, storing, providingproviding directdirect servicesservices suchsuch asas transferring,transferring, carrying,carrying, storing,storing, loadingloading andand Corporate purpose: loading and unloading, consolidating and deconsolidating containers and/ CorporateCorporate purpose:purpose: unloading,unloading, consolidatingconsolidating andand deconsolidatingdeconsolidating containerscontainers and/orand/or merchandise,merchandise, or merchandise, and performing any other kind of business agreed by the andand generallygenerally performingperforming anyany kindkind ofof workwork directlydirectly oror indirectlyindirectly relatedrelated toto thesethese shareholders that relates to this purpose. activities;activities; andand performingperforming anyany otherother kindkind ofof businessbusiness agreedagreed byby thethe shareholdersshareholders Enrique Brito Marín, Gonzalo Fuentes Robles, Rodrigo Vidal González and thatthat relatesrelates toto thisthis purpose.purpose. Board of directors: Hans Junge Ramírez BoardBoard ofof directors:directors: Gastón Gastón MoyaMoya RodríguezRodríguez (4)(4) andand RicardoRicardo CórdovaCórdova MarinaoMarinao Chief Executive Officer: Gonzalo Fuentes Robles ChiefChief ExecutiveExecutive Officer:Officer: Ricardo Ricardo CórdovaCórdova MarinaoMarinao
PORTUARIA CORRAL S.A. MUELLAJEMUELLAJE STISTI S.A.S.A. Company name: PORTUARIA CORRAL S.A. CompanyCompany name:name: MUELLAJEMUELLAJE STISTI S.A.S.A. Type of entity: Privately held corporation TypeType ofof entity:entity: PrivatelyPrivately heldheld corporationcorporation Subscribed and paid-in Ch$4,244,685,631 SubscribedSubscribed andand paid-inpaid-in share capital: Ch$56,687,394Ch$56,687,394 shareshare capital:capital: Ownership interest (%): 50.00% OwnershipOwnership interestinterest (%):(%): 50.25% 50.25% Investment as a percentage InvestmentInvestment asas aa percentagepercentage of the parent company's net 0.58% ofof thethe parentparent company'scompany's netnet 0.00%0.00% assets assetsassets Corporate purpose: Benefiting from ports and related services. ProvidingProviding skilledskilled laborlabor toto SanSan AntonioAntonio TerminalTerminal InternacionalInternacional S.A.S.A. asas requiredrequired Hernán Gómez Cisternas (3), Felipe Barison Kahn, Andrés Schüler Skalweit, forfor complementarycomplementary servicesservices requiredrequired byby maritimemaritime transporttransport and/orand/or anyany otherother Board of directors: Francisco Javier Jobson and Martin Skalweit Rudloff activityactivity thatthat requiresrequires thatthat labor,labor, includingincluding providingproviding directdirect portport servicesservices suchsuch CorporateCorporate purpose:purpose: asas transferring,transferring, carrying,carrying, storing,storing, loadingloading andand unloading,unloading, consolidatingconsolidating andand Chief Executive Officer: Diego Sprenger Rochette deconsolidatingdeconsolidating containerscontainers and/orand/or merchandisemerchandise inin generalgeneral andand performingperforming anyany kindkind ofof workwork directlydirectly oror indirectlyindirectly relatedrelated toto thesethese activities.activities. BoardBoard ofof directors:directors: EnriqueEnrique BritoBrito Marín,Marín, CarlosCarlos GómezGómez NiadaNiada andand CristiánCristián ToledoToledo CurimilCurimil ChiefChief ExecutiveExecutive Officer:Officer: Óscar Óscar GamboaGamboa MuñozMuñoz 154 2018 ANNUAL REPORT Corporate Information 155
Contents SAAM EXTRAPORTUARIOS S.A. SAAM INVERSIONES S.p.A. Company name: SAAM EXTRAPORTUARIOS S.A. Company name: SAAM Inversiones SpA. Type of entity: Privately held corporation Type of entity: Private limited company Subscribed and paid-in Subscribed and paid-in US$672,559 US$2,437,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 0.33% of the parent company's net 0.14% assets assets Benefiting from warehousing facilities owned by the National Customs a) Carrying out all kinds of business and investing, on its own behalf or Service, in accordance with Article 57 of the Customs Ordinance and its on behalf of others, in all kinds of movable and immovable, tangible and Regulations; providing merchandise storage services until removed for intangible property including transferable securities and commercial paper; Corporate purpose: import, export or other customs purpose, including providing complementary Corporate purpose: b) participating in national or foreign companies or communities with any and/or additional storage services expressly authorized by the National purpose, and managing them; c) carrying out any other necessary, profitable, Customs Service. complementary or related investments or activities that relate to those indicated above. Board of directors: Hernán Gómez Cisternas (3) and Fernando Encinas Ciesla Management: Managed by SAAM S.A. through duly appointed representatives. Chief Executive Officer: Fernando Encinas Ciesla Chief Executive Officer: Hernán Gómez Cisternas (3)
SAAM INTERNACIONAL S.A. SAAM PUERTOS S.A. Company name: SAAM INTERNACIONAL S.A. Company name: SAAM Puertos S.A. Type of entity: Privately held corporation Type of entity: Privately held corporation Subscribed and paid-in US$2,383,736.09 share capital: Subscribed and paid-in US$47,810,000 share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage of the parent company's net 5.25% Investment as a percentage assets of the parent company's net 22.78% assets Investing abroad in any kind of movable or immovable, tangible or intangible Corporate purpose: property, in particular purchasing and selling rights and shares, and Corporate purpose: Providing port services, either directly or through companies. managing and benefiting from those assets and investments abroad. Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2) and Hernán Gómez Board of directors: Macario Valdés Raczynski (2), Hernán Gómez Cisternas (3) and Felipe Rioja Cisternas (3) Board of directors: Rodríguez Chief Executive Officer: Enrique Brito Marín Chief Executive Officer: Hernán Gómez Cisternas (3) 156 2018 ANNUAL REPORT Corporate Information 157
Contents SAN ANTONIO TERMINAL INTERNACIONAL S.A. SEPSA S.A. Company name: San Antonio Terminal Internacional S.A. Company name: Servicios de Personal Portales S.A. Private limited corporation, registered in the special register of reporting Type of entity: Private limited corporation Type of entity: entities. Subscribed and paid-in US$3,733,805.63 Subscribed and paid-in share capital: US$33,700,000 share capital: Ownership interest (%): 100% Ownership interest (%): 50.00% Investment as a percentage Investment as a percentage of the parent company's net 0.37% of the parent company's net 4.81% assets assets Providing skilled labor to third parties involved in the storage, consolidation Corporate purpose: Developing, maintaining and benefiting from the Molo Sur berth at the port of and deconsolidation of cargo and containers containing merchandise. Corporate purpose: San Antonio, owned by Empresa Portuaria San Antonio. Providing wharfage Board of directors: Fernando Encinas Ciesla and Gastón Moya Rodríguez (4) and storage for this berth. Chief Executive Officer: Fernando Encinas Ciesla Standing members: Enrique Brito Marín, Carlos Urriola Tam, Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2), Jamie Neal and John Aldaya Board of directors: Alternates: Juan Carlos Croston, Alberto Bórquez Calbucura, Hernán Gómez Cisternas (3), Rigoberto Espinosa and Matthew McCardell SERVICIOS PORTUARIOS Y EXTRAPORTUARIOS BIO BIO LIMITADA Company name: Servicios Portuarios y Extraportuarios Bio Bio Limitada Chief Executive Officer: José Iribarren Monteverde Type of entity: Limited liability company Subscribed and paid-in Ch$10,000,000 SAN VICENTE TERMINAL INTERNACIONAL S.A. share capital: Ownership interest (%): 50.00% Company name: San Vicente Terminal Internacional S.A. Investment as a percentage Private limited corporation, registered in the special register of reporting Type of entity: of the parent company's net 0.00% entities. assets Subscribed and paid-in US$10,000,000 Providing the complementary services required by maritime or inland share capital: transport businesses, directly performing services covering transferring, Ownership interest (%): 50.00% carrying, storing, loading, unloading, consolidating and deconsolidating containers and any kind of merchandise; providing skilled labor and logistics Investment as a percentage Corporate purpose: services to receive and attend vessels upon arrival at ports; preparing the of the parent company's net 2.98% notice of readiness and dispatching vessels; providing the services required assets to attend and operate vessels in ports; purchase, sell and lease. Developing, maintaining and benefiting from the berth at the port of San Corporate purpose: Vicente, owned by Empresa Portuaria Talcahuano-San Vicente. Providing wharfage and storage for this berth. Management: Board of directors through duly appointed representatives. Standing members: Carlos Urriola Tam, Enrique Brito Marín, Óscar Hasbún Chief Executive Officer: Gonzalo Fuentes Robles Martínez (1), Macario Valdés Raczynski (2), Jamie Neal and John Aldaya Board of directors: Alternates: Juan Carlos Croston, Alberto Bórquez Calbucura, Hernán Gómez Cisternas (3), Rigoberto Espinosa and Matthew McCardell Chief Executive Officer: Gonzalo Fuentes Robles 158 2018 ANNUAL REPORT Corporate Information 159
Contents SERVICIOS AEROPORTUARIOS AEROSAN S.A. SERVICIOS LOGÍSTICOS LIMITADA Company name: Servicios Aeroportuarios Aerosan S.A. Company name: Servicios Logísticos Limitada Type of entity: Privately held corporation Type of entity: Limited liability company Subscribed and paid-in Subscribed and paid-in US$726,164.81 US$98,569.34 share capital: share capital: Ownership interest (%): 50.00% Ownership interest (%): 50.00% Investment as a percentage Investment as a percentage of the parent company's net 0.60% of the parent company's net 0.00% assets assets Benefiting from storing import and export merchandise and complementary Providing logistics services, personnel management services, airport Corporate purpose: services. services, aircraft leasing, air transport, representation and third party Corporate purpose: warehouse management, air, land and sea freight, courier services, general Macario Valdés Raczynski (2), Hernán Gómez Cisternas (3), Juan Carlos Board of directors: sales agents, equipment and machinery leasing, travel agency, IT solutions, Liscano and Alfredo González storage and distribution and other related services. Chief Executive Officer: Eric Lobo González Managed by Aerosan Airport Services S.A. through duly appointed Management: representatives. Chief Executive Officer: Eric Lobo González SERVICIOS DE AVIACIÓN LIMITADA Company name: Servicios de Aviación Limitada Type of entity: Limited liability company SERVICIOS PORTUARIOS RELONCAVÍ LIMITADA Subscribed and paid-in Company name: Servicios Portuarios Reloncaví Limitada Ch$19,306,473 share capital: Type of entity: Limited liability company Ownership interest (%): 50.00% Subscribed and paid-in Ch$165,000,000 Investment as a percentage share capital: of the parent company's net 0.00% Ownership interest (%): 50.00% assets Investment as a percentage Corporate purpose: Providing skilled labor for airport services. of the parent company's net 0.68% Managed by Aerosan Airport Services S.A. through duly appointed assets Management: representatives. Corporate purpose: Providing cargo loading and unloading services. Chief Executive Officer: Eric Lobo González Hernán Gómez Cisternas (3), Francisco Javier Jobson and Martin Skalweit Board of directors: Rudloff Chief Executive Officer: Diego Sprenger Rochette 160 2018 ANNUAL REPORT Corporate Information 161
Contents SOCIEDAD TRANSBORDADORA AUSTRAL BROOM S.A. TERMINAL EL COLORADO S.A. Company name: Sociedad Transbordadora Austral Broom S.A. Company name: Terminal El Colorado S.A. Type of entity: Privately held corporation Type of entity: Privately held corporation Subscribed and paid-in Subscribed and paid-in Ch$15,403,397,240 US$47,473 share capital: share capital: Ownership interest (%): 25.00% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 1.58% of the parent company's net 0.00% assets assets Providing maritime transport for cargo, vehicles and passengers in the Straits Providing services related to national and international cargo transport, Corporate purpose: of Magellan or other parts of Chile. Corporate purpose: such as full or empty container storage, container maintenance, and complementary cargo and container services. Standing members: Pedro Lecaros Menéndez, James Wells Muñoz, Cecilia Glusevic Ferreira, and Felipe Rioja Rodríguez Board of directors: Fernando Encinas Ciesla and Gastón Moya Rodríguez (4) Board of directors: Chief Executive Officer: Fernando Encinas Ciesla Alternates: Gerardo Alvarez Zenteno, Andrés Núñez Sorensen, Roberto Peragallo Guajardo and Macario Valdés Raczynski (2) Chief Executive Officer: Alejandro Kusanovic Glusevic TERMINAL LAS GOLONDRINAS S.A. Company name: Terminal Las Golondrinas S.A. TERMINAL CHINCHORRO S.A. Type of entity: Privately held corporation Company name: Terminal Chinchorro S.A. Subscribed and paid-in US$28,023 share capital: Type of entity: Privately held corporation Ownership interest (%): 100% Subscribed and paid-in US$375,724 share capital: Investment as a percentage of the parent company's net 0.00% Ownership interest (%): 100% assets Investment as a percentage Providing services related to national and international cargo transport, of the parent company's net 0.05% Corporate purpose: such as full or empty container storage, container maintenance, and assets complementary cargo and container services. Benefiting from warehousing facilities owned by the National Customs Board of directors: Fernando Encinas Ciesla and Gastón Moya Rodríguez (4) Service, in accordance with Article 57 of the Customs Ordinance and its Regulations; providing merchandise storage services until removed for Chief Executive Officer: Fernando Encinas Ciesla Corporate purpose: import, export or other customs purpose, including providing complementary and/or additional storage services expressly authorized by the National Customs Service. Board of directors: Hernán Gómez Cisternas (3) and Fernando Encinas Ciesla Chief Executive Officer: Fernando Encinas Ciesla 162 2018 ANNUAL REPORT Corporate Information 163
Contents Foreign companies: TERMINAL PUERTO ARICA S.A. Company name: Terminal Puerto Arica S.A. Private limited corporation, registered in the special register of reporting Type of entity: AIRPORT INVESTMENTS S. DE R.L. (Panama) entities. Company name: Airport Investments S. de R.L. Subscribed and paid-in US$5,000,000 share capital: Type of entity: Limited liability company Ownership interest (%): 15.00% Subscribed and paid-in US$1,000 share capital: Investment as a percentage of the parent company's net 0.86% Ownership interest (%): 50.00% assets Investment as a percentage Developing, maintaining and operating Berth 1 at the port of Arica, owned by of the parent company's net 0.52% Corporate purpose: Empresa Portuaria de Arica. Wharfage and storage for this berth. assets Standing members: Álvaro Brunet Lachaise, Hernán Gómez Cisternas (3), Corporate purpose: Investment company. Francisco Ortúzar Vergara, Pablo Inhen de la Fuente, Juan Esteban Bilbao Board of directors: Julio Linares Franco and Juan Garrido García and Paolo Sachi Giurato Board of directors: Chief Executive Officer Board of directors through duly appointed representatives. Alternates: Andres Elgueta Gálmez, Felipe Rioja Rodríguez, Richard Von Appen Lahres, Andrés Schultz Montalbetti, Gabriel García-Huidobro Morandé and Dionisio Romero Paoletti Chief Executive Officer: Diego Bulnes Valdés ARONEM AIR CARGO S.A. (Ecuador) Company name: Aronem Air Cargo S.A. Type of entity: Privately held corporation TRANSPORTES FLUVIALES CORRAL S.A. Subscribed and paid-in US$40,000 Company name: Transportes Fluviales Corral S.A. share capital: Type of entity: Privately held corporation Ownership interest (%): 40.00% Subscribed and paid-in Investment as a percentage Ch$2,147,376,520 share capital: of the parent company's net 0.06% assets Ownership interest (%): 50.00% Corporate purpose: Providing airport and air cargo services. Investment as a percentage of the parent company's net 0.14% Jaime Pérez Clavijo, Eric Lobo González, Hernán Gómez Cisternas (3) and Board of directors: assets Marco Benítez Proaño Corporate purpose: Providing maritime, river and related transport services. Chief Executive Officer: Freddy Parra Guerra Hernán Gómez Cisternas (3), Andrés Schüler Skalweit and Francisco Javier Board of directors: Jobson Chief Executive Officer: Diego Sprenger Rochette 164 2018 ANNUAL REPORT Corporate Information 165
Contents CONCESIONARIA SAAM COSTA RICA S.A. (Costa Rica) ELEQUIP S.A (Colombia) Company name: Concesionaria SAAM Costa Rica S.A. Company name: Elequip S.A. being wound up Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in US$3,000,000 COL$992,674,600 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 50.00% Investment as a percentage Investment as a percentage of the parent company's net 0.75% of the parent company's net 0.00% assets assets Providing transportation, agency, towage, salvage, attendance, shipwreck Benefiting from operating equipment used in stevedoring and Corporate purpose: Corporate purpose: removal, pilot, launch and cabotage services. complementary services. Felipe Rioja Rodríguez, Macario Valdés Raczynski (2) and Hernán Gómez Owner: Jaime Alberto Vargas Board of directors: Cisternas (3) Liquidator: Alternates: Harold Colino Chief Executive Officer: Juan Pablo González Bestard
ECUAESTIBAS S.A. (Ecuador) EQUIMAC S.A. (Colombia) Company name: Equimac S.A. Company name: Ecuaestibas S.A. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in COL$97,338,600 US$586,640 share capital: share capital: Ownership interest (%): 50.00% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 0.28% of the parent company's net 1.01% assets assets Corporate purpose: Providing towage services. Providing any kind of port service, such as port operator and/or providing Corporate purpose: complementary services. Standing members: Felipe Rioja Rodríguez, Felipe Barison Kahn, Juan Carlos Rueda Estévez and Bernd Haubold Kausel Felipe Rioja Rodríguez, Macario Valdés Raczynski (2) and Hernán Gómez Board of directors: Board of directors: Cisternas (3) Alternates: Hernán Gómez Cisternas (3), Beatriz Oesterreich Groeper and Chief Executive Officer: Enrique Brito Marín José Salinas Martínez Chief Executive Officer: Antonio Rodríguez Martínez 166 2018 ANNUAL REPORT Corporate Information 167
Contents EXPERTAJES MARITIMOS S.A. (Guatemala) GIRALDIR S.A. (Uruguay) Company name: Expertajes Marítimos S.A. Company name: Giraldir S.A. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in GTQ5,000 UR$50,000 share capital: share capital: Ownership interest (%): 70.00% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 0.10% of the parent company's net 0.16% assets assets Providing port and maritime services. Purchasing, selling, subcontracting, Corporate purpose: Providing towage and general maritime services. leasing, exchanging, assigning, and any legal activity, task, contract or Corporate purpose: Board of directors: Felipe Rioja Rodríguez and Macario Valdés Raczynski (2) business, relating to businesses, investments, and movable and immovable property. Felipe Rioja Rodríguez, Macario Valdés Raczynski (2), Hernán Gómez Board of directors: Cisternas (3) and Harry Marcus Nadle INARPI S.A. (Ecuador) Chief Executive Officer: Harry Marcus Nadle Company name: INARPI S.A. Type of entity: Private limited corporation Subscribed and paid-in US$22,215,800 FLORIDA INTERNATIONAL TERMINAL, LLC (USA) share capital: Company name: Florida International Terminal, LLC Ownership interest (%): 100% Type of entity: Limited liability company Investment as a percentage of the parent company's net 0.61% Subscribed and paid-in US$3,000,000 assets share capital: Providing port services, such as port operator for Terminal Portuario Ownership interest (%): 70.00% Corporate purpose: Guayaquil. Investment as a percentage Enrique Brito Marín, Macario Valdés Raczynski (2) and Hernán Gómez of the parent company's net 0.69% Management: Cisternas (3) assets Chief Executive Officer: Luisenrique Navas Nuque Corporate purpose: Operating port terminals and providing stevedoring services. Enrique Brito Marín, Óscar Hasbún Martínez (1), Macario Valdés Raczynski Board of directors: (2), Alberto Bórquez Calbucura, Luis Mancilla Pérez and Franco Montalbetti Moltedo Chief Executive Officer: Klaus Stadthagen González 168 2018 ANNUAL REPORT Corporate Information 169
Contents INVERSIONES ALARIA S.A. (Peru) INVERSIONES HABSBURGO S.A. (Panama) Company name: Inversiones Alaria S.A. Company name: Inversiones Habsburgo S.A. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in S/. 179,475,465 US$170,961.71 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 2.17% of the parent company's net 11.64% assets assets Purchasing and selling any kind of movable and immovable property. Purchasing and selling any kind of movable and immovable property. Investing in general, including in movable and immovable property, and Investing in general, including in movable and immovable property, and participating in industrial, commercial, financial or real estate companies. participating in industrial, commercial, financial or real estate companies. Corporate purpose: Corporate purpose: Benefiting from maritime businesses, or those relating to river, sea, air or Benefiting from maritime businesses, or those relating to river, sea, air or land transport, and operating maritime agencies in Panama or abroad. land transport, and operating maritime agencies in Panama or abroad. Participating in Panamanian or foreign companies. Participating in Panamanian or foreign companies. Hernán Gómez Cisternas (3), Macario Valdés Raczynski (2) and Felipe Rioja Board of directors: Julio Linares Franco, Felipe Rioja Rodríguez and Hernán Gómez Cisternas (3) Board of directors: Rodríguez Manager: Hernán Gómez Cisternas (3) INVERSIONES MISTI S.A. (Peru) Company name: Inversiones Misti S.A. INVERSIONES ALARIA II S.A. (Panama) Type of entity: Private limited corporation Company name: Inversiones Alaria II S.A. Subscribed and paid-in S/. 648,029 Type of entity: Private limited corporation share capital: Subscribed and paid-in Ownership interest (%): 100% US$25,962,000 share capital: Investment as a percentage Ownership interest (%): 100% of the parent company's net 0.42% assets Investment as a percentage of the parent company's net 2.58% Operating maritime and port businesses, which includes providing loading, assets unloading, storage, port operator, weighing, and launch services, vessel Corporate purpose: ownership and agency, port equipment, cargo and container transport and Purchasing and selling any kind of movable and immovable property. handling services, etc. Participating in other companies. Investing in general, including in movable and immovable property, and participating in industrial, commercial, financial or real estate companies. Hernán Gómez Cisternas (3), Macario Valdés Raczynski (2) and Felipe Rioja Corporate purpose: Board of directors: Benefiting from maritime businesses, or those relating to river, sea, air or Rodríguez land transport, and operating maritime agencies in Panama or abroad. Chief Executive Officer: Hernán Gómez Cisternas (3) Participating in Panamanian or foreign companies. Board of directors: Julio Linares Franco, Felipe Rioja Rodríguez and Hernán Gómez Cisternas (3) 170 2018 ANNUAL REPORT Corporate Information 171
Contents KIOS S.A. (Uruguay) LUCKYMONT S.A. (Uruguay) Company name: Kios S.A. Company name: Luckymont S.A. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in UR$45,000,000 UR$9,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 74.50% Investment as a percentage Investment as a percentage of the parent company's net 2.25% of the parent company's net 0.28% assets assets Corporate purpose: Providing towage services in general. Legally establishing the Duty-Free Zone, and providing logistics services for Corporate purpose: the Montes del Plata pulp mill at Punta Pereira, Colonia, Uruguay. Felipe Rioja Rodríguez, Fernando Capurro Sarasketa and Francisco Licio Board of directors: Siniscalchi Francisco Javier Jobson, Hernán Gómez Cisternas (3) and Martin Skalweit Board of directors: Rudloff Chief Executive Officer: Francisco Licio Siniscalchi Chief Executive Officer: Luis Fabini Williamson
LIMOLY S.A. (Uruguay) MAHE HOLDING N.V. (Curaçao) Company name: LIMOLY S.A. Company name: Mahe Holding N.V. Type of entity: Private limited corporation Type of entity: Limited liability company Subscribed and paid-in UR$400,000 share capital: Subscribed and paid-in US$ 6,000 share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage of the parent company's net 0.13% Investment as a percentage assets of the parent company's net 0.12% assets Industrializing and commercializing merchandise, leased goods, works and Corporate purpose: services. Corporate purpose: Investment company Board of directors: Felipe Rioja Rodríguez and Macario Valdés Raczynski (2) Manager: United International Trust N.V. 172 2018 ANNUAL REPORT Corporate Information 173
Contents PARANA TOWAGE S.A. (Argentina) RECURSOS PORTUARIOS MAZATLÁN S.A. DE C.V. (Mexico) Company name: Parana Towage S.A. Company name: Recursos Portuarios Mazatlán S.A. DE C.V. Type of entity: Private limited corporation Type of entity: Private Mexican corporation. Subscribed and paid-in Subscribed and paid-in AR$12,000 MX$50,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 0.02% of the parent company's net 0.00% assets assets Corporate purpose: Providing maritime services in general. Providing technological and laboring services, technical advice, training Corporate purpose: personnel and providing administrative services. Board of directors: Fernando Capurro Sarasketa, Jorge Portela and Sergio Pez Management: Board of directors through duly appointed representatives. Chief Executive Officer: Fernando Capurro Sarasketa Chief Executive Officer: Jorge Martínez Juárez. PUERTO BUENAVISTA S.A. (Colombia) Company name: Puerto Buenavista S.A. Type of entity: Private limited corporation RECURSOS PORTUARIOS S.A. DE C.V. (Mexico) Subscribed and paid-in COL$49,557,000 Company name: Recursos Portuarios S.A. DE C.V. share capital: Type of entity: Private Mexican corporation. Ownership interest (%): 33.33% Subscribed and paid-in MX$5,729,116 Investment as a percentage share capital: of the parent company's net 0.34% assets Ownership interest (%): 51% Investing in port construction, maintenance and administration. Providing Investment as a percentage loading, unloading and storage services at ports, other services directly of the parent company's net 0.02% Corporate purpose: related to ports and all other activities that port companies are permitted to assets perform by virtue of Law 01/91 and its supplementary regulations. Providing technological and laboring services, technical advice, training Corporate purpose: Standing members: Alberto Jiménez Rojas, Carlos Castaño Muñoz, Miguel personnel and providing administrative services. Caro Navarro, Laurent Trost, Hernán Gómez Cisternas (3) and Alberto Bórquez Standing members: Cristián Rojas Morales and David Bourlaouen Calbucura Board of directors: Board of directors: Alternates: Marcelo Ruiz Berardi and Beatriz García Hernández Alternates: Andrés Osorio Barrera, Juan Manuel Camargo González, Edith Chief Executive Officer: Cristián Rojas Morales González León, Olaf Hektoen, Enrique Brito Marín and Felipe Barison Kahn Chief Executive Officer: Ramiro Ensuncho Barcenas 174 2018 ANNUAL REPORT Corporate Information 175
Contents RIVTOW MARINE INC. (Canada) SAAM DO BRASIL LIMITADA (Brazil) Company name: Rivtow Marine Inc. Company name: Sudamericana Agencia Maritima do Brasil Limitada Type of entity: Private limited corporation Type of entity: Limited liability company Subscribed and paid-in Subscribed and paid-in C$100 R$5,000,000 share capital: share capital: Ownership interest (%): 51.00% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net 0.00% of the parent company's net 0.00% assets assets Corporate purpose: Providing maritime, port and offshore towage services. Providing port navigation support services; operating terminals; loading and unloading cargo; logistical services for transporting merchandise, except for Manager: David Bourlaouen dangerous products and movements between interstate and international Corporate purpose: cities; any other water based transport ancillary services; general storage; issuing guarantees; managing port infrastructure; maintaining and repairing equipment and various products. SAAM FLORIDA, INC. Management: Board of directors through duly appointed representatives. Company name: SAAM Florida, Inc. Chief Executive Officer: Rosane Martins Type of entity: Private limited US company Subscribed and paid-in US$2,100,000 share capital: Ownership interest (%): 100% SAAM GUATEMALA S.A. (Guatemala) Company name: SAAM Guatemala S.A. Investment as a percentage of the parent company's net 0.65% Type of entity: Private limited corporation assets Subscribed and paid-in GTQ10,402,701 Corporate purpose: Investment company share capital: Macario Valdés Raczynski (2), Hernán Gómez Cisternas (3) and Enrique Brito Ownership interest (%): 70.00% Board of directors: Marín Investment as a percentage Chief Executive Officer: Klaus Stadthagen González of the parent company's net 0.35% assets Providing port and maritime services. Purchasing, selling, subcontracting, leasing, exchanging, assigning, and any legal activity, task, contract or Corporate purpose: business, relating to businesses, investments, and movable and immovable property. Felipe Rioja Rodríguez, Macario Valdés Raczynski (2), Hernán Gómez Board of directors: Cisternas (3) and Harry Marcus Nadle Chief Executive Officer: Harry Marcus Nadle 176 2018 ANNUAL REPORT Corporate Information 177
Contents SAAM INVERSIONES PORTUARIAS COSTA RICA S.A. (Costa Rica) SAAM PARTICIPACOES LIMITADA (Brazil) Company name: SAAM Inversiones Portuarias Costa Rica S.A. Company name: SAAM Participacoes Limitada. Type of entity: Private limited corporation Type of entity: Limited liability company Subscribed and paid-in Subscribed and paid-in �$10,000 R$20,000,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage Investment as a percentage of the parent company's net % of the parent company's net 3.91% assets assets Trading in general. Purchasing, selling, leasing, producing, distributing, Corporate purpose: Participating in other companies as a partner or shareholder. transforming, industrializing, importing, exporting, and generally conducting Board of directors: Board of directors through duly appointed representatives. Corporate purpose: its business in compliance with the laws of the Republic of Costa Rica; acquiring, selling and encumbering the immovable property required to Chief Executive Officer: Ricardo Duarte Ferreira develop its business and granting any kind of commercial contract. Board of directors: Macario Valdés Raczynski (2) and Hernán Gómez Cisternas (3). SAAM REMOLCADORES COLOMBIA S.A.S. (Colombia) Company name: SAAM Remolcadores Colombia S.A.S. in Liquidation Type of entity: Private limited company Subscribed and paid-in SAAM OPERADORA DE PUERTOS EMPRESA DE ESTIBA Y COL$3,564,959,000 DESESTIBA COSTA RICA S.A. (Costa Rica) share capital: Ownership interest (%): 100% Company name: SAAM Operadora de Puertos Empresa de Estiba y Desestiba Costa Rica S.A. Investment as a percentage Type of entity: Private limited corporation of the parent company's net 0.00% Subscribed and paid-in assets US$45,056 share capital: i) Providing port services and any kind of service directly related to ports, Ownership interest (%): 100% such as loading, unloading, storage, pilotage, towage, launches, cargo handling or transport on land, dredging, classifying, recognizing and using, Investment as a percentage mooring, casting off, supplying and preparing cranes and equipment, of the parent company's net 4.32% opening and closing warehouses and companion ways, tallies, lashing, assets recognizing and classifying, filling and emptying containers, cargo packaging, Trading in general. Purchasing, selling, leasing, producing, distributing, Corporate purpose: repairing cargo packaging, weighing and displacement, equipment leasing, transforming, industrializing, importing, exporting, and generally conducting garbage reception and container repairing, ii) performing various maritime Corporate purpose: its business in compliance with the laws of the Republic of Costa Rica; tasks and providing corresponding services, including but not limited acquiring, selling and encumbering the immovable property required to to maritime towage, consisting of all maneuvers involved in attending, develop its business and granting any kind of commercial contract. supporting, transporting and rescuing services for vessels and naval craft within Colombian territorial waters and ports using tugs and iii) developing Board of directors: Macario Valdés Raczynski (2) and Hernán Gómez Cisternas (3). any other legal business Felipe Rioja Rodríguez, Macario Valdés Raczynski (2), and Hernán Gómez Board of directors: Cisternas (3) Chief Executive Officer: Juan Pablo González Bestard 178 2018 ANNUAL REPORT Corporate Information 179
Contents SAAM REMOLCADORES S.A. (Panama) SAAM REMOLQUES HONDURAS S.A. (Honduras) Company name: SAAM Remolcadores S.A. Company name: SAAM Remolques Honduras S.A. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in US$10,000 LP$25,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 100% Investment as a percentage Investment as a of the parent company's net 0.63% percentage of the parent 0.00% assets company's net assets Providing towage services to any port by private contract or public a) Providing port services and any kind of service directly related to ports, such Corporate purpose: concession. as loading, unloading, storage, pilotage, towage, launches, cargo handling or transport on land, dredging, classifying, recognizing and using, mooring, Board of directors: Julio Linares Franco, Felipe Rioja Rodríguez and Hernán Gómez Cisternas (3) casting off, supplying and preparing cranes and equipment, opening and closing warehouses and companion ways, tallies, lashing, recognizing and classifying, filling and emptying containers, cargo packaging, repairing cargo packaging, weighing and displacement, equipment leasing, garbage reception SAAM REMOLCADORES S.A. DE C.V. (Mexico) and container repairing, b) performing various maritime tasks and providing corresponding services, including but not limited to maritime towage, consisting Company name: SAAM Remolcadores S.A. de C.V. Corporate purpose: of all maneuvers involved in attending, supporting, transporting and rescuing Type of entity: Private Mexican corporation. services for vessels and naval craft within Colombian territorial waters and ports using tugs and c) carrying out any kind of commercial and/or service business Subscribed and paid-in MX$67,112,513 as approved by the shareholders, and any service related to the above, provided share capital: it is legal, and entering into any kind of contract that achieves the purposes Ownership interest (%): 48.399% described above. It is understood that the foregoing enumeration of activities is merely illustrative but not limiting, so the company may perform and promote in Investment as a percentage whatever form it may take, any other transaction whether or not similar, related or of the parent company's net 0.52% connected, which is not included above, and generally any other legal business. assets Board of directors: Felipe Rioja Rodríguez and Macario Valdés Raczynski (3) Providing towage services using cables, and launch and vessel pilotage Corporate purpose: services Chief Executive Officer: Juan Pablo González Bestard Standing members: Cristián Rojas Morales, David Bourlaouen, David Foulkes Wood and Robert Bosman Board of directors: Alternates: Marcelo Ruiz Berardi, Beatriz García Hernández, Miguel Martínez Ramírez and Miguel Huerta Pérez Chief Executive Officer: Cristián Rojas Morales 180 2018 ANNUAL REPORT Corporate Information 181
Contents SAAM SMIT CANADA INC. (Canada) SAAM SMIT HARBOUR TOWAGE WESTMINSTER INC. (Canada) Company name: SAAM SMIT Canada Inc. Company name: SAAM SMIT Harbour Towage Westminster Inc. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in C$12,087 C$1 share capital: share capital: Ownership interest (%): 51.00% Ownership interest (%): 51.00% Investment as a percentage Investment as a percentage of the parent company's net 1.04% of the parent company's net % assets assets Corporate purpose: Providing maritime, port and offshore towage services. Corporate purpose: Providing maritime, port and offshore towage services. Managers: Cristián Rojas Morales, David Bourlaouen and Sanders Bikkers Manager: David Bourlaouen and Sanders Bikkers
SAAM SMIT VANCOUVER INC. (Canada) SAAM SMIT REMOLCADORES INC. (Panama) Company name: SAAM SMIT Vancouver Inc. Company name: SAAM SMIT Remolcadores Inc. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in C$0.01 US$ 10,000 share capital: share capital: Ownership interest (%): 51.00% Ownership interest (%): 51.00% Investment as a percentage Investment as a percentage of the parent company's net % of the parent company's net 0.07% assets assets Corporate purpose: Providing maritime, port and offshore towage services. Providing port services including towage, mooring using cables, and launch Corporate purpose: services. Managers: David Bourlaouen and Sanders Bikkers Board of directors: Cristián Rojas Morales, David Bourlaouen and Walter van der Dussen Chief Executive Officer: Walter van der Dussen 182 2018 ANNUAL REPORT Corporate Information 183
Contents SAAM SMIT TOWAGE BRASIL S.A. (Brazil) SAAM SMIT TOWAGE MÉXICO S.A. DE C.V. (Mexico) Company name: SAAM SMIT Towage Brasil S.A. Company name: SAAM SMIT Towage México S.A. de C.V. Type of entity: Private limited corporation Type of entity: Private Mexican corporation. Subscribed and paid-in Subscribed and paid-in R$122,529,473.18 MX$1,885,605,930.22 share capital: share capital: Ownership interest (%): 50.00% Ownership interest (%): 51.00% Investment as a percentage Investment as a percentage of the parent company's net 7.69% of the parent company's net 11.98% assets assets Corporate purpose: Providing maritime, port and offshore towage services. Providing port services including towage, mooring using cables, and launch Corporate purpose: services. Standing members: Tom Richard Bennema, Robert-Jan van Acker, Vincentius Leonardus van der Kruit, Óscar Hasbún Martínez (1), Macario Valdés Raczynski Standing members: Felipe Rioja Rodríguez, Óscar Hasbún Martínez (1), (2) and Felipe Rioja Rodríguez Macario Valdés Raczynski (2), Tom Richard Bennema and Robert-Jan van Board of directors: Acker Board of directors: Alternates: Johannes Hendrikus Kamps, Theodorus Lodewijk Baartmans, Petrus Adrianus Berdowski and Hernán Gómez Cisternas (3) Alternates: Hernán Gómez Cisternas (3), Johannes Hendrikus Kamps and Frans Andries Verhoven. Chief Executive Officer: Pieter van Stein Chief Executive Officer: Cristián Rojas Morales
SAAM SMIT TOWAGE CANADA INC. (Canada) SAAM SMIT TOWAGE PANAMA, INC. (Panama) Company name: SAAM SMIT Towage Canada Inc. Company name: SAAM SMIT Towage Panama Inc. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in C$14,640 share capital: Subscribed and paid-in US$66,752,787 share capital: Ownership interest (%): 51.00% Ownership interest (%): 51.00% Investment as a percentage of the parent company's net 2.02% Investment as a percentage assets of the parent company's net 3.62% assets Corporate purpose: A holding company. Providing general maritime services, including towage, pilotage, launches, Manager: Cristián Rojas Morales, David Bourlaouen and Sanders Bikkers Corporate purpose: pollution and fire control, rescue, communications, and maritime traffic control services at ports in the Republic of Panama. Board of directors: Cristián Rojas Morales, David Bourlaouren and Walter van der Dussen Chief Executive Officer: Walter van der Dussen 184 2018 ANNUAL REPORT Corporate Information 185
Contents SOCIEDAD PORTUARIA DE CALDERA (SPC) S.A. SOCIEDAD PORTUARIA GRANELERA DE CALDERA (SPGC) S.A. Company name: Sociedad Portuaria de Caldera (SPC) S.A. Company name: Sociedad Portuaria Granelera de Caldera (SPGC) S.A. Type of entity: Private limited corporation Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in US$1,000,000 US$10,000,000 share capital: share capital: Ownership interest (%): 51.00% Ownership interest (%): 51.00% Investment as a percentage Investment as a of the parent company's net 0.32% percentage of the parent 0.80% assets company's net assets Exclusively executing the public service concession contract for the Caldera Exclusively executing the public service concession contract for the Puerto Terminal awarded following International Public Tender number zero one- Caldera Bulk Terminal awarded following International Public Tender number two thousand one-INCOP, under which it can buy, sell, receive as a pledge zero three-two thousand one-CNC, in accordance with the law governing Public or mortgage, lend, lease, encumber or dispose of the property and rights Works Concessions for Public Services, under which it can buy, sell, receive as a it owns; receiving fiduciary property, and acting as trustor, trustee or pledge or mortgage, lend, lease, encumber or dispose of the property and rights Corporate purpose: beneficiary; granting loans to its subsidiaries using its own funds, provided Corporate purpose: it owns; receiving fiduciary property, and acting as trustor, trustee or beneficiary; that the prevailing economic and financial conditions allow it and a pecuniary granting loans to its subsidiaries using its own funds, provided that the prevailing benefit is received; granting bonds or guarantees of any kind, provided they economic and financial conditions allow it and a pecuniary benefit is received; benefit the company; all in the broadest manner to best fulfill these purposes. granting bonds or guarantees of any kind, provided they benefit the company; all Performing its business in any country in the world. in the broadest manner to best fulfill these purposes. Performing its business in any country in the world. Standing members: Enrique Brito Marín, Gerardo Ramírez Steller, José Pablo Chávez Zamora, Óscar Hasbún Martínez (1), Macario Valdés Raczynski (2) Standing members: Yurik Díaz Reyes, Enrique Brito Marín, Gerardo Ramírez Amparo Pinzón Nieto and Alberto Bórquez Calbucura Steller, José Pablo Chávez Zamora, Óscar Hasbún Martínez (1), Macario Valdés Board of directors: Raczynski (2) Amparo Pinzón Nieto and Alberto Bórquez Calbucura Alternates: Hernán Gómez Cisternas (3), Miguel Ramírez Steller, Mónica Board of directors: Chávez Zamora, Gastón Moya Rodríguez (4), Margarita Isaza Pinzón and Alternates: Hernán Gómez Cisternas (3), Miguel Ramírez Steller, Mónica Chávez Javier Olivos Santa María Zamora, Gastón Moya Rodríguez (4), Margarita Isaza Pinzón and Javier Olivos Santa María Chief Executive Officer: Ricardo Ospina León Chief Executive Officer: Ricardo Ospina León 186 2018 ANNUAL REPORT Corporate Information 187
Contents TERMINAL MARÍTIMA MAZATLÁN S.A. DE C.V. (Mexico) TOLKEYEN PATAGONIA TURISMO S.A. (Argentina) Company name: Terminal Marítima Mazatlán S.A. de C.V. Company name: Tolkeyen Patagonia Turismo S.A. Type of entity: Private Mexican corporation. Type of entity: Private limited corporation Subscribed and paid-in Subscribed and paid-in MX$401,558,470 AR$4,000,000 share capital: share capital: Ownership interest (%): 100% Ownership interest (%): 24.75% Investment as a percentage Investment as a percentage of the parent company's net 1.95% of the parent company's net 0.05% assets assets Benefiting from publicly owned goods, developing and building port facilities; Providing services related to tourism, trade, accommodations, transport, Corporate purpose: Corporate purpose: operating the port concession at Puerto Mazatlan, Sinaloa; providing port, exports and imports, etc. trade and representative services, and other services. Board of directors: Alejandro Kusanovic Glusevic (Chairman) Enrique Brito Marín, Macario Valdés Raczynski (2) and Hernán Gómez Board of directors: Chief Executive Officer: César Rojas Velásquez Cisternas (3) Chief Executive Officer: Jorge Martínez Juárez
TRANSAÉREO LIMITADA (Colombia) TPG TRANSPORTES S.A. (Ecuador) Company name: Transaéreo Limitada. Type of entity: Limited liability company Company name: TPG Transportes S.A. Subscribed and paid-in Type of entity: Private limited corporation COL$236,628,400 share capital: Subscribed and paid-in US$ 800 Ownership interest (%): 25.00% share capital: Investment as a percentage Ownership interest (%): 100% of the parent company's net 0.24% Investment as a percentage assets of the parent company's net 0.04% Providing airport services, cargo handling on land, and other related airport assets Corporate purpose: services and facilities. Corporate purpose: Providing transport for heavy cargo. Macario Valdés Raczynski (2), Hernán Gómez Cisternas (3), Juan Carlos Board of directors: Management: Board of directors through duly appointed representatives. Liscano and Alfredo González Chief Executive Officer: Nelson Arancibia Rojas Chief Executive Officer: Carlos Saenz 188 2018 ANNUAL REPORT Corporate Information 189
Contents TUG BRASIL APOIO MARITIMO PORTUARIO S.A. (Brazil) Notes:
Company name: Tug Brasil Apoio Portuario S.A. A) Directors and senior executives of Sociedad Matriz SAAM S.A. who also hold these positions in subsidiaries Type of entity: Private limited corporation and associated companies: Subscribed and paid-in R$192,808 share capital: (1) Óscar Hasbún Martínez Chairman of the Board Ownership interest (%): 50.00% (2) Macario Valdés Raczynski CEO Investment as a percentage (3) Hernán Gómez Cisternas Chief Financial Officer of the parent company's net 4.92% (4) Gastón Moya Rodríguez Chief Human Resource Officer assets Providing maritime navigation and port services. Leasing equipment and Corporate purpose: boats to third parties. Participating in any kind of company as a partner or B) Currency symbols shareholder. Board of directors: Board of directors through duly appointed representatives. Chief Executive Officer: Pieter van Stein Ch$: Chilean pesos
Col$: Colombian peso
US$: United States dollar
UR$: Uruguayan peso
Ar$: Argentine peso
MX$: Mexican peso
S/.: Nuevo Sol (Peru)
R$: Brazilian real
₡$: Costa Rican colon
C$: Canadian dollar
GTQ: Quetzal (Guatemala)
Lp$: Honduran lempira Contents
INDEPENDENT AUDITOR’S REPORT
Santiago, arch , ree translation from the original in Spanish
To the Shareholders and Directors Sociedad atri SAA S.A.
e have audited the accompanying consolidated financial statements of Sociedad atri SAA S.A and su sidiaries, hich comprise the consolidated statement of financial position as of Decem er , and the corresponding consolidated statements of income, comprehensive income, changes in e uity and cash flo s for the year then ended, and the related notes to the consolidated financial statements. SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES Management’s responsibility for the consolidated financial statements
anagement is responsi le for the preparation and fair presentation of these consolidated financial statements in accordance ith International inancial Reporting Standards I RS . This responsi ility Consolidated financial statements includes the design, implementation and maintenance of a relevant internal control for the as of December 31, 2018 preparation and fair presentation of consolidated financial statements that are free from material misstatement, hether due to fraud or error.
Auditor’s responsibility
Our responsi ility is to express an opinion on these consolidated financial statements ased on our audit. e conducted our audit in accordance ith hilean generally accepted auditing standards. Those standards re uire that e plan and perform the audit to o tain reasona le assurance a out hether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to o tain audit evidence a out the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the ris s of material misstatements of the consolidated financial statements, hether due to fraud or error. In ma ing those ris assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, ut not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. onse uently, e do not express such an opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasona leness of significant accounting estimates made y management, as ell as evaluating the overall presentation of the consolidated financial statements.
Contents
Santiago, arch , Sociedad atri SAA S.A. SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
e elieve that the audit evidence e have o tained is sufficient and appropriate to provide a asis for our opinion. CONTENTS pinion
In our opinion, the consolidated financial statements referred to a ove present fairly, in all material Independent auditor’s report respects, the financial position of Sociedad atri SAA S.A. and su sidiaries as of Decem er , , and the results of their operations and cash flo s for the year then ended, in accordance ith Consolidated Statements of Financial Position International inancial Reporting Standards I RS . Consolidated Statements of Comprehensive Income by Function ther matters
The consolidated financial statements of Sociedad atri SAA S.A. and su sidiaries for the year Consolidated Statements of Cash Flows ended Decem er , , efore eing restated, as descri ed in Note , ere audited y other auditors, ho issued an un ualified opinion on those financial statements in their report dated arch Consolidated Statements of Changes in Equity , . Notes to the Consolidated Financial Statements As part of our audit of the financial statements for the year ended Decem er , , e also audited the adjustments descri ed in Note , hich ere applied to restate the consolidated financial statements for . In our opinion, those adjustments are appropriate and have een applied correctly. e ere not engaged to audit, revie or apply any procedure on the financial statements of Sociedad atri SAA S.A. and su sidiaries, other than to the restatement adjustments and, conse uently, e do not express an opinion or any other type of assurance on the consolidated financial statements for ta en as a hole. ThUS$- (denominated in thousands of United States dollars)
onathan eomans i ons RUT: 13.473.972-K
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
onso idated state ents o inan ia position onso idated state ents o inan ia position
Statement of financial position Notes 12-31-2018 12-31-2017 01-01- 2017 Contents Assets ThUS$ ThUS$ ThUS$ Equity and liabilities Notes 12-31-2018 12-31-2017 01-01-2017 Liabilities ThUS$ ThUS$ ThUS$ Current assets as and as e ui a ents Current liabilities t er inan ia assets urrent t er inan ia ia i ities urrent t er non inan ia assets urrent rade and ot er pa a es rade and ot er re ei a es urrent ounts pa a e to re ated entities urrent ounts re ei a e ro re ated entities urrent t er s ort ter pro isions In entories urrent a ia i ities urrent a assets urrent urrent pro isions or e p o ee ene its ota urrent assets ot er t an assets or roups o assets or t er non inan ia ia i ities urrent disposa assi ied as e d or sa e or e d as distri uta e to o ners ota urrent ia i ities
on urrent assets or roups o assets or disposa assi ied as Non-current liabilities e d or sa e or e d as distri uta e to o ners t er non urrent inan ia ia i ities
ounts pa a e to re ated entities non urrent ota urrent assets t er on ter pro isions and Non-current assets e erred ta ia i ities t er inan ia assets non urrent on urrent pro isions or e p o ee ene its t er non inan ia assets non urrent ota non inan ia ia i ities non urrent ounts re ei a e non urrent ounts re ei a e ro re ated entities non urrent ota non urrent ia i ities In entories non urrent In est ents a ounted or usin e uit et od ota ia i ities Intan i e assets ot er t an ood i ood i Equity ropert p ant and e uip ent Issued apita In est ent properties etained earnin s and t er reser es e erred ta assets uit attri uta e to o ners o parent
on ontro in interests ota non urrent assets
ota e uit Total assets 1,425,237 1,488,128 1,272,664
Total liabilities and equity 1,425,237 1,488,128 1,272,664
e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
onso idated tate ents o o pre ensi e In o e un tion onso idated state ents o o pre ensi e in o e un tion ontinued
01-01-2018 01-01-2017 Contents Statement of income by function 12-31-2018 12-31-2017 01-01-2018 01-01-2017 Notes ThUS$ ThUS$ Statement of comprehensive income 12-31-2018 12-31-2017 Profit (loss) ThUS$ ThUS$
peratin re enue Profit (loss) 61,791 67,855 ost o sa es Components of other comprehensive income, before tax Gross profit 149,545 121,561 Differences on translation ains osses on e an e di eren es on trans ation e ore ta t er in o e e assi i ation ad ust ents in e an e di eren e on trans ation d inistrati e e penses e ore ta es t er e penses un tion Other comprehensive income, before tax, exchange, exchange t er ains osses difference on translation (16,069) 8,074 (*) ains osses ro operatin a ti ities 80,772 114,800 Cash flows ains osses on as o s ed es e ore ta es inan e in o e e assi i ation ad ust ents in as o s ed es e ore ta es inan e osts Other comprehensive income, before tax, cash flow hedges 4,497 (2,222) are o pro it oss o asso iates and oint entures t er o pre ensi e in o e e ore ta a tuaria ains osses on a ounted or usin e uit et od de ined ene it p ans an e di eren es In o e ro inde ation units Other components of other comprehensive income, before tax (13,242) 4,670
Profit (loss) before tax 83,022 123,959 Income tax relating to components of other comprehensive income
In o e ta re atin to e an e di eren e on trans ation In o e ta e pense ontinuin operations In o e ta re atin to as o ed es Profit (loss) from continuing operations 61,791 67,855 In o e ta re atin to de ined ene it p ans Profit, attributable to Sum of income tax relating to components of other comprehensive income (11) 234 ro it oss attri uta e to o ners o parent Other comprehensive income (13,253) 4,904 Total comprehensive income 48,538 72,759 ro it oss attri uta e to non ontro in interests
o pre ensi e in o e attri uta e to Profit (loss) 61,791 67,855
o pre ensi e in o e attri uta e to o ners o parent Earnings per share (see note 27) o pre ensi e in o e attri uta e to non ontro in interests
asi earnin s per s are ro ontinuin operations s are Total comprehensive income 48,538 72,759
i uted earnin s per s are ro dis ontinued operations s are Ite s t at are re assi ied or an e re assi ied a ter t e in o e or t e period
e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
onso idated tate ents o as o s onso idated tate ents o as o s
01-01-2018 01-01-2017 Notes Contents 01-01-2018 01-01-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 ThUS$ ThUS$ Statement of Cash Flows (indirect method) ThUS$ ThUS$
Cash flows from (used in) operating activities Cash flows from (used in) investing activities pes o o e tions in operatin a ti ities as o s used in o tainin ontro o su sidiaries or ot er usinesses e eipts ro sa es o oods and renderin o ser i es as o s used in pur ase o non ontro in interests e eipts ro pre iu s and ai s annuities and ot er po i ro eeds ro sa es o propert p ant and e uip ent
ene its ur ase o propert p ant and e uip ent t er re eipts ro operatin a ti ities ur ase o intan i e assets i idends re ei ed asses o pa ents ur ase o ot er on ter assets a ents to supp iers or oods and ser i es Interest re ei ed a ents to and on e a o e p o ees t er in o s out o s o as a ents or pre iu s and ai s annuities and ot er po i as o s ro sa e o non ontro in interests ene its
t er pa ents ro operatin a ti ities Net cash flows from (used in) investing activities (14,703) 22,806 Net cash flows from (used in) operating activities 136,356 98,174 Interest paid
Interest re ei ed Cash flows from (used in) financing activities
In o e ta es re und paid ro eeds ro on ter orro in s t er in o s out o s o as ro eeds ro on ter orro in epa ents o orro in s Net cash flows from (used in) operating activities 116,979 76,864 a ents o inan e ease ia i ities i idends paid Interest paid t er in o s out o s o as
Net cash flows from (used in) financing activities (80,639) (20,883)
et in rease de rease in as and as e ui a ents e ore e e t o e an e rate
an es 21,637 78,787
e t o e an e rate an es on as and as e ui a ents
et in rease de rease in as and as e ui a ents
as and as e ui a ents at e innin o period
Cash and cash equivalents at end of period 9 241,412 222,062
e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to t e onso idated inan ia tate ents
Note Page Note Page Contents 1 orporate in or ation 21 e erred ta es and in o e ta 2 asis o presentation o t e onso idated inan ia state ents etai o de erred ta o e ent in de erred assets and ia i ities 3 u ar de a ountin po i ies app ied In o e ta e pense 4 ountin an e e on i iation o in o e ta rate 5 is ana e ent 22 t er inan ia ia i ities 6 inan ia in or ation se ent an interest earin oans 7 air a ue o inan ia assets and ia i ities inan ia ease pa a e 8 on urrent assets e d or sa e eri ati es 9 as and as e ui a ents i ations it t e pu i onds SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES uaranteed a torin o i ations on ession ontra t o i ations onso idated tate ents o an es in uit 10 a t er inan ia assets urrent ndis ounted inan ia ia i ities t er inan ia assets non urrent 23 rade and ot er pa a es 11 rade and ot er re ei a es a rade reditors it up to date pa ents 12 a an es and transa tions it re ated entities rade reditors it o erdue pa ents Reserve of ounts re ei a e urrent and non urrent 24 ro isions exchange Reserve of actuarial Other Equity attributable Issued difference on Reserve of cash flow gains or losses on miscellaneous Other Retained earnings to owners of Non-controlling ounts pa a e urrent and non urrent 25 t er non inan ia ia i ities capital translation hedges defined benefit plans reserves reserves (losses) parent interests Equity e t on in o e o transa tions it re ated entities 26 p o ee ene its and personne e pense ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ire tors ee p o ee ene it e pense
uit at anuar 586,506 (50,872) 725 (2,597) 44,280 (8,464) 184,287 762,329 152,189 914,518 13 urrent and non urrent in entories e ined ene its In rease de rease due to an es in 14 t er non inan ia assets urrent and non urrent rea do n o t e p an o ene its to e sett ed a ountin po i repaid e penses ensiti it ana sis a tuaria aria es Opening equity restated 586,506 (50,872) 725 (2,597) 44,280 (8,464) 184,012 762,054 152,189 914,243 a redit 27 uit and reser es Changes in equity Comprehensive income t er non inan ia assets urrent and non urrent are apita ro it oss - 15 inan ia in or ation on su sidiaries asso iates and oint entures eser es t er o pre ensi e in o e - u ari ed inan ia in or ation su sidiar a re ated istri uta e net pro it and di idends Comprehensive income - (10,029) 4,485 (1,565) - (7,109) 49,607 42,498 6,040 48,538 o e ent o in est ent durin t e period 28 peratin re enue Issue o e uit inan ia in or ation asso iate 29 ost o sa es In rease de rease t rou trans ers and ot er an es - 16 In est ent in asso iates 30 d inistrati e e penses i idends note - etai o in est ents in asso iates 31 inan e in o e and osts Increase (decrease) in equity - (10,029) 4,485 (1,565) (77) (7,186) 17,538 10,352 (4,228) 6,124 Interest in asso iates and oint entures 32 t er in o e and e penses un tion Equity as of December 31, 2018: 586,506 (60,901) 5,210 (4,162) 44,203 (15,650) 201,550 772,406 147,961 920,367 estri tions and ontin ent ia i ities 33 oard o ire tors and e ana e ent personne otes p anation o in est ents it o ners ip interest o er t an 34 t er ains osses 17 Intan i e assets and ood i 35 on ession a ree ent o ser i es and ot ers Reserve for ood i 36 ontin en ies and o it ents exchange Reserve of actuarial Other Equity attributable Intan i e assets uarantees pro ided Issued difference on Reserve of cash gains or losses on miscellaneous Other Retained earnings to owners of Non-controlling capital translation flow hedges defined benefit plans reserves reserves (losses) parent interests Equity e on i iation o an es in intan i e assets pe ia uarantees ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ on essions ed es and ort a es 18 ropert p ant and e uip ent utua uarantees uit at anuar 586,506 (57,774) 2,922 (1,674) 55,695 (831) 162,533 748,208 116,323 864,531 In rease de rease due to orre tions o o position o a an e a suits errors ote sset pur ase and onstru tion o it ents estri tions to ana e ent or inan ia indi ators Opening equity restated 586,506 (57,774) 2,922 (1,674) 55,695 (831) 156,689 742,364 116,323 858,687 e on i iation o an es in propert p ant and e uip ent 37 an e di eren e Changes in equity uarantees and o pensations 38 orei n urren Comprehensive income ro it oss - 19 In est ent properties 39 tate ent o as o s t er o pre ensi e in o e - 20 ounts re ei a e and pa a e on urrent ta es 40 n iron ent Comprehensive income - 6,902 (2,197) (923) - 3,782 59,325 63,107 9,652 72,759 ounts re ei a e on urrent ta es 41 orre tion o a ountin error Issue o e uit - ounts pa a e on urrent ta es 42 u se uent e ents In rease de rease t rou trans ers and ot er an es - i idends note - Increase (decrease) in equity - 6,902 (2,197) (923) (11,415) (7,633) 27,598 19,965 35,866 55,831 Equity as of December 31, 2017: 586,506 (50,872) 725 (2,597) 44,280 (8,464) 184,287 762,329 152,189 914,518 ee note ee note
e a o pan in notes are an inte ra part o t ese onso idated inan ia state ents
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to t e onso idated inan ia tate ents otes to t e onso idated inan ia tate ents
NOTE 1 Corporate information NOTE 2 Basis of presentation of the consolidated financial statements Contents o iedad atri as in orporated on e ruar Its a s are re orded in a a. Statement on compliance pu i deed dated to er e e uted at t e a paraiso otar s o i e o r uis nri ue is er ar to i t e inutes o t e a ore entioned traordinar are o ders eetin on e onso idated inan ia state ents as o e e er a e een prepared in to er ere a rid ed a ordan e it Internationa inan ia eportin tandards I issued t e Internationa ountin tandard oard I and appro ed its oard in session e d on ar o iedad atri ereina ter or t e o pan is t e o der o appro i ate o t e s ares in i t e apita o a osed orporation is distri uted ose b. Basis of preparation of the consolidated financial statements orporate purpose is t e pro ision o ser i es to ariti e transport ain in t e tu oat ports and o isti s usinesses ese onso idated inan ia state ents ait u re e t t e inan ia position o o iedad atri and its su sidiaries as o e e er and t e o pre ensi e e sto erti i ates o o iedad atri ut re istered in t e e urities in o e un tion an es in e uit and as o s or t e periods ended e e er e istr o t e o ission or t e inan ia ar et or er uperintenden o e urities and and Insuran e under o e an to e traded on ar and its apita as di ided into s ares ese onso idated inan ia state ents a e een prepared under t e prin ip e o an on oin on ern ased on t e prin ip e o istori ost e ept or t e ite s t at are re o ni ed at air The Company’s domicile is established at Avenida Apoquindo 4800 Torre II iso as ondes a ue antia o Its orporate purpose is t e a uisition pur ase sa e and disposa o s ares o orporations s ares or ri ts in ot er o panies onds de entures o er ia paper and ot er e arr in a ount o assets and ia i ities ed ed it t e operations t at ua i or ed e trans era e se urities ad inister trans er e p oit t e per ei e t eir ruits and ta e ad anta e o a ountin is ad usted to re e t an es in air a ue in re ation to t e ris s o ered t eir sa e and disposa as e as t e rantin o inan in to re ated o panies and t e pro ision o a inds o ser i es and ad isor ser i es t us ein assi ied as an in est ent o pan ose c. Use of estimates and judgments e ono i a ti it ode orresponds to o In t e preparation o t ese onso idated inan ia state ents ertain riti a a ountin ese onso idated inan ia state ents in ude t e indire t su sidiar I ui ue er ina esti ates a e een used to uanti ertain assets ia i ities in o e e penses and Interna iona ins ri ed in t e e ister o eportin ntities under o a o o t e o it ents e areas in o in a i er de ree o ud ent or o p e it or areas in i o ission or t e inan ia ar et e re ainin indire t su sidiaries are not dire t su e t to t e assu ptions and esti ates are si ni i ant or t e inan ia state ents are des ri ed e o t e ontro o su o ission e assess ent o i pair ent osses o spe i i assets ee notes e e a Hereinafter “Sociedad Matriz SAAM S.A. and Subsidiaries” will be named as SM SAAM, the Company. a e o pan ondu ts its usiness t rou t e dire t su sidiaries orts and e assu ptions used in t e a tuaria a u ation o t e e p o ee ene it ia i ities ee o isti s pro idin tu oat and port ter ina s and o isti s ser i es respe ti e note se u i es o propert p ant and e uip ent and intan i e assets ee notes d is ontro ed sin e anuar t e ui en o roup a ordin to t e pro isions o e pro a i it o o urren e and a uation o ertain ia i ities and ontin en ies ee note arti es and o t e e urities ar et a o it o ners ip t rou t e o o in o panies air a ue o spe i i inan ia instru ents ee ote 6. e pro a i it o re o era i it o de erred ta assets ee ote Company Ownership interest N° of shares ui en o ese esti ates are ade a ordin to t e est in or ation a ai a e o er t e a ts ana ed In ersiones io ra o In o i iaria orte erde In an ase it possi e t at ertain e ents i i t ta e p a e in t e uture o i e to odi Total Quiñenco Group 52.20% 5,082,486,951 t ose esti ates in t e ne t ears i i it o urs ou d e ade prospe ti e re o ni in s o e e er and as s are o ders ins ri ed in its re ister t e e e ts o t e an e in t e uture inan ia state ents s are o ders as o e e er
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial Statements otes to the Consolidated inancial Statements
NOTE 3 Summary de accounting policies applied NOTE 3 Summary of accounting policies applied, continued Contents 3.1.- Basis of consolidation 3.1.- Basis of consolidation, continued
a) Subsidiaries c) Investments in associates and joint ventures (equity method), continued
The Subsidiaries are all entities controlled by SM SAAM. Control e ists when the Company has The requirements of AS 8 are applied to determine whether it is necessary to reco nize an the power to direct the financial and operational policies of the entity with the purpose of impairment loss with respect to the investments of the company in associates or oint ventures. obtainin benefits from its activities. n assessin whether SM SAAM controls another entity, the hen necessary, the entire carryin amount of the investment includin oodwill is tested for e istence and effect of potential votin ri hts that are currently e ercised or convertible in impairment in accordance with AS mpairment of assets, as a sin le asset by comparin its shares or other instruments that allow e ercisin the control of another entity, are considered. recoverable amount the hi her of the value in use and fair value less costs to sell with their The subsidiaries are consolidated from the date that control is transferred to SM SAAM and are boo value. Any impairment loss reco nized is part of the boo value of the investment. Any e cluded from the consolidation on the date it ceases. reversal of such impairment loss reco nized in accordance with AS increases the value of the investment, based on the recoverable amount of the investment. b) Transactions eliminated from consolidation The Company discontinues the use of the equity method, on the date when the investment ntercompany balances and any unrealized income or e pense arisin from their transactions are ceases to be an associate or oint venture, or when the investment is classified as held for sale. eliminated durin the preparation of the consolidated statements. nrealized ains or losses from transactions with companies whose investment is reco nized under the equity method are The consolidated financial statements include the equity in earnin s and participation in the eliminated in the percenta e their equity interest. equity movements of the investments reco nized accordin to the equity method, after ma in ad ustments to ali n the accountin criteria of those associated with those of SM SAAM, from c) Investments in associates and joint ventures (equity method) the date when si nificant influence and or oint control be in.
The associates are those entities where the Company has si nificant influence, but not control hen the equity in the losses enerated in the associates e ceeds the boo value of that equity over financial and operatin policies. t is assumed that there is si nificant influence when SM interest, includin any lon term investment, said investment is reduced to zero and the SAAM owns between 0 and 0 of the votin ri hts of another entity. oint ventures are reco nition of more losses is discontinued e cept in the case that SM SAAM has the obli ation or those entities in which SM SAAM has oint control over its activities, established by contractual has made payments on behalf of the company in which it participates. a reements and which requires unanimous consent to ma e financial, operational and strate ic decisions. nvestments in associates and oint ventures are reco nized accordin to the equity hen the Company reduces its equity interest in an associate or oint venture, and continues to method and initially reco nized at cost. The investment of SM SAAM includes the oodwill use the equity method, the effects that had previously been reco nized in other comprehensive identified in the acquisition, net of any accumulated impairment loss. income must be reclassified to profit or loss accordin to the proportion of the equity interest reduction in said associate or oint venture. An investment will be accounted for usin the equity method, from the date it becomes an associate or oint venture. At the time of the acquisition of the investment, any difference hen a roup company enters into transactions with an associate or oint venture, ains or between the cost of the investment and the part of the entity in the net fair value of the losses resultin from transactions with the associate or oint venture are reco nized in the identifiable assets and liabilities of the investee will be accounted for as oodwill, and included consolidated financial statements of the Company only to the e tent of the equity interests of in the boo amount of the investment. third parties of the associate or oint venture.
4 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial Statements otes to the Consolidated inancial Statements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.1.- Basis of consolidation, continued 3.3 Presentation currency and functional currency
d) Changes in las equity interests de la Company in existing subsidiaries a) Functional Currency
Chan es in ownership interests of a controller in a subsidiary that do not result in loss of control The consolidated financial statements are presented in nited States dollars, which is the are equity transaction. Any difference between the fair value of the consideration transferred functional currency or SM SAAM. ach roup entity has determined its functional currency and the boo value of the assi ned interest is reco nized directly in equity and attributed to the based on the currency of the main economic environment in which it operates. owners of parent. The items in a currency other than the functional currency are considered transactions in forei n hen the control of a subsidiary is lost, a ain or loss is reco nized in income and is calculated as currency and are initially recorded at the e chan e rate of the transaction date, at the end of the difference between i the a re ate of the fair value of the consideration received and the each period the monetary assets and liabilities in forei n currency are translated at the fair value of any retained interest and ii the previous carryin amount of the assets includin e chan e rate of the closin date, non monetary items in forei n currency remain translated at oodwill , and liabilities of the subsidiary and any non controllin interest. the e chan e rate of the transaction date.
3.2 Entities included in the consolidation The e chan e differences account in the consolidated statement of comprehensive income by function includes the reco nition of e chan e rate chan es in forei n currency assets and These consolidated financial statements include the followin subsidiaries liabilities.
12-31-2018 12-31-2017 b) Presentation currency Tax N° Company Country Functional Direct Indirect Total Total Currency .048.000 4 Saam S.A. and Subsidiaries 4 Chile S ollar . 0.000 00.00 00.00 roup entities with a functional currency other than the currency of SM SAAM must translate, at . . Saam S.A. and Subsidiaries 4 Chile S ollar . 4 0.00 00.00 00.00 the reportin date, their results and statement of financial position at the presentation currency . .00 Saam orts S.A. and Subsidiaries and 4 Chile S ollar . 0.000 00.00 00.00 . . 80 0 SAAM nternacional S.A. and Subsidiaries Chile S ollar 00.00 00.00 00.00 of the parent throu h the translation of their assets and liabilities at the e chan e rate of closin .4 . SAAM nversiones S A Chile S ollar 00.00 00.00 00.00 date and its results at the avera e e chan e rate. The main reportin company in dollar .00 . 0 SAAM uertos S.A. and subsidiaries Chile S ollar 00.00 00.00 00.00 . 08.840 nmobiliaria San Marco tda. y subsidiary Chile S ollar 00.00 00.00 00.00 presentation currency is SAAM SM T Marine Canada nc. and Subsidiaries, whose functional . 0. 0 nversiones San Marco tda. and subsidiaries Chile S ollar 00.00 00.00 00.00 currency is the Canadian dollar. 0 SAAM emolques S.A. de C. . and Subsidiaries Me ico S ollar .00 .00 .00 0 Concesionaria SAAM Costa ica S.A. Costa ica S ollar 00.00 00.00 00.00 0 cuaestibas S.A. cuador S ollar 00.00 00.00 00.00 0 SAAM emolcadores Colombia S.A. Colombia S ollar 00.00 00.00 00.00 The e chan e differences that arise from the translation to the presentation currency are 0 nversiones Habsbur o S.A. anama S ollar 00.00 00.00 00.00 reco nized as a separate component of the equity, in other comprehensive income, in the 0 nversiones Alaria S.A. anama S ollar 00.00 00.00 00.00 0 Saam emolcadores anam S.A. anama S ollar 00.00 00.00 00.00 reserve account of e chan e differences on translation. Subsidiary as from March , 0 . 3.4 Translation basis for transactions in foreign currency and indexed unit Company that chan ed its functional currency as from 0 0 0 Subsidiary as from uly 0 . 4 The principal forei n currency assets and liabilities are stated at their equivalent value in dollars, As of uly , 0 , the division of SAAM was carried out, accordin to the business se ments, thus, SAAM le al continuator was assi ned the tu se ment, while the lo istics and ports businesses were assi ned to SAAM o istics S.A. and SAAM orts S.A., respectively. calculated at the followin closin e chan e rates.
To ensure uniformity in the presentation of the consolidated financial statements of SM SAAM, Currency 12-31-2018 12-31-2017 the subsidiaries included in the consolidation and its subsidiaries have adopted the same Chilean peso 4. 4. accountin criteria as the parent company. Chilean peso . 8 . 8 Canadian dollar . .
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial Statements otes to the Consolidated inancial Statements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.4 Translation basis for transactions in foreign currency and indexed unit, continued a) Port concessions, continued
The assets and liabilities inde ed in nidades de omento have been valued at the followin These consolidated financial statements contain port concession a reements re istered with dollar values at the balance sheet date. indirect subsidiaries quique Terminal nternacional S.A. and Maritime Terminal Mazatl n S.A. of C. ., Sociedad ortuaria Caldera S.A. and Sociedad ortuaria ranelera de Caldera S.A. See note Closing date of the financial statements 12-31-2018 12-31-2017 . US$ US$ S . 8 4 . The associates that record port concession a reements in their financial statements are Terminal uerto Arica S.A. held for sale , Antofa asta Terminal nternacional S.A., San Antonio Terminal 3.5 Inventories nternacional S.A. and San icente Terminal nternacional S.A.
nventories are valued at the lower of cost or net realizable value. The cost of inventories is b) Relationship with clients based on the first in, first out method, and includes the cost of acquirin inventories and other costs incurred in movin them to their current location and conditions. ntan ible assets denominated as elationship with Customers enerated in the business combinations carried out are amortized over the estimated return period of the benefits The net realizable value is the sale price estimated in the normal course of the business, less associated with the portfolio of current customers in each company at the acquisition date. estimated sales costs. These assets are amortized as from uly , 0 4, date on which these operations were carried out. Spare parts are valued at historic acquisition cost and reco nized in income throu h the S method. c) Goodwill
ow turnover spare parts, mainly those that are used in the repair and maintenance of the oodwill represents the difference between the acquisition value of the shares or ri hts of Company s main assets, tu s and cranes, constitute strate ic inventories, and iven their subsidiaries, associates and oint ventures and the fair value of the identifiable contin ent assets unpredictable demand, they are classified as non current inventory. and liabilities at the acquisition date. oodwill related to acquisitions of associates and oint ventures is included in investments accounted for under the equity method and oint ventures. 3.6 Intangible assets oodwill arisin on acquisitions of subsidiaries, oint ventures and businesses associated with These are identifiable non monetary assets without physical appearance that come from functional currencies other than the .S. dollar is valued in the functional currency of the commercial transactions. nly intan ible assets whose costs can be reasonably estimated acquired company, translatin it into .S. dollars at the e chan e rate prevailin at the date of ob ectively and from which it is probable that future economic benefits will flow are reco nized. the statement of financial position.
ntan ible assets with finite useful lives are initially reco nized at acquisition or development oodwill is not amortized, and at the end of each accountin period. t is estimated whether cost and will be valued at cost less accumulated amortization and any impairment losses. there are indications of impairment that could reduce its recoverable value to an amount lower than the recorded cost, in which case an impairment ad ustment is made. a) Port concessions As of the closin date of these consolidated financial statements, there are no si ns of ort concession assets that are reco nized under C are recorded as intan ible assets as impairment that imply any ad ustment. they have the ri ht to collect revenues based on use. The cost of these related intan ible assets includes the mandatory infrastructure wor s defined in the concession contract and the current d) Amortization of intangible assets value of all minimum contract payments. Accordin ly, a financial liability is recorded at present value equivalent to the value of the reco nized intan ible asset. epreciation is reco nized in the profit and loss accounts based on the strai ht line method of depreciation over the estimated use or duration of the period of ri ht of use in the case of concessions, counted from the date on which the asset is available for use.
8 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the onsolidated inancial tate ents otes to the Consolidated inancial Statements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.6 Intangible assets, continued Property, plant and equipment, continued
d) Amortization of intangible assets, continued a) Recognition and measurement, continued
he esti ated se l li es asset class are as ollows The cost includes e penses that have been directly attributed to the acquisition of the asset. The cost of self built assets includes the cost of materials, direct labor, financial e penses related to lass ini range a i e ternal financin that are directly attributable, until the normal start up of said asset, and any range other cost directly allocated to the process of ma in the asset fit for its use, and the costs of oodwill nde inite dismantlin and removin the items and restorin the place where they are located. ater rights nde inite icenses and ranchises ears ears ort concessions ( ote ) oncession eriod. hen the si nificant parts of an item of property, plant and equipment have different useful or the o eration o t g oat ( ote ) oncession eriod. lives, they are recorded as separate elements within the subled er of property, plant and elationshi s with c sto ers ( ote . ) ears ears equipment. o tware ears ears ains and losses on the sale of an item of property, plant and equipment are determined by e) Impairment of intangible assets comparin the sellin price to the boo value of property plant and equipment and are recognized net within “other gains (losses)”. ntangi le assets with inde inite se l li es are al ed at cost and are tested ann all or i air ent. b) Subsequent costs
t the ear end or when dee ed necessar the o an and its s sidiaries e al ate whether The cost for replacin part of an item of property, plant and equipment is reco nized in its there are signs o i air ent in their assets. there are s ch indicators an esti ate o the carryin amount if it is possible that the future economic benefits incorporated within the part reco era le a o nt o s ch assets is ade. he reco era le a o nt o an asset is the higher o will flow in more than one period to SM SAAM and its cost can be measured reliably. the air al e less cost to sell and the al e in se. The costs of daily maintenance of property, plant and equipment are reco nized in income when o deter ine the air al e less costs to sell inde endent e ert re orts and or a aila le incurred. o ecti e in or ation are sed. o deter ine the al e in se the esti ated t re cash lows are disco nted at the rate o the o an . Subsequent to the acquisition, only disbursements incurred that increase the economic useful life of the asset or its economic capacity and that are different from routine maintenance will be s o the closing date . . and its s sidiaries do not resent e idence o i air ent capitalized. d e to signi icant changes s ch as a decrease in ar et al e o solescence h sical da age ar et ret rn etc. that a a ect the al ation o intangi le assets other than those alread c) Depreciation and useful lives recognized in this ear. epreciation is reco nized in the consolidated statement of income by function based on the 3.7 Property, Plant and Equipment method of strai ht line depreciation over the useful lives of each item of property, plant and equipment. This is the method that best reflects the use and consumption of the ood a) Recognition and measurement
te s o ro ert lant and e i ent are eas red at ac isition cost less acc lated de reciation and i air ent losses where a ro riate.
0 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the onsolidated inancial tate ents otes to the onsolidated inancial tate ents
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.8 Property, plant and equipment, continued Property, plant and equipment, continued
c) Depreciation and useful lives, continued e) Impairment of property, plant and equipment, continued
he esti ated se l li es or the c rrent eriods are as ollows o deter ine the air al e less costs to sell inde endent e ert re orts and or a aila le lass ange ears o ecti e in or ation are sed. o deter ine the al e in se the esti ated t re cash lows ini a i are disco nted at the rate o the o an . ilding and constr ctions n rastr ct re o ort ter inals( ) oncession eriod. acilities and i re e ents in leased ro ert ease eriod n the case o assets that do not generate cash lows inde endentl i air ent will e essels t g oats arges and lighters e al ated ased on the gro ing o assets that generate identi ia le lows (cash generating achiner nits). rans ort e i ent ice achiner n the e ent that the reco era le a o nt o the asset is lower than the net oo al e the rnit re i t res and accessories corres onding ad st ent or i air ent will e recorded with a charge to inco e lea ing the asset recorded at its reco era le al e. ( ) ncl des assets not controlla le the entit granting the concession. he se l li es o these assets a e ceed the concession eriod when the asset is trans era le to other n the case o re al ed assets i air ent losses are recognized with a charge to e it to o erations o the o an . the a o nt o the re io s re al ation.
d) Leases air ent losses recognized in rior eriods will e e al ated at each ear end in order to deter ine an indication that the loss has decreased or disa eared recognizing the re ersal he c rrent lease agree ents that trans er to s stantiall all the ris s and ene its with credit to res lts nless an asset is recorded at the re al ed a o nt in which case the inherent to the ownershi o the leased assets will e classi ied and al ed as inancial leases re ersal is credited to e it . and i not the will e recorded as an o erating lease. s o the closing date . . and its s sidiaries do not resent e idence o i air ent t the eginning o the ter o the inancial lease an asset will e recognized or the lower o d e to signi icant changes s ch as a decrease in ar et al e o solescence h sical da age the air al e o the leased asset and the resent al e o the ini a ents o the lease ar et ret rn etc. that a a ect the al ation o ro ert lant and i ent other than contract. those alread recognized in this iscal ear.
he instal ents consist o interest e ense and a ortization o ca ital. he instal ent o 3.8 Investment properties o erating lease are recognized as an e ense on a straight line asis d ring the lease ter . n est ent ro erties are real estate held or the r ose o o taining rent or lease or to inance lease lia ilities are resented as c rrent and non c rrent interest earing lia ilities. he o tain ca ital a reciation in the in est ent or oth at the sa e ti e t not or sale in the o an does not hold i lied leases in contracts that re ire se aration. nor al co rse o siness se in the rod ction or s l o goods or ser ices or or ad inistrati e r oses. n est ent ro erties are al ed at cost less acc lated de reciation e) Impairment of property, plant and equipment and acc lated i air ent losses. hen the se o a ro ert changes the al e is reclassi ied to the ite o the alance sheet that est re lects the new se o the ro ert . t the ear end or when dee ed necessar the o an and its s sidiar e al ate whether there are signs o i air ent in their assets s ch as signi icant decreases in al e indicators o o solescence or h sical deterioration changes in the legal econo ic or technological en iron ent in which the asset o erates. there are s ch indicators an esti ate o the reco era le a o nt o s ch assets is ade. he reco era le a o nt o an asset is the higher o the air al e less cost to sell and the al e in se.
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the onsolidated inancial tate ents otes to the onsolidated inancial tate ents
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.9 Provisions 3.11 Revenue from operating activities and costs of sales
ro ision is recognised when there is a resent legal or constr cti e o ligation as a res lt o a e en e ro ordinar acti ities and the cost o sales deri ed ro the ro ision o ser ices is ast e ent and it is ro a le that there will e an o t low o reso rces e od ing t re recognized in inco e on accr al asis. econo ic ene its to ro the settle ent o the o ligation and a relia le esti ate o the a o nt o the o ligation can e ade. he a o nt or which the ro ision is recognised is the e en e ro ordinar acti ities is recognized onl to the e tent that it can e relia l eas red est esti ate at the end o the re orting eriod o the dis rse ent re ired to settle the and it is ro a le that the econo ic ene its will low to the o an regardless o when the o ligation. e ecti e reco er occ rs.
hen the esti ated a ent ti e is long ter and can e esti ated with s icient relia ilit he costs o sales associated with the ser ices rendered are recognized on an accr al asis the ro ision is recorded at its c rrent al e disco nting esti ated cash lows at a ar et directl to the res ecti e siness areas o the o an . interest rate that re lects the s eci ic ris s o the o ligation. e en e ro ordinar acti ities and cost o sales are recognized net o disco nts. ro isions st e re iewed at the end o each re orting eriod and ad sted accordingl to re lect at all ti es the est esti ate a aila le. 3.12 Finance income and finance costs
3.10 Employee benefits inance inco e is recognized in the state ent o co rehensi e inco e nction according to its accr al. a) Defined benefit plans inance costs are generall ta en to inco e when inc rred e ce t those to inance the he o an is o liged to a se erance inde nities nder the collecti e argaining constr ction or de elo ent o ali ing assets that re ire a s stantial eriod to start agree ents. his o ligation is ro isioned a l ing the act arial al e ethod o the accr ed o erating and those related to the act arial cost o ersonnel ene its. cost o the ene it at a no inal ann al disco nt rate o . considering esti ates s ch as t re er anence ortalit rate o the wor ers and t re wage increases deter ined on the 3.13 Income tax asis o act arial calc lations. isco nt rates are deter ined re erence to ar et interest c r es. he o an and its s sidiaries in hile acco nt or inco e ta ased on the net ta a le inco e deter ined according to the r les esta lished in the nco e a aw. ts s sidiaries he resent al e o the o ligation is deter ined thro gh act arial e al ations. he act arial a road do so according to the standards o the res ecti e co ntries. e al ation in ol es a ing ass tions a o t the disco nt rate t re salar increases ortalit rates and t re ension increases. ll ass tions are re iewed once a ear. n the n e te er a e or aw o. was lished which a ong other deter ination o the disco nt rate the interest rates o the instr ents iss ed the entral as ects de ines the de a lt ta regi e that a lies to the o an the cor orate ta rate that an o hile are considered as re erence. he ortalit rate is ased on licl a aila le de a lt will e a lied grad all to co anies etween and and allows co anies ortalit ta les or the co ntr . t re salar and ension increases are ased on ro ected to also o t or one o the two ta regi es esta lished as attri ted or artiall integrated eing t re increases in the in lation rate or the co ntr . ee details o the act arial ass tions s ect to di erent ta rates eginning in . sed in ( ote . ) t sho ld e noted that according to the a e or esta lished aw o. and aw o. b) Short-term benefits that si li ies it co anies co ld ha e een le t de a lt or o tion in one o the two ta s ste s or regi es esta lished the new ta reg lations. he irst regi e ttri ted ligations or short ter e lo ee ene its are eas red on an ndisco nted asis and inco e i lies or co anies to a a cor orate ta rate o ro the co ercial ear acco nted or in the state ent o inco e nction as the related ser ice is accr ed. the second regi e artiall integrated i lies or the co an to a a cor orate ta rate o . or the co ercial ear and or the and ollowing co ercial ears.
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the onsolidated inancial tatements otes to the onsolidated inancial tate ents
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.13 Income tax, continued a) 2. Trade and other receivables
ccording to the above and depending on the regime for which it has opted or be left by default, rade recei a les are recognized at air al e less i air ent losses. the company or the group companies will disclose the income tax and deferred tax rates, in the latter case considering the current tax rate at the date on which the temporary differences will his classi ication also incl des non co ercial de ts s ch as s ndr de tors loans to be reversed ersonnel and other entities a road.
3.14 Deferred taxes 3.15 Financial instruments, continued
eferred tax assets and liabilities are recogni ed using the statement of financial position a) Non-derivative financial instruments, continued method, determining the temporary differences between the boo value of the assets and liabilities and their tax base and are recorded as set forth in I Income tax a) 3. Financial assets at fair value through profit or loss
eferred taxes are measured at the tax rates expected to be applied to the temporary difference n instr ent is classi ied at air al e thro gh ro it or loss i it is held or trading or is when they are reversed based on laws approved or to be approved on the closing date of each designated as s ch since its initial recognition. financial statement inancial asset or lia ilit is classi ied as held or trading i 3.15 Financial instruments • It is acquired or incurred primarily for the purpose of selling or repurchasing it in the a) Non-derivative financial instruments i ediate t re • It is part of a portfolio of identified financial instruments, which are managed jointly and inancial instruments are classified at the time of initial recognition as a financial asset, a or which there is e idence o a recent attern o o taining short ter ene its or financial liability or an equity instrument, in accordance with the economic fund of the • It is a derivative, except for a derivative that has been designated as a hedging instrument contractual agreement and eets the conditions to e e ecti e.
i ewise, and for the purpose of their valuation, financial instruments are classified in the inancial assets at air al e thro gh ro it or loss are initiall recognized at air al e. categories of financial assets at fair value through profit or loss, loans and accounts receivable, ransaction costs directl attri ta le to the rchase or iss e are recognized as an e ense investments held to maturity and financial liabilities he classification in the previous categories when inc rred. se ent to their initial recognition the are recognized at air al e is made according to the characteristics of the instrument and the purpose that determined its recording the changes in res lts. acquisition derecogni es a financial liability when its contractual obligations are cancelled or expire a) 4. Held-to-maturity investments
fter the initial recognition, the non derivative financial instruments are measured as described eld to at rit in est ents are those non deri ati e inancial assets with i ed or below deter ina le a ents and i ed at rities o er which has the e ecti e intention and the a ilit to hold ntil at rit . he al ation criteria a lica le to inancial instr ents a) 1. Cash and cash equivalents classi ied in this categor are the sa e as those a lica le to loans and acco nts recei a le.
ash and cash equivalents recogni ed in the financial statements include cash on hand, current a) 5. Financial liabilities ban accounts, and other highly liquid short term investments with original maturities of three months or less that are quic ly reali able in cash and that do not have significant ris of changes hese lia ilities are initiall recognized at their transaction al e. he costs inc rred that are in value directl attri ta le to the transaction are a ortized d ring the eriod o the loan and are resented net o the lia ilit . he are eas red at a ortized cost sing the e ecti e interest rate ethod (ann al e i alent charge).
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the onsolidated inancial tatements otes to the onsolidated inancial tatements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.15 Financial instruments, continued 3.15 Financial instruments, continued
a) Non-derivative financial instruments, continued b.2) Economic hedges, hedges
a) 6. Trade and other payables erivative financial instruments that do not meet the criteria for hedge accounting are classified and valued as financial assets or liabilities at fair value through profit or loss by function Included in this item are the amounts pending payment for commercial purchases and related expenses, in addition to non commercial debts, such as sundry creditors, withholdings related to c) Impairment of financial assets the remuneration of personnel and others he provisions for doubtful debts are determined based on the expected loss of the assets, a)7. Other determined by evaluating the historical payment behavior of the clients of the various segments that ma e up the portfolio or this evaluation, recoverability matrices are elaborated consisting of ther non derivative financial instruments, which include accounts receivable and loans, are age tranches, which show the percentages of doubtful debts that are expected to occur during the measured at amorti ed cost using the effective interest method, less any impairment loss life of the asset and are recogni ed from the initial moment
b) Financial derivative instruments oans and accounts receivable are included in rade and other receivables in the consolidated statement of financial position, except those with maturities exceeding twelve months from the erivative financial instruments to hedge foreign currency ris exposure and the interest rate closing date that are classified as trade and other receivables, non current hey are accounted for are initially recogni ed at fair value he costs of attributable transactions are recogni ed in the at amorti ed cost using the effective interest rate method, with this correspondng to their initial income statement when incurred fair value
fter the initial recognition, the non derivative financial instruments are measured at fair value, he effective interest rate method is a method of calculating the amorti ed cost of a financial asset and their changes are recorded as described below or liability and of allocating the financial income or expense over the relevant period he effective interest rate is the discount rate that exactly matches the estimated cash flows receivable or b.1) Accounting hedges payable over the expected life of the financial instrument or when appropriate in a shorter period with the net carrying amount of the financial asset or financial liability erivative financial instruments, which meet the hedge accounting criteria, will initially be recogni ed at their fair value, plus minus the transaction costs that are directly attributable to urrent trade accounts are not discounted he ompany has determined that the calculation of their contracting or issuance as appropriate amorti ed cost does not differ from the invoiced amount because the transaction has no significant associated costs he gain or loss resulting from the valuation of the hedging instrument is recogni ed immediately in comprehensive income accounts as well as the change in the fair value of the 3.16 Non-current assets held for sale hedged item, attributable to the hedged ris on current assets, or groups of assets and or liabilities, that are expected to be recovered If the instrument no longer meets the criteria of hedge accounting, this coverage will be mainly through sales instead of being recovered through their continuous use are classified as discontinued prospectively ccumulated gains or losses previously recogni ed in equity will available for sale and valued at the lower of carrying amount and fair value less costs to sell remain until the projected transactions occur Immediately prior to this classification, the assets, or elements of an available for sale group, are b.2) Economic hedges valued at the lower of carrying amount and fair value less cost to sell
edge accounting is not applicable to derivative instruments that economically cover monetary assets and liabilities denominated in foreign currencies hanges in the fair value of these derivatives are recogni ed in the statement of income by function as part of foreign currency gains and losses
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the onsoli ate Financial Statements otes to the onsolidated inancial tatements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.16 Non-current assets held for sale, continued 3.19 Minimum dividend
n im airment loss in a rou for is osal is first allocate to the oo will an then to the s of ecember , , the ompany has provisioned the minimum dividend according to rticle remainin assets an lia ilities ase on a ortionment Im airment losses in the initial of hilean orporate aw, which establishes that listed corporations should distribute an annual classification of availa le for sale an ains or losses su se uent to such classification are cash dividend to their shareholders, in proportion to their shares or the proportion established in reco ni e in rofit or loss ains are onl reco ni e once the accumulate im airment losses the company s by laws if it has preferred shares, of at least of net income for each period, are covere except when accumulated losses from prior years must be absorbed, and unless unanimously agreed otherwise by shareholders of all issued shares determines the amount of 3.17 Cash and cash equivalents minimum dividends to be paid to its shareholders during the next year, and it is recorded under ther non financial liabilities with a charge to an item included in quity called etained he om an consi ers cash an cash e uivalents to e cash alances hel in cash an an arnings osses current accounts time e osits an other financial investments that are e ecte to e settle in less than 9 a s lso inclu e in this item are those investments relate to cash 3.20 Environment mana ement such as re urchase an resale a reements whose maturit is as efine a ove he disbursements associated with the environment protection are recogni ed in income when he an over raft lines use are inclu e in short term loans un er current lia ilities incurred
3.18 Determination of fair values 3.21 New accounting pronouncements
Some criteria an accountin isclosures of the rou re uire that the fair value of certain a) tandards, interpretations and amendments which are mandatory for the first time for years financial assets e etermine in accor ance with the followin starting on anuary ,
a) Financial assets tandards and interpretations
he fair value of financial assets at fair value throu h rofit or loss an financial assets availa le IFRS 9 “Financial Instruments” – Issued in uly I has published the complete for sale are etermine at mar et value version of I , which replaces the application guidelines of I his final version includes requirements related to the classification and measurement of financial assets and b) Trade and other receivables liabilities and a model of expected credit loss that replaces the current model of impairment loss incurred he part related to hedge accounting included in this final version of I iven that tra e accounts receiva le are ue mainl within less than 1 a s it is estimate that was already published in ovember he effect of the application of this standard their fair value oes not iffer si nificantl from their oo value resulted in a charge to retained earnings amounting to h
c) Derivatives IFRS 15 “Revenue from contracts with customers” – Issued in ay It establishes the principles that an entity shall apply to report useful information to users of financial he fair value of erivative contracts is ase on their uote rice statements about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a contract with a customer he core principle of I is that an entity will recogni e revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services Its application replaces I onstruction contracts I evenue I I ustomer oyalty rogrammes I I greements for the onstruction of eal state I I ransfers of ssets from ustomers and I evenue arter ransactions Involving dvertising ervices In general, the economic benefits for the services provided are immediately consumed by the client o impact was observed in the application of this standard
9 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated Financial Statements otes to the onsoli ate Financial Statements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.21 New accounting pronouncements, continued 3.21 New accounting pronouncements, continued
a) Standards, interpretations and amendments which are mandatory for the first time for a) Stan ar s inter retations an amen ments which are man ator for the first time for years starting on January 1, 2018, continued ears startin on anuar 1 1 continue
IFRIC 22 “Transactions in Foreign Currency and Advanced Considerations”. Issued in Amendment to IFRS 1 “First time adoption of IFRS”, relating to the suspension of the short December 2016. This interpretation applies to a transaction in foreign currency or part of it term e ce tions for first time a o ters with re ar to IFRS I S 19 an IFRS 1 Issue in when an entity recogni es a non financial asset or liability arising from the payment or ecem er 1 collection of an advanced consideration before the entity recogni es the related asset, expense or income or the portion of these as appropriate . The interpretation provides Amendment to IAS 28 “Investments in Associates and Joint Ventures”, in relation to the guidance for when a single payment receipt is made, as well as for situations in which measurement of the associate or oint venture at fair value Issue in ecem er 1 multiple payments receipts are made. Its purpose is to reduce diversity in practice. he a o tion of the stan ar s amen ments an inter retations escri e a ove oes not have a Amendments and improvements si nificant im act on the consoli ate financial statements of the om an
Amendment to IFRS 2 “Share based payments”. Issued in June 2016. The amendment b) Stan ar s inter retations an amen ments issue whose a o tion is not man ator et for clarifies the measurements of share based payments settled in cash and the accounting for which no earl a o tion has een ma e modifications changing those payments to settlement with e uity instruments. In addition, it introduces an exception to the principles of IFRS 2 that will re uire the treatment of Stan ar s an inter retations an ator for ears startin on premiums as if everything were settlement as an e uity instrument, when the employer is IFRS 16 “Leases” – Issue in anuar 1 it esta lishe the rinci le of reco nition measurement obliged to withhold the tax related to share based payments. resentation an isclosure of leases IFRS 1 re laces the current I S 1 an intro uces a sin le lease accountin mo el It also re uires a lessee to reco ni e assets an lia ilities for all lease contracts with terms over 1 months unless the value of the un erl in assets is low IFRS 1 is effective for annual 1 1 19 Amendment to IFRS 15 “Revenue from Contracts with Customers” Issued in April 2016. The erio s that e in on or after anuar 1 19 earl a o tion is ermitte for entities that a l IFRS 15 efore the first a o tion ate of IFRS 1 amendment introduces clarifications to the guidance for identification of performance obligations in contracts with customers, accounting for copyrights and evaluation of IFRS 17 “Insurance Contracts”. Issued in May 2017, replaces the current IFRS 4. IFRS 17 shall change accountin mainl for all entities issuin insurance an investment contracts with iscretionar principal versus agent gross versus net income presentation . It includes new and modified artici ation characteristics he stan ar a lies to annual erio s startin on anuar 1 1 with 1 1 1 illustrative examples as guidance, as well as practical examples related to the transition to earlier a lication ermitte if IFRS 15 Revenue from ontracts with ustomers an IFRS 9 Financial Instruments are also a lie the new income standard. IFRIC 23 “ Uncertainty over income tax treatments”. Issued in June 2016. This interpretation clarifies how the reco nition an measurement re uirements of I S 1 a l when there is uncertaint a out Amendment to IFRS 4 “Insurance Contracts”, regarding the application of IFRS 9 “Financial 1 1 19 the ta treatment Instruments”. Issued in September 2016. The amendment introduces two approaches: (1) overlay approach, which gives all the companies that issue insurance contracts the option of men ment to IFRS 9 “Financial instruments”. Issued in October 2017. The amendment allows more assets to e measure at amorti e costs than in the revious version of IFRS 9 articularl certain recogni ing in other comprehensive income, instead of profit or loss, the volatility that financial assets re ai with a ne ative com ensation he ualif in assets inclu e are certain loans 1 1 19 might arise when IFRS is applied before the new standard of insurance contracts and 2 an e t securities which otherwise woul have een measure at fair value throu h rofit or loss F For them to ualif at amorti e cost the ne ative com ensation must e a fair temporary exemption of IFRS , which allows the companies whose activities are com ensation for the a vance termination of contract predominantly related to insurance to optionally apply a temporary exemption of IFRS Amendment to IAS 28 “Investment in associates and joint ventures.” Issued in October 2017. This amen ment clarifies that com anies that account for lon term interests in an associate or oint until 2021, continuing until then with the application of IAS 3 . venture in which the e uit metho is not a lie must account for sai interests un er IFRS 9 he 1 1 19 I S oar has u lishe an e am le illustratin how com anies a l the re uirements of IFRS 9 an I S to lon term interests in an associate or oint venture Amendment to IAS 40 “Investment Properties”, in relation to transfers of investment properties. Issued in December 2016. The amendment clarifies that, in transferring to, or men ment to IFRS 3 “Business combinations” Issued in December 2017. The amendment clarified from, investment properties, there must be a change in use. To conclude if the use of a that o tainin control of a com an that is a oint venture is a usiness com ination that is achieve in sta es he ac uirer must re measure its reviousl hel interest in the oint venture at fair value at 1 1 19 property has changed, there must be an evaluation supported by evidence about whether the ac uisition ate the property meets the definition. Amendment to IFRS 11 “Joint Arrangements” Issued in December 2017. The amendment clarified that the art o tainin oint control of a com an which is a oint venture shoul not re measure its 1 1 19 reviousl hel interest in the oint venture
31 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated Financial Statements otes to the Consolidated Financial Statements
NOTE 3 Summary of accounting policies applied, continued NOTE 3 Summary of accounting policies applied, continued Contents 3.21 New accounting pronouncements, continued 3.21 New accounting pronouncements, continued
Amendment to IAS 12 “Income tax” Issued in December 2017. The amendment clarified that the income ta conse uences of dividends on financial instruments classified as e uity should be Application of IFRS 16 01 01 2019 recogni ed in accordance with where past transactions or events that generated distributable income were recogni ed. The Company assessed the lease contracts e ceeding one year starting on 12. 1.201 , estimating an Amendment to IAS 23 “Borrowing Costs” Issued in December 2017. The amendment clarified that, if a initial effect on the Company s financial liabilities of Th S 2 ,191, with a counterpart in the specific loan remains outstanding after the ualifying asset is ready for its intended use or sale, it 01 01 2019 becomes part of the general loans. Company s non current non financial assets of e ual value. The impact that the recording of these financial liabilities will have on the Company s covenants was verified and any negative effect on S Amendment to IAS 19 “Employee Benefits” Issued in February 2018. The amendment requires entities to use updated assumptions to determine the current service cost and net interest for the rest of the SAA was ruled out. period after a plan modification, reduction, or li uidation and to recogni e in profit or loss as part of 01 01 2019 the past service cost, or a gain or loss in li uidation, any reduction in a surplus, even if that surplus was The accounting effects of the application of IFRS 16 on S SAA are the following: not previously recogni ed because it did not e ceed the asset s ma imum limit.
Highest Discount rate expense in Contract term as applied b) Standards, interpretations and amendments issued, whose adoption is not mandatory yet, for Subsidiary Contract purpose Asset / Liability income of 01.01.2019 (annual) which no early adoption has been made. opening balance statement 2019 ThUS$ ThUS$ Florida International ease port area 1 months 4.25 22, 6 450 Standards and interpretations andatory for years starting Terminal c. on Florida International Crane lease 40 months .59 9 11 Amendments to IAS 1 “Presentation of Financial Statements” and IAS 8 “Accounting Policies, Changes Terminal c. Florida International in Accounting Estimates and Errors” Issued in October 2018. It uses a consistent definition of Crane lease 49 months 5.5 92 1 materiality in all IFRSs and the Conceptual Framewor for Financial Reporting it clarifies the 01 01 2020 Terminal c. e planation of the definition of material and it incorporates some of the guidance in IAS 1 on non SAA S.A. ffice lease 94 months 5.6 1,90 50 significant information. Inarpi S.A. and lease 456 months .5 551 19 Amendments to IFRS 3 “Definition of a business” Issued in October 2018. It revises the definition of a Inarpi S.A. Real estates lease 15 and 1 months .5 02 2 25, 1 and business. According to feedbac received by the IAS , application of the current guidance is commonly ehicle lease .5 99 2 thought to be too comple , and it results in too many transactions ualifying as business 01 01 2020 Inarpi S.A. months
combinations. cuaestibas S.A. ehicle lease months .5 Sociedad Portuaria ehicle lease 16 months .09 6 (1) Caldera S.A. Amendment to IFRS 10 “Consolidated financial statements” and IAS 28 “Investments in associates and Sociedad Portuaria joint ventures” Issued in September 2014. The amendment addresses an inconsistency between the ranelera de Caldera ehicle lease 16 months .09 16 (4) re uirements in IFRS 10 and those in IAS 2 , in dealing with the sale or contribution of assets between S.A. an investor and its associate or oint venture. The main conse uence of the amendments is that a full I ui ue Terminal ot specified ehicle lease 1 months 2.21 5 (1) gain or loss is recogni ed when a transaction involves a business (whether it is housed in a subsidiary Internacional S.A. or not). A partial gain or loss is recogni ed when a transaction involves assets that do not constitute a Saam Smit Towage ehicle lease 0 months .4 1 4 business, even if these assets are housed in a subsidiary. e ico S.A.
Saam Smit Towage ffice lease months .0 49 12 e ico S.A. SAA ogistics S.A. Crane lease 6 months 5 1 Concesionaria SAA ffice lease 24 months 4 1 5 cept for the application of IFRS 16, the management of the Company believes that adoption of the Costa Rica S.A. Total 28,191 568 standards, amendments and interpretations described above will not have a significant impact on the consolidated financial statements of the Company in the period of first time adoption. NOTE 4 Accounting change
uring the year from January 1 to ecember 1, 201 , the Company has applied the accounting principles uniformly in relation to year 201 .
4 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated Financial Statements
NOTE 5 Risk management NOTE 5 Risk management, continued Contents he ris s arisin from the Company s operations are credit ris li uidity ris mar et ris currency ris a) Credit risk, continued operational ris and capital mana ement ris he Company mana es e posure to them in accordance ith its strate y Currently, the determination of the percentages of expected loss due to the impairment of accounts receivable is carried out separately by each company composing the SAA roup. This is because each mana es its ris s ith the purpose of identifyin and analy in the ris s faced by the Company behaves differently in the loans granted and in its collection management. Company settin limits and appropriate ris controls The boo value of the financial assets represents the maximum exposure to credit ris . The maximum he Company s financin sources consist mainly of e uity financial debt from loans and lease credit ris exposure as of the reporting date is as follows operations and accounts payable n order to miti ate the effects of credit the financin is intended to ha e a balanced structure bet een short and lon term sources a lo ris e posure and that these are At the indirect subsidiary Iquique Terminal Internacional S.A., when granting credit to customers, they in line ith the flo s enerated by the Company are credit evaluated in order to reduce the delinquency ris . The loans granted are periodically reviewed in order to apply the controls defined by the Company’s policies and monitor the statement of accounts a) Credit risk receivable. Services sold on credit are made to customers who have previously provided a guarantee in favor of ITI, which ensures payment compliance. Credit ris is the ris of financial loss for the Company in the e ent that a customer or counterparty to a financial instrument fails to meet its contractual obli ations t arises mainly from accounts recei able Impairment losses from customers he loans ranted are periodically re ie ed in order to apply the controls defined by the Company and monitor the statement of accounts recei able The maximum credit ris exposure for trade receivables as of December 31, 2018 and December 31, 2017 was as follows er ices to customers of direct subsidiaries and o istics are performed under mar et conditions hich are simple credits that currently do not e ceed days Note 12-31-2018 12-31-2017 ThUS$ ThUS$ Current Non-current Total Current Non-current Total hese transactions are not concentrated in rele ant customers instead the Company s customers are Trade receivables 7,344 7,344 8,482 8,482 uite atomi ed hich allo s the ris to be distributed Impairment of trade receivables 3, 4 3, 4 4, 1 4, 1 Trade receivables, net 63,390 63,390 63,821 63,821 a) Credit risk, continued Other receivables 10,881 1 ,832 2 ,713 ,7 7 1 , 0 2 , 7 Impairment of other receivables rom anuary on ards the companies composin the roup use the pro ision criteria Other receivables, net 10,881 15,832 26,713 9,767 19,909 29,676 defined in hen faced ith e idence of impairment of accounts recei able ith the percenta e Total Trade and other receivables 11 74,271 15,832 90,103 73,588 19,909 93,497 parameters of constituted e pected losses bein as follo s Change in impairment provision 12-31-2018 12-31-2017 ThUS$ ThUS$ 12-31-2018 12-31-2018 12-31-2017 SAAM Logistics Opening balance as of anuary 1 4, 1 ,7 2 Other Companies Prior criterion S.A. Provision increase ote 30 221 807 pected loss Increase from change in accounting policy IFRS 183 ein of the fi ed asset pected loss actor ran es Impairment reversal 11 1,133
ot past due Debtors write off 2 8 Effect from change in foreign currency 332 days after the due date of the note recei able
days after the due date of the note recei able Total impairment provision 3,954 4,661 days after the due date of the note recei able days after the due date of the note recei able days after the due date of the note recei able b) Liquidity risk days after the due date of the note recei able days after the due date of the note recei able iquidity ris is the ris in which the Company would face difficulties in meeting its obligations related to days after the due date of the note recei able er days after the due date of the note recei able financial liabilities which would be settled through the delivery of cash or another financial asset. The udicial collection bad chec s and other related Company s approach to managing liquidity ris is to ensure, to the extent possible, that it always has i h ris customers case by case re ie sufficient liquidity to meet its obligations at maturity, whether under normal or more demanding conditions, without incurring unacceptable losses or causing damage to the Company s reputation.
3 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 5 Risk management, continued NOTE 5 Risk management, continued Contents Impairment losses Impairment losses, continued
b) Liquidity risk b) Liquidity risk, continued
estimates the pro ected li uidity re uirements for each year bet een the amounts of cash b.1) Exposure to liquidity risk, continued recei able balances recei able from customers di idends etc the correspondin outflo s commercial financial etc and the amounts of cash a ailable in order to a oid ha in to resort to he payment dates of the cash flo s included in the maturity analysis are not e pected to differ short term e ternal financin to the e tent possible si nificantly from the settlement date
f there are cash surpluses they can be in ested in lo ris financial instruments 12-31-2017 Note Book value Contractual cash 0 - 12 1 - 2 years 2 - 5 years Over 5 years flows months ThUS$ ThUS$ ThUS$ ThUS$ b.1) Exposure to liquidity risk ThUS$ ThUS$
Non-derivative financial liabilities he contractual maturities of financial liabilities includin estimated interest payments and e cludin an loans ith uarantee the impact of balance offsettin a reements are sho n belo an loans ithout uarantee inancial lease liabilities bli ations ith the public 12-31-2018 Note 2 - 5 Over 5 uaranteed factorin obli ations Book value Contractual 0 - 12 months 1 - 2 years years years rade and other payables and payables cash flows to related entities and ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$
Non-derivative financial liabilities Assets on derivatives an loans ith uarantee eri ati es of interest rate and an loans ithout uarantee currency used for hed in inancial lease liabilities Liabilities on derivatives bli ations ith the public eri ati es of interest rate and uaranteed factorin obli ations currency used for hed in rade and other payables and payables to related entities and Total (353,099) (400,534) (91,661) (45,173) (162,465) (101,235)
Assets on derivatives eri ati es of interest rate and currency used for hed in Liabilities on derivatives eri ati es of interest rate and currency used for hed in
Total (324,127) (363,925) (83,450) (42,355) (148,760) (89,360)
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 5 Risk management, continued NOTE 5 Risk management, continued Contents c) Market risk c) Market Risk, continued
t is the ris of chan es in tariffs and mar et prices such as e chan e rates interest rates or share prices c.1) Interest rate risk and sensitization, continued affectin the re enue of or the alue of the financial instruments it holds he ar et ris mana ement aims to mana e and control mar et ris e posures ithin reasonable parameters hile As of December 31, 2017 optimi in profitability Debtor entity Creditor entity Total Agreed Effective Finance cost Finance costs Finance costs Debt interest rate rate for the year sensitization sensitization ThUS$ +100bp -100bp ThUS$ ThUS$ he Company contracts deri ati es and incurs in financial obli ations to mana e mar et ris s sually ui ue erminal nternacional anco stado ibor see s to miti ate the olatility in income enerated by the e istence of unhed ed net narpi anco antander adrid ibor positions of assets and liabilities in forei n currency by contractin deri ati e instruments emol ues de C Corpbanca e or ranch ibor ociedad peradora de uertos de anco stado ibor stiba y esestiba Costa ica he Company re ularly assesses the profitability of its businesses in accordance ith chan es in the ociedad ortuaria de Caldera anco a i ienda de Costa ica ibor mar et that could substantially affect the Company s profitability ociedad ortuaria ranelera de anco a i ienda de Costa ica ibor Caldera lorida nternational erminal c anco Cr dito e n ersiones iami ibor c.1) Interest rate risk and sensitization arine Canada cotiaban Canada fi ed rate of Canada ariable rate nterest rate ris arises mainly from those sources of the Company s fundin e posed to ariable interest Total financial liabilities at variable rate 73,005 (3,286) (3,614) (2,956) Total financial liabilities accruing interests (Notes 22.1, 22.2, 22.4 and 22.5) 327,402 rates inde ed at ondon nter an ffered ate Proportion financial liabilities with 22.30% variable rate t each balance sheet date the financial liabilities of and its subsidiaries sub ect to chan es in rates are as follo s he method used to determine the effect of interest rate chan es for ariable rate financial instruments that are not hed ed consists of sensiti in the interest rate at basis points in order to determine an ad usted As of December 31, 2018 rate and its effect at the end of each period Debtor entity Creditor entity Total Agreed Effective Finance cost Finance costs Finance costs Debt interest rate rate for the year sensitization sensitization ThUS$ +100bp -100bp s of ecember the consolidated e posure of ariable interest rate liabilities amounts to h ThUS$ ThUS$ h as of ecember narpi anco antander adrid ibor
emol ues de C Corpbanca e or ranch ibor ociedad peradora de uertos de anco stado ibor d) Currency sensitivity stiba y esestiba Costa ica ociedad ortuaria de Caldera anco a i ienda de Costa ica ibor Average exchange Cash exchange rate Average exchange Cash exchange ociedad ortuaria ranelera de anco a i ienda de Costa ica ibor Caldera rate 12-31-2018 rate rate lorida nternational erminal c anco Cr dito e n ersiones iami ibor 12-31-2018 12-31-2017 12-31-2017 arine Canada cotiaban Canada fi ed rate of Canada Chilean peso ariable rate e ican peso arine Canada cotiaban Canada fi ed rate of Canada ariable rate Canadian dollar Total financial liabilities at variable rate 62,319 (2,861) (3,151) (2,576) Total financial liabilities accruing interests (Notes 22.1, 22.2, 22.4 and 22.5) 290,573 Proportion financial liabilities with 21.45% he main currencies other than the functional currency to hich the Company is e posed are the variable rate Chilean peso the Canadian dollar and the e ican peso ased on the Company s net financial assets and liabilities at each year end a ea enin stren thenin of the dollar a ainst these currencies and all other ariants held constant could ha e affected profit after ta and e uity as sho n in the table belo
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 5 Risk management, continued NOTE 5 Risk management, continued Contents d) Currency sensitivity, continued e) Capital management
orei n currency e posure year he mana ement of aims to maintain a solid capital base in order to eep the confidence of in estors creditors and the mar et and support the future de elopment of the business he
Effect on income Effect in Equity(1) Company s oard of irectors monitors the return on capital on a monthly basis +10% -10% +10% -10% Net exchange exchange Net exchange exchange Assets Liabilities Position rate rate Assets Liabilities Position rate rate he Company s senior mana ement eeps a balance bet een the hi her returns that can be obtained
Currency h h h h h h h h h h ith hi her le els of credit and the ad anta es and security pro ided by a solid capital position
C he capital mana ement maintained by is restricted e clusi ely by the co enants stipulated in C the debt contracts in force si ned ith national ban s hese restrictions are limited to maintainin inde es hich are disclosed in note Total Effect on income 1,143 (1,396) Total Effect in Equity (10,842) 13,251 he effect of the chan e in the e chan e rate is recorded a ainst e uity in con ersion reser es NOTE 6 Financial information by segment
orei n currency e posure year a.1) Assets, liabilities and impairment by segment:
Effect on income Effect in Equity(1) Tugboats and corporate Ports Logistics Total +10% -10% +10% -10% 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 Net exchange exchange Net exchange exchange Assets Liabilities Position rate rate Assets Liabilities Position rate rate ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ Currency h h h h h h h h h h ssets n estments accounted for usin e uity C method C otal ssets otal liabilities uity oss re ersal of impairment recorded in Total Effect on income 1,701 (2,078) Total Effect in Equity (11,529) 14,090 he effect of the chan e in the e chan e rate is recorded a ainst e uity in con ersion reser es income for the period
he ariables used to calculate currency sensiti ation for the years and are as follo s a.2) Non-current assets by geographic zone:
Chile South America Central America North America Total 2018 2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ chan e chan e chan e chan e on current assets other e chan e e chan e chan e e chan e e chan e than financial instruments Currency chan e rate rate rate rate rate rate in estments accounted for C usin e uity method and deferred ta assets C Total 205,201 240,967 143,171 147,951 156,369 149,759 292,954 296,691 797,695 835,368
he effects recorded in e uity correspond to the con ersion effect of those companies hose functional currency is e ui alent to the currency of the country in hich they operate considerin the con ersion criteria established by
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 6 Financial information by segment, continued Contents NOTE 6 Financial information by segment, continued a.3) Income by geographic zone: a.5) Income by segment is as follows: Tugboats Ports Logistics Total 01-01-2018 01-01-2017 01-01-2018 01-01-2017 01-01-2018 01-01-2017 01-01-2018 01-01-2017 December 31, 2018 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 12-31-2018 12-31-2017 ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ Tugboats Ports Logistics Other Removals Total Chile Continuing operations Notes outh merica Central merica ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ orth merica e enue Total 186,686 180,618 271,601 218,296 57,700 68,912 515,987 467,826 Cost of sales
Gross profit 59,753 77,861 11,219 - 712 149,545 a.4) The breakdown of revenue by business and service area, opened by customers, is as follows: dministrati e e penses Segment Service Customer 01-01-2018 01-01-2017 Operating income 35,946 55,421 3,593 (23,866) 3,640 74,741 12-31-2018 12-31-2017 on operatin income ThUS$ ThUS$ hare of profit loss of associates accounted for usin u boat operations Total tugboat operations e uity method
186,686 180,618 Profit (loss) before tax 36,771 49,400 10,699 (13,848) - 83,022 e enue from ser ices pro ided to customers e ceedin of the total re enue related to this se ment
u boats a income e pense e enue from ser ices pro ided to customers not e ceedin of the total re enue related to this se ment Profit (loss) 28,745 37,181 9,237 (13,372) - 61,791 rofit loss attributable to o ners of parent ort operations Total Port operations 271,601 218,296 rofit loss attributable to non controllin interests
e enue from ser ices pro ided to customers e ceedin of the total re enue
related to this se ment orts December 31, 2017 e enue from ser ices pro ided to customers not e ceedin of the total re enue related to this se ment Tugboats Ports Logistics Other Removals Total Contract o istics Total Logistics operations 57,700 68,912 Continuing operations Notes
e enue from ser ices pro ided to customers e ceedin of the total re enue related to this se ment ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$
o istics e enue from ser ices pro ided to customers not e ceedin of the total re enue e enue related to this se ment Cost of sales Total Revenue 515,987 467,826 Gross profit 50,782 58,716 11,309 - 754 121,561
dministrati e e penses Operating income 27,779 38,641 (2,196) (17,605) 1,361 47,980 on operatin income hare of profit loss of associates accounted for usin e uity method
Profit (loss) before tax 39,440 34,502 1,360 48,657 - 123,959
a income e pense Profit (loss) 32,038 26,258 316 9,243 - 67,855 rofit loss attributable to o ners of parent rofit loss attributable to non controllin interests
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 6 Financial information by segment, continued NOTE 7 Fair value of financial assets and liabilities
Contents a.6) Cash flows by segment: a) Composition of financial assets and liabilities:
12-31-2018 12-31-2017 12-31-2018 12-31-2017 Net cash flows from (used in) Total Flows Total Flows Financial assets and liabilities Notes Book value Fair value Book value Fair value ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ Cash and cash e ui alents Operating activities 116,979 76,864 a and u boats eri ati e instruments and other b orts rade and other recei ables o istics elated party recei ables Corporate Total financial assets 346,194 346,194 368,177 368,177 Investment operations (14,703) 22,806
u boats an loans orts bli ations ith the public o istics inancial lease Corporate uaranteed factorin obli ations
ed in deri ati es Financing activities (80,639) (20,883) rade and other payables u boats elated party payables orts o istics Total financial liabilities (327,172) (323,676) (361,803) (360,084) Corporate Net financial position 19,022 22,518 6,374 8,093
Net increase (decrease) in cash and cash equivalents associated to segments 21,635 78,787 he boo alue of current accounts recei able cash and cash e ui alents and other financial assets and u boats liabilities is appro imated to fair alue due to the short term nature of these instruments and for accounts orts recei able i en that any reco erability loss is already reflected in the impairment pro isions o istics Corporate he fair alue of non deri ati e assets and liabilities that are not uoted in acti e mar ets is estimated throu h et cash flo s from used in in estment acti ities not allocable to se ments - the use of discounted cash calculated on obser able mar et ariables as of the date of the financial Net increase (decrease) in cash and cash equivalents 21,635 78,787 statements he fair alue of deri ati e instruments is estimated throu h the use of discounts of future cash ffect of e chan e rate chan es on cash and cash e ui alents flo s determined on the basis of obser able mar et information or on ariants and prices obtained from third Net increase (decrease) in cash and cash equivalents 19,350 79,033 parties Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period 241,412 222,062 he fair alue of ban loans and obli ations ith the public ha e a hierarchy le el
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 7 Fair value of financial assets and liabilities, continued NOTE 7 Fair value of financial assets and liabilities, continued
Contents b) Financial instruments by category: b) Financial instruments by category, continued:
Cash and cash Cash and cash Fair value through equivalents, loans and Hedge Fair value through equivalents, loans and Hedge 12-31-2018 profit or loss accounts receivable derivatives Total 12-31-2017 profit or loss accounts receivable derivatives Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ inancial deri ati e instruments inancial deri ati e instruments ar etable securities and in estments in other companies erm deposits e ceedin days ed in assets ar etable securities and in estments in other companies ther financial assets ed in assets Total other financial assets 642 - 3,030 3,672 ther financial assets Cash and cash e ui alents Total other financial assets 36,198 - 8,632 44,830 rade and other recei ables Cash and cash e ui alents elated party recei ables rade and other recei ables Total financial assets 642 342,522 3,030 346,194 elated party recei ables Total financial assets 36,198 323,347 8,632 368,177 Financial liabilities Fair value through measured at Financial liabilities 12-31-2018 profit or loss Hedge derivatives amortized cost Total Fair value through measured at ThUS$ ThUS$ ThUS$ ThUS$ 12-31-2017 profit or loss Hedge derivatives amortized cost Total an loans ThUS$ ThUS$ ThUS$ ThUS$ bli ations ith the public an loans inancial lease bli ations ith the public Total other financial liabilities - - 290,573 290,573 inancial lease rade and other payables uaranteed factorin obli ations elated party payables inancial deri ati e instruments Total financial liabilities - - 327,172 327,172 Total other financial liabilities 520 48 327,402 327,970
rade and other payables
elated party payables Total financial liabilities 520 48 361,235 361,803
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 7 Fair value of financial assets and liabilities, continued NOTE 8 Non-current assets held for sale, continued
Contents t the end of each period the Company presents the follo in structure for obtainin the fair alue of d urin the current year the Company has achie ed the sale of some of the assets held for sale such as a its financial instruments recorded at fair alue property located in uerto ontt for h the lmeca tu boat in anama for h and assets of the o istics area declared as dispensable in for h Fair Value Hierarchy 12-31-2018 Fair value Level 1 Level 2 Level 3 ThUS$ ThUS$ ThUS$ ThUS$ inancial deri ati e instruments 12-31-2018 12-31-2017 ar etable securities and in estments in other companies ThUS$ ThUS$
ed in assets penin balance ther financial assets ransfers from property plant and e uipment note a Financial assets 3,672 81 3,591 - ransfers from in entories inancial deri ati e instruments ransfers from in estments in associate companies c ed in deri ati es isposals assets held for sale d b Financial liabilities - - - - alue ad ustment assets held for sale resentation currency
Fair Value Hierarchy Total Non-current classified as assets held for sale 18,142 19,120 12-31-2017 Fair value Level 1 Level 2 Level 3 ThUS$ ThUS$ ThUS$ ThUS$ he detail of non current assets held for sale is as follo s inancial deri ati e instruments erm deposits e ceedin days 12-31-2018 12-31-2017 ar etable securities and in estments in other companies ThUS$ ThUS$ ed in assets ther financial assets eal estates achinery Financial assets 44,830 81 44,749 - n estment in associate inancial deri ati e instruments Total Non-current classified as assets held for sale 18,142 19,120 Financial liabilities 5 - 5 -
NOTE 9 Cash and cash equivalents NOTE 8 Non-current assets held for sale
he detail of cash and cash e ui alents is as follo s part of the property plant and e uipment is presented as a disposal roup of assets held for sale in
compliance ith the commitment assumed by the mana ement of the follo in companies 12-31-2018 12-31-2017 ThUS$ ThUS$
a he increase in of h corresponds to the reclassification of the uasteca y lmeca Cash in hand tu boat of the indirect subsidiary emolcadores nc for h the asta a tu boat of alances in ban s and o erni ht the indirect subsidiary cuaestibas for h and h for dispensable assets of the hort term deposits ther cash and cash e ui alents o istics area ith a sale plan in e ecution sta e Total cash and cash equivalents 241,412 222,062 b urin sales of assets amounted to h correspondin to the sale of the uasteca tu boat h machinery from the lo istics area for h in entories for h and Cash and cash e ui alents corresponds to cash in hand and current ban accounts hort term deposits are at dispensable real estate for h fi ed term ith ban in institutions and are recorded at their in estment alue plus the correspondin interest accrued at the year end c he Company has classified its interest in erminal uerto rica as an asset held for sale
s described in note c to these consolidated financial statements the interest in such company has been alued at the lo er of its boo alue and its reali able alue less costs of sale s part of the aluation described abo e no retained earnin s or e penses ha e been reco ni ed in income for the current year
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 9 Cash and cash equivalents, continued NOTE 10 Other financial assets, current and non-current, continued
Contents he detail of cash and cash e ui alents by currency is as follo s b) Other financial assets non-current held to maturity
12-31-2018 12-31-2017 12-31-2018 12-31-2017 ThUS$ ThUS$ ThUS$ ThUS$ ollar Non-current Canadian dollar CC eri ati e Chilean peso n estment in companies eal inancial uarantees e ican peso ther financial assets ther currencies Total other financial assets, non-current 3,661 9,134 Total cash and cash equivalents by currency 241,412 222,062 Corresponds to the fair alue associated ith the Cross Currency ap contract entered into by and anco antander to minimi e the ris of chan es in e chan e rates related to the issue of bonds in anuary NOTE 10 Other financial assets, current and non-current NOTE 11 Trade and other receivables 12-31-2018 12-31-2017 ThUS$ ThUS$ a) Breakdown by collection currency of trade and other receivables, current and non-current from: otal other financial assets current ote a otal other financial assets non current ote b Currency 12-31-2018 12-31-2017 Total other financial assets 3,672 44,830 Current Non-current Total Current Non-current Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$
inancial assets in correspond mainly to term deposits o er days and currency and interest rate rade recei ables C deri ati e contracts the former are measured at amorti ed cost hile deri ati e contracts are C measured at fair alue ther a) Other financial assets, current currencies Total trade receivables Total 63,390 - 63,390 63,821 - 63,821
he detail of ther financial assets current is as follo s ther recei ables C 12-31-2018 12-31-2017 ther ThUS$ ThUS$ currencies Currency deri ati e for ard Total other receivables Total 10,881 15,832 26,713 9,767 19,909 29,676 nterest rate deri ati e s ap Total Trade and other receivables 74,271 15,832 90,103 73,588 19,909 93,497 erm deposits o er days
Total other financial assets at fair value, current 11 35,696 rade debtors correspond to recei ables from customers for the pro ision of ser ices mainly related to Corresponds to currency deri ati e contracts for ard entered into by the Company to minimi e the ris of e chan e rate fluctuations in the maritime business such as tu boat ser ices port operations and frei ht lo istics unhed ed items on the balance sheet Corresponds to interest rate deri ati e contracts s ap entered into by the Company to minimi e the ris of chan es in the ibor rate he balance of other lon term accounts recei able consists mainly of loans to forei n entities ith he decrease is e plained by the redemption of the term deposit ta en by n ersiones isti used to settle the income ta arisin from different interest rates and collection terms hich are duly documented by these debtors lso included the sale of the in estment in ramarsa in ay in this balance are loans to employees and ad anced payments for se erance indemnities
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 11 Trade and other receivables, continued NOTE 12 Balances and transactions with related entities
Contents b) Breakdown by number and portfolio of trade and other receivables, current and non-current of: he net balance of recei ables and payables ith unconsolidable related companies is as follo s
12-31-2018 12-31-2017 Current Non-current Total Current Non-current Total mount mount 12-31-2018 12-31-2018 12-31-2018 12-31-2017 12-31-2017 12-31-2017 non mount of non mount ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ of customers rene otiated of rene otiated customers rene otiated of rene otiated elated party recei ables non portfolio customers portfolio non portfolio customers portfolio elated party payables rene otiated ross rene otiated ross rene otiated ross rene otiated ross elin uency ran e portfolio h portfolio h portfolio h portfolio h Total 10,675 - 10,675 7,319 - 7,319 ot past due days ll current balances pendin ith related parties are alued in conditions of mutual independence and days ill be cancelled ithin t el e months after the balance sheet date days days days (12.1) Accounts receivable from related entities days days he composition of ccounts recei able from related entities is as follo s days days Current Non-current Current Non-current Total 9,538 94,057 9,206 98,158 12-31-2018 12-31-2018 12-31-2017 12-31-2017 Allowance for (3,954) Tax N° Domestic companies Currency Relationship Transaction ThUS$ ThUS$ ThUS$ ThUS$ doubtful accounts (4,661) erosan irport er ices Chilean pesos ndirect associate er ices Total net 90,103 93,497 rade Current cc encias ni ersales Chilean pesos ndirect er ices he Company does not ha e customers classified under the cate ory uaranteed portfolio as of ecember and ther ecember ntofa asta erminal nternacional Chilean pesos ndirect associate er ices i idend Compa a ud mericana de apores Chilean pesos and Common er ices ollars shareholders ther he Company throu h its direct subsidiary arran ed a commercial credit insurance to reduce the ris of C ustral Chilean pesos and Common er ices uncollectability of its client portfolio hose policy as in force until arch ollars shareholders mbotelladoras Chilenas nidas Chilean pesos Common director er ices appa loyd Chilean pesos and Common er ices c) Detail of protested notes receivable and under judicial collection, current and non-current from: ollars shareholders appa loyd Chile Chilean pesos and Common er ices ollars shareholders n uaranteed portfolio nmobiliaria Carriel tda Chilean pesos ndirect associate er ices rade Current
of mount portfolio of mount cc customers h customers portfolio n u s Chile ollar ndirect associate er ices i idend portfolio portfolio h uella e del aipo Chilean pesos ndirect associate er ices uella e Chilean pesos ndirect associate ther rotested notes and notes under udicial collection or istics Chile Chilean pesos Common shareholder er ices ortuaria Corral Chilean pesos ndirect associate er ices i idends mpairment pro ision rade recei ables an ntonio erminal nternacional Chilean pesos and ndirect associate er ices on rene otiated ene otiated rite offs for the eco eries for the ollar i idend portfolio h portfolio h period h period h an icente erminal nternacional Chilean pesos ndirect associate er ices i idend er icios ortuarios elonca tda Chilean pesos ndirect associate er ices ithdra al of profits t ndre s omo y elicacies Chilean pesos Common er ices shareholders erminal uerto rica Chilean pesos ndirect associate er ices i idend ransportes lu iales Corral Chilean pesos ndirect associate er ices Total domestic companies 3,434 3,675 -
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements otes to the Consolidated inancial tatements
NOTE 12 Balances and transactions with related entities, continued NOTE 12 Balances and transactions with related parties, continued
Contents (12.1) Accounts receivable from related entities, continued (12.3) Effect on income of transactions with related entities
Country Currency Foreign companies Relationship Transaction Current Non-current Current Non-current TAX N° Company Relationship Country Transaction with effect on income of TAX N° Account 12-31-2018 12-31-2018 12-31-2017 12-31-2017 12-31-2018 12-31-2017 receivable ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ermany ollar apa loyd Common shareholder er ices eros n irport er ices ndirect associate Chile ac ffice e ico ollar apa loyd ico de C Common shareholder er ices d isory ser ices ru uay ollar uc ymont ndirect associate rade encias ni ersales ndirect Chile hippin a ency loan ort ser ices alta ollar orasia Container ines td Common shareholder er ices o istics ra il ollar o a e rasil ndirect associate er ices o istics contracted i idend hird party staff ra il ollar u rasil poio ar timo ortuario oint enture er ices Compa a udamericana de Common Chile ort operations rade Current apores shareholders hippin a ency cc o istics Total foreign companies 7,573 4,113 u boats Total Accounts receivable from related entities 11,007 - 7,788 - eases C ustral Common Chile o istics shareholders Cold stora e terminal (12.2) Accounts payable to related entities ort operations u boats an ntonio erminal ndirect associate Chile Container deposit and central or shop TAX N° Domestic companies Currency Relationship Transaction Current Non-current Current Non-current nternacional ul s and arehouses 12-31-2018 12-31-2018 12-31-2017 12-31-2017 o istics ThUS$ ThUS$ ThUS$ ThUS$ eases encias ni ersales Chilean ndirect er ices eases cost pesos Cost port terminal ser ices C a udamericana de apores Chilean Common er ices ac ffice pesos director d isory ser ices mpresa acional de ner a ne Chilean Common er ices an icente erminal ndirect associate Chile o istics pesos director nternacional ale of license apa loyd Chile ollar Common er ices ther income shareholder u boats an ntonio erminal nternacional Chilean ndirect ther Container deposit and central or shop pesos associate er ices Cost port terminal ser ices er icio eroportuarios erosan Chilean ndirect rade dministrati e e penses pesos associate Current ntofa asta erminal ndirect associate Chile Container deposit and central or shop cc nternacional o istics erminal uerto rica Chilean ndirect er ices u boats pesos associate eases ransbordadora ustral room Chilean ndirect ther Cost port terminal ser ices pesos associate Computer ser ices Total domestic companies 165 - 221 - ac ffice d isory ser ices roup leet ser ices TAX N° Country Currency Foreign companies Relationship Transaction Current Non-current Current Non-current erminal uerto rica ndirect associate Chile Cost port terminal ser ices Account 12-31-2018 12-31-2018 12-31-2017 12-31-2017 payable ThUS$ ThUS$ ThUS$ ThUS$ anantial Common director Chile o istics ra il ollar Companhia ibra de a e a o Common er ices dministrati e e penses shareholder Cost port terminal ser ices hird party staff eru ollar Consorcio a iero eruano Common er ices shareholder onda Common director Chile Cost computer ser ices ransportes lu iales Corral ndirect associate Chile u boats ru uay ollar uc ymont ndirect rade Current d isory ser ices cc ortuaria Corral ndirect associate Chile d isory ser ices ra il ollar u rasil poio ar timo ndirect er ices ransbordadora ustral room ndirect associate Chile hippin a ency ortuario associate ther Total foreign companies 167 - 248 - Cer ecera CC Chile tda Common director Chile o istics Total Accounts payable to related entities 332 - 469 - apa loyd Common director ermany ort operations u boats Container deposit and central or shop Cold stora e plant ther
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES otes to the Consolidated inancial tatements
NOTE 12 Balances and transactions with related parties, continued NOTE 12 Balances and transactions with related parties, continued
Contents (12.3) Effect on income of transactions with related entities, continued (12.4) Directors fee
Tax N° Company Relationship Country Transaction with effect on income he follo in amounts paid to the irectors are recorded for the concepts detailed belo of 12-31-2018 12-31-2017 ThUS$ ThUS$ .9 .3 ‐2 . ‐ 294 Director Tax N° Relationship Company Paid profit Paid profit sharing ‐ . . . ‐ 12 sharing year 2017 Assistance to year 2016 Assistance to . 2 . 5 ‐ . . ‐ 3 12-31-2018 Board of 12-31-2017 Board of ‐ ThUS$ Directors ThUS$ Directors 92. 11. ‐2 . 4 1 12-31-2018 12-31-2017 ‐ ‐ ThUS$ ThUS$ 9 5 49 scar asb n art ne resident 9 . 4. ‐5 . . 3 13 ean aul u sic ontbona ice resident 5 ‐ elipe oannon resident and and and 2 uan ntonio l are irector 1.14 .2 ‐5 . . 1 and 91. 41. ‐ . . 2 ern n chi uc irector .9 3.2 ‐ . . ‐ ‐ and 9 . 3.15 ‐ . . . 14 14 rturo Claro ern nde irector ‐ ‐ 99.5 1. ‐1 . . 91 3 ario a o e irector .353. ‐ . 3 ‐ rancisco uti rre h irector and ‐ 2 rancisco re ac enna irector ‐ 2 ‐ or e uti rre ubill irector 9 ‐ and Christoph chiess chmit irector ‐ 3 ‐ 2 icardo aidele C irector ie o aci alupo racena irector . 2 . 51‐ . . 2 9 2 53 rmando aldi ieso ontes irector ‐ . . 5 3 uri ia eyes irector - 1 ‐ ranco ontalbetti oltedo irector 99.5 . 3 ‐2 . . 21 9 ie o renda alamanca irector - ‐ . . . . 1 23 1 325 lberto r ue Calbucura irector - 2 ‐ odri o aura oletic lternate irector - - 14 ‐ acario ald s ac yns i 14.123.555‐9 ice resident Total 1,106 425 824 446 . 14.2 1‐ . . 2 3 resident of since u ust 9 . 9 .24 ‐3 4 1 resident of until u ust . 9. 9‐ . . ‐ 1 irector of since u ust .33 .3 1‐1 ‐ 4 n addition to per diems and participations durin the current year remunerations amountin to h ha e been paid h in 99.5 .2 ‐ 1 resident of until pril .2 2.5 9‐ 2 ‐ resident of since pril .15 .2 ‐ . . ‐ 1. 95.4 ‐ . . 1 3 93.453. ‐ . . ‐ s of ecember the Company has pro isioned a total amount of h h in the .3 .21 ‐5 494 ‐ ‐ 3 215 same period of for accrued participation in earnin s for hich ill be paid to the irectors 1 1 2 of the follo in year note ‐ 2 3 4 2 1 944 34 5 394 143 ‐ ‐ 1 251 2 251 5 112 1 95 9 1
.
. . .
.
5
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
NOTE 13 Inventories, current and non-current NOTE 14 Other non-financial assets, current and non-current, continued
Contents 12-31-2018 12-31-2017 14.3 Other non-financial assets Non-current Non- Current ThUS$ Total Current current Total 12-31-2018 12-31-2017 ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ Current Non-current Total Current Non-current Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ 2 25 ‐ 25 25 ‐ 25 Supplies for service provision 1 2 3 4 2 5 2 3 3 1 99 3 9 ‐ 3 9 3 221 ‐ 3 221 1 925 1 5 9 1 9 43 1 91 1 529 Total 461 402 863 521 836 1,357 2 ‐ 2 95 ‐ 95 . 1 ‐ 1 134 ‐ 134 1 15 ‐ 15 21 ‐ 21 2 . Total inventories 12,885 1,056 13,941 13,705 1,091 14,796 1 ‐ ‐ . NOTE 15 Financial information of subsidiaries, associates and joint ventures
(15.1) Summary of financial information of subsidiaries, aggregated 31 2 1 31 9 3 224 31 2 1 .
31 2 1 31 2 1 31 2 1 .
NOTE 14 Other non-financial assets, current and non-current Tax N° Company Country Functional Ownership interest Total Total non- Total Total Revenue Cost of Income for the currency Current assets current current Non-current sales period assets liabilities liabilities attributable to ‐ ‐ owners of parent Direct Indirect % Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ % % 12-31-2018 12-31-2017 92. 4 . ‐4 . . 99.9995 . 5 1 2 4 429 4 29 43 14 2 5 4 2 1 5 5 134 5 2 5 Note Current Non-current Total Current Non-current Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ . 5 . 3‐1 . . . 99.9995 . 5 1 14 451 23 523 1 3 42 2 9 942 199 1 33 95 14.1 4 2 15 53 19 24 5 191 14 19 951 . 29.932‐ . . 99.99945 . 55 1 4 523 95 3 3 32 5 35 4 539 24 14.2 4 22 1 92 5 54 5 49 1 9 3 .4 9.53 ‐ 1 ‐ 1 22 999 4 ‐ ‐ ‐ ‐ 14.3 4 1 4 2 3 521 3 1 35
Total Other non-financial assets 9,455 22,158 31,613 10,766 21,445 32,211 31 2 1 12-31-2018 12-31-2017 14.1 Advance payments Current Non-current Total Current Non-current Total Tax N° Company Country Functional Ownership interest Total Total non- Total Total Revenue Cost of Income for the ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ currency Current assets current current Non-current sales period assets liabilities liabilities attributable to 3 9 ‐ 3 9 3 9 3 ‐ 3 9 3 owners of parent Direct Indirect % Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$
4 15 53 15 99 439 14 15 199 % % 31 ‐ 31 123 ‐ 123 92. 4 . ‐4 . . 99.9995 . 5 1 3 3 523 44 92 2 51 219 2 1 1 3 4 3 52 421 ‐ 421 5 ‐ 5 . 5 . 3‐1 . . . 99.9995 . 5 1 1 532 4 9 1 35 2 52 123 13 94 4 1 9 34 Total 4,288 15,536 19,824 5,191 14,760 19,951 . . 29.932‐ . . 99.99945 . 55 1 55 112 9 355 13 12 4 31 39 24 2 45 .4 9.53 ‐ 1 ‐ 1 155 9 4 4 ‐ ‐ ‐ 4 12-31-2018 12-31-2017 14.2 Tax credit Current Non-current Total Current Non-current Total ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$
4 22 1 92 4 1 5 49 1 3 ‐ ‐ ‐ 1 3 ‐ 1 3
Total 4,706 6,220 10,926 5,054 5,849 10,903 . . . . .
59
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
NOTE 15 Financial information of subsidiaries, associates and joint ventures, continued NOTE 15 Financial information of subsidiaries, associates and joint ventures, continued Contents (15.2) Detail of movements of investments for 2018 and 2017 (15.2) Detail of movements of investments for 2018 and 2017, continued 2018
31 2 1 . . Sociedad Portuaria Granelera de Caldera S.A. Adjustment Balance at fair Book value at fair value value 1 Statement of financial position ThUS$ ThUS$ ThUS$ . 1 22 ‐ 1 22 ‐ 4 52 4 2 2 25 2 1 . . Total assets 50,278 40,208 90,486 . . 4 14 ‐ 4 14 . ‐ 33 9 12 2 45 1 . Total liabilities 38,423 12,062 50,485 Equity 11,855 28,146 40,001 ThUS$ 2017 Share of SAAM on identifiable net assets (51%) 20,400 Consideration transferred 2 1 2 4 . . 1 . . Goodwill determined - . . . . . . . . 13 2 1 . . . 4 5 51 . . . . . 5 . 3 2 1 . . . . 124 42 . . ‐ . . . . . . 1 34 33 225.
1 2 1 51 . . 2 2 . 5 4 1 . 4 211 2 .2.4 Sociedad Portuaria de Caldera S.A. . Adjustment Balance at fair
Book value at fair value value 3 2 1 . . Statement of financial position ThUS$ ThUS$ ThUS$ 4 199 ‐ 4 199 . . 2 94 . ‐ 19 3 513 19 3 34 . Total assets 23,882 67,513 91,395 292 ‐ 292 ‐ 51 2 254 29 5 Total liabilities 16,043 20,254 36,297 Equity 7,839 47,259 55,098 ThUS$ Share of SAAM on identifiable net assets (51%) 28,100 Consideration transferred 2 1 Goodwill determined - 1 2
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
NOTE 15 Financial information of subsidiaries, associates and joint ventures, continued NOTE 15 Financial information of subsidiaries, associates and joint ventures, continued
Contents (15.2) Detail of movements of investments for 2018 and 2017, continued (15.3) Summarized financial information of associates and joint ventures as of December 31, 2017:
2017, continued Associates Current Non-current Current Non-current Operating Operating Retained assets assets liabilities liabilities income costs Earnings (Losses) 11 2 1 . . ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ 15 . . . . . . 139 9 5 2 1 9 9 2 52 12 23 11 1 9 4 . . 11 1 9 12 59 31 549 93 11 41 29 39 55 3 939 . 11 5 . 15 159 4 2 ‐ 319 1 1 3 2 4 2 .2.4. . 52 532 43 ‐ 1 119 1 9 . . 4 13 9 2 2 9 ‐ 25 . . 1 3 9 23 54 ‐ 5 5 2 5 12 . . 242 2 2 595 39 1 3 229 3 4 1 2 1 . . . . . 2 94 4 2 3 4 24 1 3 1 3 14 . . . . 4 539 1 33 1 233 3 9 54 4 12 . . 3 5 1 2 9 3 3 5 25 1 2 24 4 154 . . . . . 3 12 53 2 24 2 313 9 39 21 1 21 . . . 41 4 3 2 35 24 91 134 5 512 3 295 4 399 . . 29 5 14 99 49 12 2 2 322 19 . . 33 22 35 1 9 1 5 5 2 155 1 4 113 2 2 1 . 22 ‐ ‐ ‐ ‐ ‐ ‐ . 5 5 . . . . 1 49 2 2 313 ‐ 1 2 2 3 9 . . 1 . . . 9 1 9 2 2 3 4 1 2 1 1 3 12 124 3 992 . 11 33 1 4 4 4 3 13 19 259 1 5 2 2 . ‐ 13 ‐ ‐ ‐ 1 (15.3) Summarized financial information of associates and joint ventures as of December 31, 2018 . . 1 ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 1 52 52 954 11 2 2 4 1 32 523 14 39 11 4 . . 2 5 4 15 2 13 1 3 5 512 5 554 1 23 Associates Current Non-current Current Non-current Operating Operating Retained assets assets liabilities liabilities income costs Earnings . . 1 ‐ 2 ‐ ‐ ‐ 92 (Losses) . . 9 2 4 9 ‐ ‐ ‐ 2 225 ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ . 2 ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 11 4 24 44 1 431 1 555 31 29 25 3 2 4 4 . . 3 1 5 111 3 22 1 2 9 43 1 54 . . 11 5 119 55 34 233 2 1 5 4 1 4 39 534 53 . . 39 213 251 2 2 1 5 2 124 394 125 1 29 . 1 ‐ ‐ ‐ ‐ ‐ 4 4 1 . . 32 3 233 1 14 1 51 2 2 1 . . 21 3 3 1 291 2 29 3 32 15 . . 92 25 23 ‐ 5 9 5 5 5 5 . . 9 2 213 33 5 2 5 14 219 . . 2 923 4 2 54 195 2 19 1 3 . . 4 2 1 1 1 4 1 335 3 31 1 3 9 4 5 41 . . 3 31 3 921 2 4 3 3 921 23 1 22 529 22 . . 4 9 2 2 1 1 19 9 554 5 31 2 559 . . 42 15 19 929 3 5 3 123 99 93 31 1 11 2 . . 33 4 149 94 9 9 4 3 1 1 4 4 135 3 911 . . 3 21 3 9 4 11 222 3 2 4 1 5 9 . 2 1 332 1 ‐ 2 594 1 95 554 . . 12 5 4 1 4 34 1 249 24 15 1 5 3 9 . 13 5 255 54 1 939 23 9 1 524 3 15 . 5 ‐ 13 ‐ ‐ ‐ 2 . . 15 91 5 543 13 1 3 35 5 1 233 1 1 . . 2 5 5 159 4 422 23 5 2 9 3 5 . . 23 4 9 11 ‐ ‐ ‐ 2 . . 2 535 4 2 2 21 1 9 9 41 42 1 4 . . 34 1 24 9 3 943 112 1 2 1 1 9 2 4 1 1 . . 31 2 1 .
3 4
Contents
SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
NOTE 16 Investments in associates NOTE 16 Investments in associates, continued
16.1) Detail of investments in associates 16.1) Detail of investments in associates, continued
Balance as of Capital Dividends Employee Balance as of Balance as of Dividends Balance as of Percentage of Share in profit or Conversion Unrealized Other Associate Country Currency December 31, contributio Earnings Hedge reserve benefits December 31, ownership loss reserve profits variations Percentage of December 31, Capital Share in profit or Earnings Conversion Hedge Unrealized Employee Other December 31, 2017 ns distribution reserve 2018 Associate Country Currency ownership 2016 contributions loss distribution reserve reserve profits benefits reserve variations 2017 ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ ThUS$ . . 5 . 5 2 4 ‐ 1 2 2 ‐ 4 ‐ ‐ 43 ‐ 3 4 5 . 4 322 ‐ 952 ‐ ‐ ‐ ‐ ‐ ‐ 5 2 4 . . 35. 5 39 ‐ 1 ‐ ‐ ‐ ‐ ‐ ‐ 5 2 2 . . 2 ‐ 12 ‐ ‐ ‐ 4 ‐ . . 35. 9 ‐ 1 3 9 ‐ ‐ ‐ ‐ ‐ ‐ 5 39 . 5 . 4 ‐ . 5 . 1 ‐ 5 ‐ ‐ ‐ ‐ ‐ ‐ 4 5 5 5 13 ‐ ‐ ‐ ‐ 235 5 . 121 ‐ 55 ‐ 9 ‐ ‐ ‐ ‐ 5 . 5 . 5 ‐ . . 5 . 2 ‐ 13 ‐ 19 ‐ ‐ ‐ ‐ 24 ‐ 2 ‐ ‐ ‐ ‐ 2 4 . 5 . 24 ‐ . . 4 . 24 ‐ 5 3 ‐ ‐ ‐ ‐ ‐ 2 .5 ‐ 1 ‐ ‐ ‐ ‐ ‐ ‐ 9 . . 35. 2 ‐ 24 2 ‐ ‐ ‐ ‐ 2 2 3 . . 1 ‐ ‐ ‐ ‐ ‐ ‐ . . 5 . ‐ ‐ ‐ ‐ ‐ ‐ ‐ 95 . . .5 9 ‐ . . .5 3 ‐ 1 ‐ ‐ ‐ ‐ 1 ‐ 3 . . 5 . 95 ‐ 19 ‐ ‐ ‐ ‐ ‐ ‐ 114 . . .5 5 ‐ 1 ‐ 1 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 1 ‐ 2 . . .5 3 ‐ . . 5 . 45 ‐ 9 4 1 33 4 ‐ ‐ ‐ ‐ 5 9 1 . . 5 . 4 49 ‐ 2 4 3 4 ‐ ‐ ‐ 52 ‐ 45 424 1 ‐ 1 ‐ ‐ ‐ 3 4 . . .5 ‐ 5 . 31 594 ‐ 359 1 41 4 ‐ ‐ ‐ ‐ 29 441 . . 1 2 1 1 315 ‐ ‐ ‐ 1 5 255 . 1. ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 5 . 5 9 ‐ . . 4 5 . 3 25 ‐ 1 99 3 11 ‐ ‐ ‐ ‐ ‐ 2 5 1 . . 5 . 45 424 ‐ 4 2 4 531 ‐ ‐ ‐ 1 419 1 43 . 4 1. 13 ‐ 3 ‐ ‐ ‐ ‐ ‐ ‐ 1 . . 5 . 29 441 ‐ 1 95 ‐ 5 ‐ ‐ 4 2 2 95 . . 5 . ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 5 . 2 5 ‐ 2 9 ‐ ‐ ‐ ‐ 41 ‐ 5 43 . 5 . 499 ‐ 141 5 2 2 ‐ ‐ ‐ ‐ 555 . 1. 1 ‐ ‐ ‐ ‐ ‐ ‐ ‐ 22 . 5 . 2 ‐ ‐ ‐ ‐ ‐ ‐ 1 ‐ 3 1 5 5 1 32 95 ‐ ‐ 9 ‐ 1 . 5 . 555 ‐ . . 15. 95 ‐ 4 ‐ ‐ 2 ‐ ‐ ‐ 1 ‐ ‐ ‐ ‐ ‐ ‐ 4 . . 25. 11 55 ‐ 2 9 1 994 9 ‐ ‐ ‐ ‐ 13 9 . 5 . 3 ‐ . . 5 . 1 944 ‐ 5 14 ‐ ‐ ‐ 45 1 4 4 45 1 445 1 1 ‐ ‐ ‐ ‐ 14 32 5 . 3 ‐ 4 434 ‐ ‐ ‐ ‐ ‐ ‐ . . 25. 13 9 ‐ . . . . 5 . 2 4 4 ‐ 1 113 35 ‐ ‐ ‐ ‐ ‐ 2 2 154 ‐ 1 4 ‐ ‐ ‐ 15 1 23 . . 5 . 1 4 ‐ . . 3 33.33 5 42 ‐ 3 ‐ 19 ‐ ‐ ‐ ‐ 5 4 2 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 5 . 2 2 ‐ 41 4 ‐ ‐ ‐ ‐ ‐ 2 544 ‐ . . 1 ‐ 1 12 ‐ ‐ ‐ ‐ 4 1 4 . . 3 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 3 33.33 5 4 2 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ . . 49. 1 4 4 ‐ 1 54 ‐ ‐ ‐ ‐ ‐ 1 54 . . 2 5 . . 5 . 1 1 2 ‐ 3 431 12 29 3 ‐ ‐ ‐ ‐ 91 22 . . ‐ 53 1 ‐ 4 2 2 29 ‐ ‐ 5 391 ‐ Total 226,360 - 18,256 (22,852) (3,400) - - (1,893) (214) 216,257 5 . . ‐ 2 343 ‐ 39 ‐ ‐ ‐ ‐ ‐ 2 3 4 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 39 2 .2.1 2 .2.2 2 .2.3 . . 49. 1 3 1 ‐ 41 ‐ ‐ ‐ ‐ ‐ 295 1 4 4 . . . . 2 5 . 1 3 3 3 ‐ 9 415 12 554 142 - - ‐ ‐ 1 1 2 (1) Net of the amortization of complementary investment, EV corresponds to ThUS$ 4,392 and the amortization for the 2018 period amounts to ThUS$ 125. . . . 3 ‐ ‐ - - - - - 5 ‐ (2) The goodwill related to the acquisition of the interest in SAAM SMIT Towage Brasil is included as part of the investment value and amounts to ThUS$ 22,136. The interest at equity value amounts to Total 296,207 - 22,935 (33,929) 1,907 33 - (54) (60,739) 226,360 ThUS$ 69,487. 2 .2.1 2 .2.2 2 .2.3
(3) The goodwill related to the acquisition of the interest in Puerto Buenavista is included as part of the investment value and amounts to ThUS$ 1,114. The interest at equity value amounts to ThUS$ (1)Net of the amortization of complementary investment, EV corresponds to ThUS$ 1,563 and the amortization for the 2017 period amounts to ThUS$ 125. 3,089. (2)The goodwill related to the acquisition of the interest in SAAM SMIT Towage Brasil is included as part of the investment value and amounts to ThUS$ 22,136. The interest at equity value amounts to ThUS$ 77,966. (3)The goodwill related to the acquisition of the interest in Puerto Buenavista is included as part of the investment value and amounts to ThUS$ 1,950. The interest at equity value amounts to ThUS$ 3,532. (4) These companies changed their functional currency as of 01.01.2016 (5) Corresponds to the sale of the investment in Peru and Uruguay that took place in May 2017, as explained in 15.2 and 34. (6) Corresponds to the reclassification of interest to assets held for sale, as described in Note 8.
5 SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES SOCIEDAD MATRIZ SAAM S.A. AND SUBSIDIARIES
NOTE 16 Investments in associates, continued NOTE 16 Investments in associates, continued Contents 16.2) Description of activities of joint ventures and associates 16.2) Interest in associates and joint ventures, continued
12 21 Reloncaví (Chile) . . San Antonio Terminal Internacional S.A. (Chile) . . . . . . SAAM SMIT Towage Brasil S.A. (Brasil)
San Vicente Terminal Internacional S.A (Chile) 4 . ‐ . 16.3) Restrictions and contingent liabilities
Transbordadora Austral Broom S.A. – Tabsa (Chile) a) Significant restrictions in associates and joint ventures
Antofagasta Terminal Internacional S.A. . . Antofagasta Terminal Internacional S.A. (Chile) ‐ . 2 1 . 2 4‐5 SAAM SMIT Towage Brasil S.A. . . b) Contingent liabilities Aerosan (Chile and Colombia) 3 .1 . . . . . . . . 3 .2 . ‐ . . . . . . . . . . .
.
Contents . . . 2 1 . 1 1 5 1 45 9 3 343 3 19 14 12 9 1 1 3 11 152 4 2 . 1 .4 323 924 112 2 4 211 323 9 24 22 3 12 4 5 3 92 545 13 24 3 3 1 1 . . 1 .5 34. 25 35.325 .5 34. 25 35.325 . . 1 .5 49. 5 5 .25 .5 49. 5 5 .25 . . 1 .5 49. 5 5 .25 .5 49. 5 5 .25 . 2 1. 49. 5 . 1. 49. 5 . . 2 1. 49. 5 . 1. 49. 5 . 1 . . . . . . . 2 . . ‐ ‐ ‐ 4 4 ‐ 4 4 3 ‐ 13 1 93 4 9 ‐ 929 ‐ ‐ ‐ 1 3 9 3 2 ‐ 1 3 9 3 1 ‐ 1 1 2 2 1 21 3 5 25 1 ‐ ‐ 3 449 ‐ ‐ 522
. . . . 3 ‐ 3 3 ‐ 3 ‐ ‐ 1 1 3 ‐ ‐ 1 1 . 45 2 ‐ 45 2 54 25 ‐ 54 25 ‐ ‐ ‐ ‐ 9 9 22 2 2 ‐ ‐ 24 3 ‐ ‐ 1 4 3 ‐ 51 ‐ 13 2 2 23 9 3 5 2 234 1 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 99 ‐ ‐ ‐ 5 5 ‐ 43 2 5 ‐ 5 1 29 3 . 2 . . . . 15.2. 3 32.
9
Contents
. 12.31.2 1 12.31.2 1 . . 3 2 3 39 939 1 141 31 2 1 2 31 421 . . 2 4 . . . . 31 4 33 259 . . 3 2 4 31 2 1 33 . . 3 31 2 1 . . 4 9 9
. . 1 5 3 1 3 . 15 . 1 5 1 4 4 144. . 35.
32 2 4 31 2 1 .
54 129 ‐ 54 129 53 4 9 ‐ 53 4 9 94 5 5 3 1 1 5 414 33 2 2 54 15 4 5 1 4 41 2 1 2 1 4 3 1 9 1 5 29 55 12 9 4 1 1 5 9 12 1 54 294 1 13 5 35 3 32 2 3 5 3 2 93 2 5 1 1 949 1 52 13 15 1 9 2 24 3 3 3 4 3 223 2 293 93 19 33 ‐ 19 33 3 225 ‐ 3 225 9 9 5 31 2 52 4 4 4 2 594
1 2
Contents
. . 1 5 5 21 152 2 1 . 1 15 1 1 9 2 1 . 31 2 1 5 2 1 11 2 1 . 3 .3
4 2 34 2 9 9 13 5 3 54 1 1 5 513 32 39 521 5 55 5 ‐ ‐ 44 15 251 24 ‐ ‐ 1 ‐ ‐ 1 9 1 5 ‐ ‐ ‐ ‐ 2 . 3 ‐ 539 2 1 34 54 14 ‐ ‐ ‐ 3 139 4 1 1 44 2 3 29 554 5 152 5 5 39 ‐ ‐ 1 ‐ ‐ ‐ ‐ ‐ ‐ ‐ 1 ‐ 4 2 5 3 2 3 435 44 1 3 19 ‐ 559 44 2 ‐ 52 19 431 452 4 ‐ 1 ‐ 2 13 ‐ ‐ 4 591 3 ‐ ‐ ‐ ‐ ‐ 144 4 35 ‐ 195 33 1 1 ‐ ‐ ‐ ‐ 2 1 4 252 5 52 1 9 9 1 11 3 3 5 2 594 25 4 51 ‐ 3 5 1 1 9 59 1 ‐ ‐ 5 34 1 4 1 341 2 4 9 2 ‐ 3 ‐ 4 3 5 9 ‐ 5 224 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 224 ‐ 1 1 ‐ 5 4 2 592 592 1 15 2 4 ‐ 5 43 941 2 ‐ 1 1 1 ‐ 14 5 3 ‐ 1 24 4 2 1 1 ‐ ‐ 3 9 1 ‐ 3 ‐ ‐ ‐ 4 3 5 ‐ 11 ‐ ‐ 19 ‐ ‐ 1 12 142 224 ‐ 224 ‐ 11 11 1
1 . . 2 29 3 . 1 3 . 29 3 4 39 . 5 19. 32. ‐ .
3 1 2 1 . 3 31 2 1 2 .
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Contents
1 91 43 1 2 1 3 ‐ 1 3 ‐ 12 12 5 9 5 5 141 1 92 4 951 2 31 495 ‐ 2 2 2 2 4 19 11 2 24 2 24 ‐ 31 4 31 4 1 2 ‐ 1 2 9 ‐ 9 4 525 ‐ 4 525 ‐ 1 14 1 14
2 14 91 14 1 12 1 5 922 2 23 35 1 949 915 1 34
959 ‐ 959 13 2 5 2 15 23 9 241 1 ‐ 2 111 2 111 2 1 . 41 2 1 2 2 ‐ 33 2 33 2 1 ‐ 1 9 2 ‐ 9 2 1 919 ‐ 1 919 ‐ 33 33 .
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Contents
31 2 1 2 1
1 949 2 ‐ 3 1 91 959 4 ‐ ‐ ‐ 1 3 2 1 ‐ ‐ 29 52 ‐ 1 949 13 ‐ ‐ ‐ 13 ‐ 1 121 ‐ ‐ 1 2 ‐ ‐ 959 5 2 41 ‐ ‐ ‐ 5 141 43 ‐ ‐ 5 ‐ 25 13 41 32 ‐ 2 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 9 2 21 2 ‐ ‐ 9 3 942 ‐ 1 2 5 2 ‐ ‐ 5 2 5 ‐ ‐ 34 ‐ ‐ 41 1 3 5 ‐ ‐ ‐ 1 2 1 1 ‐ ‐ 195 ‐ ‐ 9 2 1 919 2 ‐ ‐ ‐ 4 525 93 ‐ ‐ 213 ‐ ‐ 1 2 34 ‐ ‐ 115 ‐ ‐ 1 919 915 ‐ 2 2 ‐ ‐ 43 2 ‐ 14 ‐ 12 15 23 ‐ 4 54 2 ‐ 1 92 9 ‐ ‐ 3 2 3 259 915 2 111 ‐ 2 92 21 ‐ 2 2 1 ‐ ‐ 2 ‐ ‐ 2 2 1 ‐ 1 ‐ ‐ 2 24 11 1 ‐ ‐ 3 15 251 ‐ 15 23 33 2 ‐ 1 3 4 ‐ ‐ 31 4 29 433 ‐ ‐ 3 5 9 24 ‐ 2 111 33 ‐ ‐ ‐ 1 14 1 4 ‐ ‐ 214 ‐ ‐ 2 1 3 2 2 9 34 53 5 54 ‐ ‐ 33 2 1 ‐ ‐ 2 ‐ ‐ 33 1 4 2 21.3.
2 . . . . 15.2 .
Contents ‐
2 1 2 1 ‐ 22.1 35 3 1 13 49 1 3 51 4 13 151 5 191 94 22.2 2 121 99 3 119 2 412 3 119 5 531 22.3 ‐ ‐ ‐ 53 32 5 1 3 554 1 9 22.4 131 113 4 2 113 3 144 124 125 21 1 543 55 2 22.5 ‐ ‐ ‐ 4 95 ‐ 4 95 . 21 5 ‐ 2 929 1 22. 1 4 3 3 43 542 5 429 3 32 43 4 1 21.2 4 2 4 2 93 ‐ 1 . . 13 15 13 2 1 . . . . 2 122 2 9 2 1 1 9 . . 1 2 1 2 4 1 2 .1 2 .2 3 3 2 11 15 2 1 . . . 2 9 2 1 . . 1 3 22. . 3 554 1 9 2 1 3 . . . . . . . . 31 2 1 192 39 2 1 . .3 12. . 2 2 1 . . 5 15 . .
‐ 4 13 2 1 ‐ 4 231 34 42 11 29 33 35 3 1 2 412 ‐ ‐ 2 542 2 121 ‐ 12 3 2 121 2 . 22 41 25.5 31 4 2 144 ‐ ‐ 3 124 ‐ 3 1 9 ‐ 131 4 95 ‐ ‐ 4 95 ‐ ‐ ‐ ‐ ‐ 14.15 11 4 3 .29 4 42 ‐ 151 5 21 34 ‐ ‐ 34 42 1 ‐ ‐ 13 49 ‐ 1 . 15 11 21. 2 25 954 3 119 ‐ ‐ ‐ 2 121 ‐ ‐ ‐ 99 124 ‐ ‐ ‐ ‐ 1 9 4 ‐ 441 113 4 2 ‐ 3.41 2 34 3. 4 41 .19 15 . 9 1
9
Contents
31 2 1
2 ‐2 3 4 1 . 9 . . ‐ 1 5 241 34 1 2 4 22 4 5 3 5.9 2 9 .915.33 ‐ . . 9 . . ‐ 2 52 ‐ 2 52 2 594 ‐ ‐ ‐ ‐ 2 594 5 24 2.3 4.94 1 2
99224 932 1 . . 9 . 3 . ‐ 1 9 94 2 1 1 95 1 95 1 95 94 ‐ 31 4 3.21 3.3
99224 932 1 . . 9 . . ‐ 41 25 1 2 25 ‐ ‐ ‐ ‐ 25 1 91 3.5 3. 9 99224 932 1 . . 9 . . ‐ 3 5 3 5 3 5 ‐ ‐ ‐ ‐ 3 5 1 135 3.5 3.
99224 932 1 . . 9 . 3 . ‐ ‐ 1 932 1 932 1 5 1 5 1 5 1 5 4 12 1 14 12 3.95 4.1
99224 932 1 . . ‐ ‐ 1 991 1 991 1 1 1 1 3 11 2 13 2 1 1. 4.9
99224 932 1 . . 9 . 3 . ‐ 1 1 3 52 3 333 3 333 3 333 3 333 1 14 999 1 52 4. 4.2
. ‐ 9 . 3 . ‐ 25 1 3 5 25 1 25 1 25 1 25 2 5 5 2 2 3. 4 . . .
‐ . . ‐ 3 93 1 244 5 4 ‐ ‐ ‐ ‐ 5 4 1 .5 .5 2
‐ . . ‐ 312 939 1 251 1 49 ‐ ‐ ‐ ‐ 1 49 2 3 5.5 .43 2
‐ . . ‐ 1 1 51 2 5 9 3 2 531 5 41 329 5. 5. 2
‐ . . ‐ 191 259 2 2 294 31 915 2 5 2 324 5. 5.19
‐ ‐ 945 1 9 2 931 2 2 9 1 3 5 3 21 11 9 23 32 2 3 5. 5. 9 2 . . 5.35 ‐ ‐ 2 1 2 1 12 3 ‐ ‐ ‐ 1 2 3 2 2 5 . 5 2 . . 5. 9 1 . . . . ‐ ‐ 9 9 ‐ ‐ ‐ 1 24 9 3 4.31 2 412 1923 ‐ 33 1 1 344 1 344 13 4 4 ‐ ‐ ‐ 14 1 1 1 2 3.2 2 1. 5 412 1923 ‐ 9 293 391 391 391 391 1 11 ‐ 11 291 11 2 4.1 1.45
532 ‐ 1 2 32 11 3 1 253 2 955 93 93 4 ‐ ‐ 2 34 3 295 3.45 5. 1
211552 . . 3 21 13 1 1 5 ‐ 5 ‐ ‐ ‐ ‐ ‐ ‐ 5 . .
1 . 2 3 . . 3 1 ‐ .
1
Contents
31 2 1
9 . 9 .2 ‐4 9 . 3 . ‐ 4 2 ‐ ‐ ‐ ‐ ‐ ‐ 4.5 4.5 . 12 1 9 . 45. 3 ‐ ‐ 3 35 3 35 3 ‐ ‐ ‐ ‐ 3 35 4. 4.2 2 . . . . 2 ‐2 3 4 1 9 . . ‐ 2 251 2 1 251 251 251 251 251 1 255 1 52 3 5.12 . 9 .915.33 ‐ 9 . 3 . ‐ 1 499 1 54 3 39 ‐ ‐ ‐ ‐ ‐ ‐ 3 39 2.5 4.13 2 . . 9 .915.33 ‐ 9 . . ‐ ‐ 2 9 2 9 2 591 2 591 ‐ ‐ ‐ 5 1 2 1 2.3 4.94 1 2 . .
99224 932 1 . . 9 . 3 . ‐ 1 9 94 2 43 1 95 1 95 1 95 1 95 94 52 1 5 3.21 3.3
99224 932 1 . . 9 . . ‐ 53 25 1 2 1 25 24 ‐ ‐ ‐ 1 4 3 152 3.5 3. 9 99224 932 1 . . 9 . . ‐ 392 3 5 5 3 5 ‐ ‐ ‐ 1 125 1 92 3.5 3.
99224 932 1 . . 9 . 3 . ‐ 1 93 999 1 5 1 5 1 5 1 5 5 3 14 3 15 2 3.95 4.1
99224 932 1 . . ‐ ‐ 1 9 1 9 1 1 1 1 5 4 13 1 15 1. 4. 9
99224 932 1 . . 9 . 3 . ‐ 215 1 1 2 3 333 3 333 3 333 3 333 5 1 332 2 214 4. 4.2
. ‐ 9 . 3 . ‐ 54 25 1 3 9 1 25 1 25 1 25 1 25 3 125 125 9 5 4 2 3.53 . . . ‐ ‐ 291 4 1 1 5 1 5 ‐ ‐ ‐ ‐ 1 5 3 4 .5 . 2 . . ‐ ‐ 2 2 9 1 1 2 2 245 ‐ ‐ ‐ ‐ 2 245 3 41 5.5 .42 2 . . ‐ ‐ 34 29 1 4 3 ‐ ‐ ‐ ‐ ‐ ‐ 1 4 3 5. .2 2 . . ‐ ‐ 9 3 1 4 2 21 2 5 4 2 3 2 92 3 15 12 2 2 29 99 5. 5. 2 . . 5.35 ‐ ‐ 24 33 9 9 1 35 1 1 5 94 ‐ ‐ 2 234 3 213 . 5 2 . . 5.
9 1 . . . . ‐ ‐ 2 1 2 1 ‐ ‐ ‐ ‐ ‐ ‐ 2 1 4. 4. 2
9 1 . . . . ‐ 4 3 4 3 52 ‐ ‐ 24 32 52 3 4.31 2 412 1923 ‐ 3 5 1 9 1 4 1 1 4 1 15 4 ‐ ‐ ‐ 1 2 1 3.42 2 1. 5 532 ‐ 1 2 32 11 3 1 542 419 9 1 93 93 93 4 ‐ 3 2 4 23 3.45 5. 1 1 . 2 3 . .
2
Contents
31 2 1
9 . 3 . ‐ 9 .915.33 ‐ 455 1 3 1 41 94 ‐ ‐ ‐ ‐ 94 2 1 2. 2. 94‐134 393 ‐ 1 2 242 42 ‐ ‐ ‐ ‐ 42 2 4 3. 4 3. 4 . 94‐134 393 ‐ 2 5 15 ‐ ‐ ‐ ‐ 15 22 4. 5 4. . 2113 1 1 . . 2 9 ‐ ‐ ‐ ‐ ‐ ‐ 9 5.5 5. 5 2113 1 1 . . 3 11 14 ‐ ‐ ‐ ‐ ‐ ‐ 14 5.5 5. 5 2113 1 1 . . 2 1 ‐ ‐ ‐ ‐ 1 9 5.5 5. 5
31 2 1
9 . 3 . ‐ 9 .915.33 ‐ 443 1 34 1 9 1 41 94 ‐ ‐ ‐ 2 1 4 5 1 2. 2.
9 . 3 . ‐ 9 .915.33 ‐ 91 153 244 ‐ ‐ ‐ ‐ ‐ ‐ 244 2.35 2.35 94‐134 393 ‐ 22 1 9 ‐ ‐ ‐ ‐ ‐ ‐ 1 9 4. 4. . 94‐134 393 ‐ 5 1 5 232 242 42 ‐ ‐ ‐ 2 4 51 3. 4 3. 4 . 94‐134 393 ‐ 2 5 15 ‐ ‐ ‐ 21 2 4. 5 4. . 2113 1 1 . . 2 9 1 ‐ ‐ ‐ ‐ 1 19 5.5 5. 5 2113 1 1 . . 3 1 13 13 ‐ ‐ ‐ ‐ 13 2 5.5 5. 5 2113 1 1 . . 2 9 1 ‐ ‐ ‐ 1 1 5.5 5. 5
3
Contents
31 2 1 31 2 1
2 1 31 2 1 . 2 1
92. 4 . ‐4 . . 9 3 1 ‐ 1 ‐ ‐ ‐ ‐ 1 31 2 1 31 2 1 . 2.2 1‐2 . . 11 42 ‐ 42 ‐ ‐ ‐ ‐ 42 9 .915.33 ‐ . . 41 3 ‐ 1 1 32 ‐ ‐ 32 4 2 1 .19 . 1 ‐5 . . 93 2 21 2. 2. ‐ 3 3 ‐ ‐ 5 3 1 ‐ ‐ 5 3 1 5 424 . .19 . 1 ‐5 . . 94 2 2 2.39 2. ‐ ‐ ‐ ‐ ‐ 5 111 5 111 5 1 9
. 2 1 .
.19 . 1 ‐5 . . 93 2 21 2. 2. ‐ 9 9 ‐ ‐ ‐ 2 1 ‐ 2 1 2 1
.19 . 1 ‐5 . . 94 2 2 2.39 2. ‐ 5 5 ‐ ‐ ‐ ‐ 2 2 2 45
1 2 1 115 13 . ‐ .
5
4
Contents
31 2 1 31 2 1
2 1
31 2 1 .
2 1
9 .915.33 ‐ 1. 1. 4 95 ‐ 4 95 ‐ ‐ ‐ ‐ ‐ ‐ 4 95 . .
Contents
22. .1 31 2 1 2 ‐2 3 4 1 . 9 . . ‐ 1 132 23 1 145 3 11 933 5 195 5 433 3 5.9 2 9 91533 ‐ . . 9 . . ‐ 1 35 1 3 2 5 2 ‐ ‐ 2 5 25 2.3 4.94 1 2 99224 932 . . 9 . 3 . ‐ 1 1 2 15 2 95 4 9 ‐ 3 9 22 3.21 3.3 1 99224 932 . . 9 . . ‐ 5 4 1 3 5 3 ‐ ‐ 3 1 941 3.5 3. 9 1 99224 932 . . 9 . . ‐ 395 3 3 3 2 ‐ ‐ 3 2 1 1 5 3.5 3. 1 99224 932 . . 9 . 3 . ‐ 1 21 1 2 2 2 419 2 34 5 2 4 9 9 13 9 1 31 3.95 4.1 1 99224 932 . . ‐ 1 243 1 222 2 4 5 2 3 15 3 9 12 9 2 15 43 1. 4.9 1 99224 932 . . 9 . 3 . ‐ 2 42 2 13 4 55 3 919 1 92 1 1 1 54 2 3 4. 4.2 1 . ‐ 9 . 3 . ‐ 95 1 5 1 1 532 4 3 1 2 22 455 1 3 2 3. 4 . . .
‐ . . ‐ 1 325 1 325 2 5 1 2 3 ‐ ‐ 1 2 3 3 913 .5 .5 2
‐ . . ‐ 4 3 1 3 1 1 ‐ ‐ 1 1 2 44 5.5 .43 2
‐ . . ‐ 494 494 9 9 2 9 2 35 5 9 5 5. 5. 2
‐ . . ‐ 1 3 1 3 3 3 1 9 9 5 2 43 2 4 5. 5.19
‐ ‐ 1 95 1 95 3 914 3 914 11 42 12 3 2 539 32 453 5. 5. 9 2 . . 5.35 ‐ ‐ 5 5 1 1 4 1 1 4 4 ‐ 1 25 2 432 . 5 2 . . 5. 9 1 . . . . ‐ 4 1 4 3 2 9 3 42 1 3 ‐ 1 1 25 5 3 3 4.31 2 412 1923 ‐ 92 92 1 52 1 59 13 95 ‐ 15 1 1 3.2 1 2 1. 5 412 1923 ‐ 49 551 1 4 1 12 4 ‐ 13 3 14 4.1 1. 5
532 ‐ 1 2 32 11 3 1 525 51 1 42 1 1 1 454 ‐ 2 4 4 3 5 3.45 5. 1
211552 . . 3 21 13 1 1 9 ‐ 9 ‐ ‐ ‐ ‐ 9 . .
1 . 2 3 . .
Contents
22. .1 31 2 1
9 9 2 ‐4 . 9 . 3 . ‐ ‐ ‐ ‐ ‐ ‐ 4.5 4.5
. . 12 1 9 . 45. 3 ‐ 1 21 1 592 3 213 3 91 ‐ ‐ 3 91 3 4 4. 4.2 2 . . 2 ‐2 3 4 1 . 9 . . ‐ ‐ 1 3 1 3 315 2 394 1 5 1 1 44 3 5.12 9 91533 ‐ . . 9 . 3 . ‐ 1 5 1 542 3 42 ‐ ‐ ‐ ‐ 3 42 2.5 4.13 2
9 91533 ‐ . . 9 . . ‐ 1 3 1 3 2 1 3 5 2 ‐ 5 9 2 2.3 4.94 1 2
99224 932 1 . . 9 . 3 . ‐ 2 21 ‐ 2 21 2 15 1 1 9 3 9 221 11 439 3.21 3.3
99224 932 1 . . 9 . . ‐ 1 35 1 3 5 3 ‐ 1 941 3 291 3.5 3. 9 99224 932 1 . . 9 . . ‐ 4 4 2 1 3 3 2 ‐ 1 1 5 1 9 5 3.5 3.
99224 932 1 . . 9 . 3 . ‐ 295 1 24 1 535 2 419 9 1 31 1 51 3.95 4.1
99224 932 1 . . ‐ 1 121 1 1 2 291 2 293 514 5 9 2 14 9 1 1. 4. 9
99224 932 1 . . 9 . 3 . ‐ 4 9 2 3 2 492 4 55 11 342 5 2 2 3 23 95 4. 4.2
. ‐ 9 . 3 . ‐ 91 1 5 1 525 4 311 3 29 9 12 1 94 2 3.53 . . .
‐ . . ‐ 1 339 1 3 2 5 1 325 9 3 ‐ 2 2 4 993 .5 . 2
‐ . . ‐ 5 2 4 1 3 2 4 3 ‐ ‐ 2 4 3 3 9 5.5 .42 2
‐ . . ‐ 1 53 ‐ 1 53 ‐ ‐ ‐ ‐ 1 53 5. .2 2
‐ ‐ 2 11 2 11 4 22 4 22 12 4 1 992 33 3 1 5. 5. 2 . . 5.35 ‐ ‐ 5 5 1 152 1 152 1 24 ‐ 2 39 3 55 . 5 2 . . 5.
9 1 . . . . ‐ 2 94 ‐ 2 94 ‐ ‐ ‐ ‐ 2 94 4. 4. 2
9 1 . . . . ‐ 4 23 4 42 9 43 1 1 ‐ 25 2 34 323 3 4.31 2 412 1923 ‐ 992 992 1 9 4 1 9 1 2 1 ‐ 1 1 2 151 3.42 1 2 1. 5
532 ‐ 1 2 32 11 3 1 542 534 1 1 43 2 4 4 ‐ 3 5 4 5 3 3.45 5. 1
1 . 2 3 . .
9
Contents
22. .2 31 2 1
9 . 3 . ‐ 9 .915.33 ‐ 94 94 1 9 94 ‐ ‐ 94 2 44 2. 2. 94‐134 393 ‐ 2 1 24 22 ‐ ‐ 22 4 3. 4 3. 4 . 94‐134 393 ‐ 2 5 15 ‐ ‐ 15 22 4. 5 4. . 2113 1 1 . . 5 5 1 ‐ ‐ ‐ ‐ 1 5.5 5. 5 2113 1 1 . . 14 ‐ ‐ ‐ ‐ 14 5.5 5. 5 2113 1 1 . . 4 4 1 ‐ ‐ 1 9 5.5 5. 5
22. .2 31 2 1
9 . 3 . ‐ 9 .915.33 ‐ 94 94 1 9 1 9 94 ‐ 2 44 4 4 2. 2.
9 . 3 . ‐ 9 .915.33 ‐ 1 4 1 245 ‐ ‐ ‐ ‐ 245 2.35 2.35 94‐134 393 ‐ 45 5 11 ‐ ‐ ‐ ‐ 11 4. 4. . 94‐134 393 ‐ 115 11 233 242 ‐ 41 2 3 51 3. 4 3. 4 . 94‐134 393 ‐ 3 3 ‐ 15 21 2 4. 5 4. . 2113 1 1 . . 5 5 1 1 ‐ ‐ 1 2 5.5 5. 5 2113 1 1 . . 14 14 ‐ ‐ 14 2 5.5 5. 5 2113 1 1 . . 4 4 9 1 ‐ 1 1 5.5 5. 5
9
Contents 22. .3 31 2 1 31 2 1 32 9 32 3 3 3 9 5 1
2 1
. .19 . 1 ‐5 . . 2 21 ‐ 1 1 1 435 1 435 1 435 55 54 ‐ ‐ 5 41 59 52
.19 . 1 ‐5 . . 2 2 ‐ 2 3 1 545 1 545 1 545 1 545 1 545 1 3 9 5 ‐ ‐ 31 2 1 31 2 1
2 1
.19 . 1 ‐5 . . 2 21 ‐ 9 1 5 1 5 1 5 1 5 2 1 ‐ 3 415 .19 . 1 ‐5 . . 2 2 ‐ 4 49 1 9 1 9 1 9 1 9 1 9 9 55 34 43 3 53 321 1 1 12 3 9 4 22. .4 31 2 1 31 2 1 1 53 11 2 1 1 2 2 2 2
2 1 9 .915.33 ‐ 4 1 2 1 3 2 3 2 12 24 1 4 2 24 12 1 9 1 2 2 3 3 4 14 5 4 1 3 2 9 59 33 2 5 ‐ ‐ ‐ 5 . . . . 24 4 9 4 3 3 9 1 331 3 5 9 ‐ 1 9 ‐ 1 9 ‐ ‐ ‐ ‐ 1 9 . .
‐ 2 4 ‐ 2 4 ‐ ‐ ‐ ‐ 2 4 . . ‐ 1 4 ‐ 1 4 ‐ ‐ ‐ ‐ 1 4 .
2 1
9 .915.33 ‐ 4 1 2 1 3 2 3 2 12 4 1 2 4 12 1 9 2 332 3 1 9 534 4 9 2 491 5 . . . . ‐ 1 ‐ 1 ‐ ‐ ‐ ‐ 1 . .
‐ 2 9 ‐ 2 9 ‐ ‐ ‐ ‐ 2 9 . .
91 92
Contents
‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 91 1 5 9 4 34 1 3 145 1 12 22 2 ‐ 91 1 3 5 1 2 ‐ ‐ ‐ ‐ ‐ ‐ ‐ 2 12 ‐ 14
3 3 1 22 1 2 2 1 55 1 ‐ 955 1 ‐ ‐ 1 ‐ ‐ ‐ ‐ ‐ ‐ ‐ 1 1 535 145 194 1 5 2 1 . ‐ ‐ ‐ ‐ ‐ ‐ ‐
1 . 31 2 1 31 2 1 . 1 14 2 ‐ 14 2 1 133 ‐ 1 133 53 ‐ 53 9 ‐ 9 4 ‐ 4 1 3 ‐ 1 3 2 292 ‐ 2 292 1 533 ‐ 1 533 ‐ 34 ‐ 34 431 2 451
1 ‐ 919 919 ‐ 4 4 2 ‐ ‐ 5 5 1 3 9 ‐ 9 5 ‐ 5 3 . 253 ‐ 253 2 ‐ 2
1 91 4 2 1 . .
.
2 .
2.5 .
93 94
Contents
2.43 2.3 2 1 1 3 91 1.3 1.3 2 1 3.4 . 3. 14. 4. 5 5. 112 455 1 334 5. 14. 2 1 . ‐ 9 3 11 1 5 ‐2 14 ‐2 14 2 1 2 4 2 ‐ 532 3 4 5 29 3 9 2
1 1 3 31 9 141 2 1 4 3 3 41 2 2 1 .
1 11 332 13 54 1 4 4 1 2 9 31 2 5 2 5 32 1 12 92 5 2 2 3 4 99 2 .3 45 9 123 511 1 21 11 332 3 3 ‐ 3 3 5 4 ‐ 5 4 51 ‐ 51 5 4 ‐ 5 4 2 42 ‐ 2 42 2 459 ‐ 2 459 45 511 3 12 ‐ 3 12 4 52 ‐ 4 52 ‐ 1 21 . 31 2 1 31 2 1 19. 1 . . . . . 2. 2.43 2.19 1.43 1.3 1.1 3. 4 ‐ 9. 3.4 ‐ . 3. ‐ .92 3.3 ‐ 1 .1 3. ‐ 14. 2. ‐ 13.23
.
95 9
Contents
2 .2.1 9 1 5 2 2 .2.2 5 21 25 2 .2.3 4 1 2 2 59 12.31.2 1 9 123 2 .2.4 44 2 3 44 2 91 9 32
12.31.2 1 9 123 1 1 9 224 .
31 2 1 9 3 91 9 3 . 5 2 5 4 ‐ 1 .1 3 4 1 9 29 4 995 . . 9 3 91 9 3 9 3 91 9 3 9 3 91 9 3
.
. .
25 2 922
‐ 1 9 3 91 9 3 1 .1 ‐ 33 - 59 34 ‐ 1 4 42 1 9
1 2 1 .
9 9
Contents
. 1 43 1 43 1 4 1 1 4 1 1 ‐ 1 325 1 325 2 59 1 4 ‐ . . 1 4 211 4 211 ‐ 1 2 4 2 4 44 2 3 44 2 1 .1 1 93 54 32 9 . . . . 11 5 5 1 1 3 4 2 349 195
31 2 1 44 2 4 44 2 31 2 1 .
1 2 12 . 3 349 . .
. . 15 2 12 5 5 . 5 2 11
1 43. ‐
.
. 9 2 1 2.2
2 1 35 39 2 .5 1 2 14 2 1 1 133. 2 1 1 2 4 . . . .
4 1 1. 2 1 2
2 1 29 2 24 2 2 2 1 1 . 2 1 1 3 3. 2 1 13 299 . .
1 325.
1 2 1 ‐ . . 4 211.
9 2 1 15 . . 1 . 2 4
99 1
Contents 1 5 1 . 1
4 59 2 2 2 1 1 21 29 1 5 1 5
5 1 912 2
293 4
2 3 2 4 9 4 4 9 3
1 91 1 2 .3 2 5 2 5 3 95
1 3 31 9 141 31 9 3 224 19 9 22 355 1 19 42 432 43 2 1 .3 25 53 22 3 143 3 131 42 2 5 1 2
24 5 5 5 1 133 ‐ ‐ 199 43 ‐ 15 242 ‐ 11 4 4 ‐ 243 429 399 4 3 3 41 2 4 9 41 2 3 3 2 1 1 3 3 1 54 5 221 53 53 1 19 1 52 1 393 1 3 2 1 2 13 1 .3 2 1 1 2 225 1 3 ‐ 1 1 4 1 1 4 1 54 1 9 2 1 5 9 921 ‐ ‐ ‐ 92 2 53 2 4 2 25 1 4 1 23 1 3 3 3 3 3 1 2 ‐ 199 5 1 329 32 1 42 53 9 9 1 3 2 1 9 1 222 5 9 5 2 3 2 1 4 1 5 31
1 1 1 2
Contents . 2 3 2 As of December 31, 2018, the Company’s management is composed of 17 executives (7 Directors and 10 . . . . 2 1 2 . 1 . 4 3 9 4 Administrators’ fees 433 59 2 4 2 291
.
9 1 2 12 . . . . 1 9 39. 3 3 1 23 ‐ 23 4 4 ‐ ‐ ‐ . ‐ ‐ 39. 441 1 4
43 344 2 2 2 44. 95 5
1 ‐ . . . . . . . 124 5 2 934 12 99 . 5 399 2 3 4 ‐ 52 3 3 4 4 ‐ ‐ 3 4 4 1 2 5 1 2 5 . 1 2 15 1 2 5 . 15 1 . .
1 3 1 4
otes to the onsolidated inancial tate ents otes to the Conso idated inancia tatements
Contents
he indirect subsidiar aa e olques de has entered into contracts or the partial n 8 ebruary 2017, AA ac uired 1 of the shares of Compa a ortuaria rane era de Ca dera assign ent o rights and obligations hereb the ntegral ort d inistration o aro rdenas A , hereinafter C, C s main activities inc ude the provision of bu product oading and eracru a pico lta ira and u pan assign to the o pan the rights and obligations ith respect un oading services, as e as the design, p anning, financing, construction, maintenance and operation to the pro ision o port and o shore to age ser ices in the ports ree o all encu brances and ithout of the ne u ermina at uerto Ca dera, under the pub ic or s concession ith pub ic services an li itation or their e ercise regime, as estab ished in the ub ic or s Concession Contract ith ub ic ervices for the Construction and peration of the u ermina at uerto Ca dera , signed on Apri 1 , 200 , ith the n ebruar o e ber and ece ber o the co pan rene ed the concessions in the nstituto Costarricense de uertos de ac fico ( C ports o aro rdenas eracru and u pan or a period o and ears respecti el hich a be e tended or an additional ears each he term of the contract is 20 years, va id unti August 11, 202 , ith the option to extend the term of the concession for up to 30 additiona years At the end of the concession contract, a infrastructure n anuar and a the concessions in the port o lta ira and a pico ere or s and a of the rights over the ac uired goods must be de ivered to the C free of iens rene ed or ears both o hich can be e tended or an additional ears each n ebruary 8, 2017, AA ac uired 1 of the shares of Compa a ociedad ortuaria de Ca dera n ugust the indirect subsidiar oncesionaria osta ica as a arded b the A , hereinafter C he main activities of ociedad ortuaria de Ca dera ( C , A (the Company or nstituto ostarricense de uertos del aci ico the nternational ublic idding o the C inc ude the provision of services re ated to the commercia sca es made by a types of vesse s oncession o ublic er ices anage ent o ugboats o the aci ic lope a contract countersigned re uesting berthing in posts one, t o and three in the ort of Ca dera in Costa ica, as e as the b the o ptroller eneral o the epublic b eans o o icial letter o hich allo ed services re uired in re ation to the genera cargo, containers, vehic es, “saquería” (cargo handling) and it to begin operations on ece ber o that ear he ter o the concession is ears e tendable “sobre chassis” (placing the container on the truck), in port faci ities such as oading and un oading, or a period o additional ears mooring, unmooring, demurrage, harfage, sto age, un oading, transfer and storage of cargo, as e as vesse and ship services, under the concession regime for the management of pub ic services, as estab ished in the ub ic ervices anagement Concession Contract for the uerto Ca dera ermina , signed on arch 30, 200 , ith the Costa ican nstitute of orts of the acific ( C n epte ber the indirect subsidiar narpi signed a contract or o erciali ation operation and anage ent ser ices o ultipurpose er inal ith ertili antes ranulados ertigran he term of the contract is 20 years, va id unti August 11, 202 , ith the option to extend the term of hich grants the co pan the e clusi e right to co erciali e operate and anage the the concession for up to additiona years At the end of the concession contract, a infrastructure ultipurpose er inal in the port o ua aquil cuador or s and a of the rights over the ac uired goods must be de ivered to the C free of iens
he period o alidit o the contract is ears hich during as e tended b an additional ears at the end o that period all the in est ents and i pro e ents ade b utual agree ent ith ertili antes ranulados ertili antes ill be incorporated into the ultipurpose er inal
10
otes to the onsolidated inancial tate ents
Contents
ociedad atri has not granted guarantees directl
he guarantees granted b its direct subsidiaries orts ogistics and its subsidiaries are as ollo s
narpi cuaestibas riente eguros uret letters uarantee co pliance ith custo s and te porar er icio acional de duana del e eral until ul e eral until ul storage ta es in cuador cuador narpi cuaestibas eg on ian a quinoccial uret letters nsure co pliance ith custo s duties and pa ent er icio acional de duana del e eral until a e eral until ep anco ua aquil obligations o ad inistrati e con iscation in cuador cuador ta orp anca id bonds uaranteeing the aith ul ul il ent o the concession presa ortuaria quique contract in quique ugboats ian adora o i e uret letters o guarantee the aith ul ul il ent o the e eral until ec e eral until ec contract obligations o e olcadores ugboats ian adora o i e id bonds o guarantee ul il ent o concession contracts ports d inistradoras ortuarias a atlan eracru lta ira a pico aro rdenas ntegrales de ico e eral until a e eral until a and u pan er inal aríti a a atl n ian adora o i e uret letters o guarantee the iscal interest to pro ide the ser ices d inistraci n ortuaria ntegral de o handling storage and custod o oreign trade de a atl n e eral until pr e eral until pr erchandise aa traportuarios id bonds o guarantee ul il ent o custo s obligations in hile hilean ta authorities ational e eral until an e eral until ar usto s irector ose er inales and ta orp anca id bonds o guarantee aith ul ul il ent o labor and social abor inspectorates in alcahuano their har age securit obligations in hile quique nto agasta uasco e eral until ar e eral until uerto s n and unta renas nstituto acional de eguros etters o redit b o guarantee obligations arising ro the concession e eral until ul e eral until ul contracts in osta ica nstituto acional de eguros etters o redit b n iron ental guarantee and co pliance ith inistr o n iron ent and e eral until ul e eral until ul dredging and aintenance in uerto aldera nerg osta ica id bonds uaranteeing the aith ul ul il ent o the e inerías contract obligations in hile etters o redit b uaranteeing the pro ision o ser ices in unta ereira elulosa nergía unta ereira issues a letter o credit in a or o cotiabank rugua hich signs a bank guarantee on behal o uck ontt ta orp anca id bonds uaranteeing the aith ul ul il ent o the e inerías contract obligations in hile rasil ogistica itibank etters o redit b uaranteeing issuance o letter or labor la suints or niao a enda acional e eral until un e eral until a ulti odal tda rasil ogística n absburgo anco a ise ank guarantee ul il ent o concession contract presa nacional portuaria e eral until ar ios antander ank deposit ort operator d inistraci n acional de ithout aturit ithout aturit uertos
he subsidiaries o ociedad atri ha e other inor guarantees granted to third parties indirectl in the total a ount o h as o ece ber (as o ece ber h )
otes to the onsolidated inancial tate ents
Contents
t the close o these inancial state ents ociedad atri has not acted as guarantor o subsidiaries or associates
he obligations guaranteed b its direct subsidiaries and orts and its subsidiaries are detailed belo
uarantor under riter and uaranteeing obligations or loan granted to er inal aríti a a atl n uertos se eral oint debtor de anco ta hile uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to narpi anco del stado de hile uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to narpi anco de r dito e n ersiones uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to narpi anco de r dito e n ersiones uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to narpi anco del stado de hile uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to narpi antander adrid uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to narpi anco del stado de hile uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to uerto uena ista ancolo bia uarantor under riter and uertos se eral oint debtor uaranteeing obligations or loan granted to uertos osta ica anco del stado de hile uarantor under riter and uaranteeing obligations or loan granted to ubrasil poio ortuario anco acional do esen ol i iento e eral se eral oint debtor pursuant to inancing contracts con ico e ocial aturities uarantor under riter and uaranteeing through the guarantee taken b rasil ogística e eral se eral oint debtor ulti odal ith itibank pursuant to the current local contracts ank itibank ( ra il) aturities uarantor under riter and laria se eral oint debtor uaranteeing obligations or loan granted to ubrasil poio ortuario anco do rasil ociedad ortuaria de aldera uarantor under riter and uaranteeing obligations or loan granted to ociedad ortuaria ranelera se eral oint debtor aldera anco an os ociedad ortuaria de aldera uaranteeing obligations or loan granted to ociedad ortuaria ranelera e eral oint debtor aldera ank a i ienda de osta ica ociedad ortuaria ranelera de e eral until aldera e eral oint debtor uaranteeing obligations or loan granted to ociedad ortuaria aldera anco an os uaranteeing obligations under bank guarantee letters issued or ariti e e eral uertos nde riter er inal a atl n in a our o third parties o i e aturities uaranteeing obligations under bank guarantee letters or e eral e olques nde riter enikcadires de issued in a our o third parties o i e aturities uaranteeing obligation under insurance policies issued or cuaestibas e eral narpi nde riter and narpi in a our o third parties riente eguros aturities uaranteeing obligation under insurance policies issued or narpi in e eral cuaestibas nde riter a our o third parties riente eguros aturities uaranteeing obligation under insurance policies issued or narpi in cuaestibas nde riter a our o third parties eguros quinoccial
otes to the onsolidated inancial tate ents
Contents
uarantee o aith ul co pliance ith the obligations contained in the shareholder agree ents entered into bet een aa uertos and hile dated ece ber in relation to the shares held b an ntonio nternational er inal and an icente er inal nternacional under hich and arri nc reciprocall guarantee inde nit to its subsidiaries hile and aa uertos respecti el hese guarantees ill be aintained throughout the ter o the agree ent otes to the onsolidated inancial tate ents
he o pan aintains certain litigations and pending clai s or da ages deri ed ro its operating
t the close o these inancial state ents ociedad atri had not stablished an pledges or ortgages acti it there are insurance policies contracted to co er possible contingencies o loss
he obligations guaranteed b the pledge o assets o the direct and indirect subsidiaries o ociedad atri are detailed belo he arent o pan and its subsidiaries ha e the ollo ing contractual pro isions that go ern their
anage ent and inancing indicators uertos ledge o er shares o an uaranteeing obligations or loan granted anco de r dito e ntonio er inal nternacional n ersiones uertos ledge on shares o nto agasta uaranteeing obligations or loan granted anco stado er inal nternacional n obiliaria aríti a ortuaria tda ortgage uaranteeing obligations or loan granted anco del stado de hile anad nc ariti e ortgage uaranteeing obligations or loan granted anco cotiabank anad ociedad atri unior et inancial debt o er equit ach quarter should be less than or equal to anad nc ariti e ortgage uaranteeing obligations or loan granted anco cotiabank anad bonds ti es ana nc ariti e ortgage uaranteeing obligations or loan granted anco abobank atio o inance costs co erage ach quarter should be less than ti es ociedad ortuaria de aldera quip ent and achiner uaranteeing obligations or loan granted ank a i ienda de osta net pledge ica ollateral o er total assets he ssuer ill not grant collateral that is ociedad ortuaria de aldera quip ent and achiner uaranteeing obligations or loan granted ank a i ienda de osta pledges and ortgages that guarantee ne pledge ica ond issues or an other credit operation o ociedad ortuaria de aldera quip ent and achiner uaranteeing obligations or loan granted anco an os pledge one or other e isting credits or obligations ociedad ortuaria de aldera quip ent and achiner uaranteeing obligations or loan granted anco an os that it a contract in the uture to the pledge e tent that the total accu ulated a ount o ios uarantee deposit uaranteeing obligation as port operator in rugua d inistraci n acional de ithout all the obligations guaranteed b the ssuer under ecree o epte ber uertos aturit narpi uarantee deposit nsuring co pliance ith pa ent ad inistrati e er icio acional de duana e ceed i e percent o the ssuer s otal or eiture del cuador ssets narpi ledge cranes uaranteeing obligations or loan granted anco antander n absburgo uarantee deposit ul il ent o concession contract presa acional ortuaria s set orth in the ontracts or the ssue o onds b ine o ecurities subscribed on une bet een arent co pan and anco antander hile registered ith the inancial arket
o ission under nu bers and and their a end ents e ecti e as o this date hich as established in lause ten nu eral ii our re erring to bligations i itations and rohibitions the o pan co plies ith the obligation to in or the calculation or ula ith its respecti e alues o the restrictions indicated abo e
otes to the onsolidated inancial tate ents
Contents
e erage atio
ther inancial liabilities current ther non current inancial liabilities ash and cash equi alents ( ) ( ) otes to the onsolidated inancial tate ents ociedad atri antander ( ublic et inancial debt o er equit ach quarter should be lo er than or equal bonds) to ti es atio o inance costs co erage net atio o inance costs co erage net ach quarter should be higher than ollateral o er total assets ti es t cannot e ceed quique er inal nternacional ( ) anco de r dito e atio net inancial debt s o ece ber it should not be higher ross pro it n ersiones et inancial debt o er equit than ro on ards s o ece ber o each ear it should be d inistrati e e penses ( ) ( ) lo er than or equal to epreciation and a orti ation quique er inal nternacional ( ) anco stado atio net inancial debt quit s o ece ber o each ear it should ebt ser ice co erage ratio be lo er than or equal to aintain in the inancial state ents an s o ece ber o each ear it should equit o not less than h not be lo er than s o ece ber o each ear it should h inance costs not be lo er than h inance inco e ( ) ( ) e olques de anco nbursa atio net inancial debt ach quarter should be lo er than or equal to ti es atio o interest co erage ach quarter should be higher than ( inancial e pense)
aintain in the inancial state ents an ach quarter it should not be lo er than equit o not less than e olques de anco orpbanca atio net inancial debt s o ece ber o each ear it should be atio o collateral o er total assets lo er than or equal to ti es er inal aríti a a atl n e anco ta et inancial ndebtedness quit atio s o ece ber o each ear since on ards it should not be higher than et inancial ndebtedness s o ece ber and should ollateral considered or purposes o li itation be not higher than and respecti el anad nc anco cotiabank ebt o er tangible assets net ach quarter it should be lo er than to otal asset anad ti es onsolidated bitda o er inancial e pense ach quarter it should be higher than or and debt a orti ation equal to arine anad nc ( ) anco cotiabank ebt o er tangible assets net ach quarter it should be lo er than anad ti es onsolidated bitda o er inancial e pense ach quarter it should be higher than or and debt a orti ation equal to
otes to the onsolidated inancial tate ents
Contents he e change di erences generated b ite s in oreign currencies ere credited (charged) to the inco e or the period according to the ollo ing detail urrent assets ( ) on current assets ( ) otes to the onsolidated inancial tate ents urrent liabilities ( ) on current liabilities ( )
urrent assets ( ) on current assets ociedad ortuaria de aldera anco a i ienda ebt ratio otal iabilities otal ssets t should be as a a i u urrent liabilities ( ) ebt ser ice co erage ratio on current liabilities ( ) ini u o ti es ociedad ortuaria de aldera an os ebt ratio otal iabilities quit ach quarter it should not be higher ebt ser ice co erage ratio than ti es ach quarter should not be lo er than ti es urrent assets ( ) ( ) ociedad ortuaria ranelera de aldera an os ebt ratio otal iabilities quit ach quarter should not be higher than on current assets ebt ser ice co erage ratio ti es ach quarter should not be lo er than urrent liabilities ( ) ( ) ti es on current liabilities ociedad ortuaria de aldera anco a i ienda ebt ratio otal iabilities otal ssets t should be as a a i u ebt ser ice co erage ratio t should not be lo er than ti es lorida nternational er inal ia i ebt ratio otal iabilities quit t should not be higher than ti es atio net inancial debt t should not be higher than ti es s o the closing date o these inancial state ents the co pan paid the inancial obligation inancial indicator does not require easure ent in periods hich is h it is not necessar to carr out its calculation as o ece ber a) he assets b t pe o currenc as o ece ber are detailed belo s o the closing date o these inancial state ents the o pan co ortabl co plies ith all its restrictions related to the inancial obligations incurred
ash and cash equi alents ther inancial assets current ther non inancial assets current rade and other recei ables current ccounts recei able ro related entities current n entories current a assets current on current assets or groups o assets or disposal classi ied as held or sale or held as distributable to o ners
ther inancial assets non current ther non inancial assets non current ccounts recei able non current n entories non current n est ents accounted or using equit ethod ntangible assets other than good ill ood ill ropert plant and equip ent n est ent properties e erred ta assets
otes to the onsolidated inancial tate ents otes to the onsolidated inancial tate ents
Contents a) he liabilities b t pe o currenc as o ece ber are detailed belo b) he liabilities b t pe o currenc as o ece ber are detailed belo continued
ther inancial liabilities current ther inancial liabilities current rade and other pa ables rade and other pa ables ccounts pa able to related entities current ccounts pa able to related entities current ther short ter pro isions ther short ter pro isions a liabilities current a liabilities current urrent pro isions or e plo ee bene its urrent pro isions or e plo ee bene its ther non inancial liabilities current ther non inancial liabilities current
ther non current inancial liabilities ther non current inancial liabilities ther long ter pro isions ther long ter pro isions e erred ta liabilities e erred ta liabilities on current pro isions or e plo ee bene its on current pro isions or e plo ee bene its otal non inancial liabilities non current
b) he assets b t pe o currenc as o ece ber are detailed belo ash and cash equi alents ther inancial assets current ther non inancial assets current ash lo s ro in esting acti ities rade and other recei ables current ccounts recei able ro related entities current n entories current a assets current on current assets or groups o assets or disposal classi ied as held or sale or held as distributable to o ners cquisitions alue added ta cquisitions pending pa ent ( ) ther inancial assets non current a ent acquisitions pre ious period ther non inancial assets non current ccounts recei able non current n entories non current n est ents accounted or using equit ethod isburse ents or purchases o propert plant and equip ent as o ece ber correspond ntangible assets other than good ill ood ill ainl to the construction o a tugboat in the indirect subsidiar anada nc and ci il ropert plant and equip ent orks carried out b the subsidiar o lorida er inal nternational lc n iscal ear n est ent properties e erred ta assets in est ents ere signi icantl higher as a result o the e pansion o the port ter inal and the acquisition o port equip ent b the indirect subsidiar narpi in the port o ua aquil cuador
or h
otes to the onsolidated inancial tate ents otes to the onsolidated inancial tate ents
Contents
ash lo s ro in esting acti ities continued ash lo s ro in esting acti ities continued
ugs hile cquisitions ortuaria orral alue added ta n obiliaria arriel tda pense capitali ation ( ) ( ) an ntonio er inal nternacional cquisitions pending pa ent ( ) an icente er inal nternacional er icios eroportuarios erosan er icios ortuarios elonca í tda ransbordadora ustral roo isburse ents or purchases o intangible assets as o ece ber correspond ainl to ransportes lu iales orral in est ents ade b the subsidiar ociedad ortuaria de aldera in osta ica o h lequip qui ac ra arsa uck ont o age rasil ( ) ale o tugboats ugs hile ( ) ale o real estate an ntonio er inal nternacional ( ) pendable assets ogistics o age rasil ( ) ther assets an ntonio er inal nternacional ost o sales and ( ) ( ) an icente er inal nternacional er inal uerto rica ugs hile ( ) i idends held or sale in est ents ect o e change rate ( ) ( ) rice agreed in sale o assets ollection or sale o assets pre ious period d ance on sale o assets ash lo s ro inancing acti ities ales pending collection ( ) ociedad atri ( ) ( ) lorida nternational er inal lc ( ) ( ) ociedad ortuaria ranelera de aldera ( ) ( ) ede ption (place ent) o ti e deposits ( ) ociedad ortuaria de aldera ( ) ( ) a ent o inco e ta ro sale o the indirect associate ra arsa ( a ) ( ) aa uate ala ( ) onsolidation o ociedad ortuaria aldera and ociedad ortuaria ranelera de aldera perta es aríti os ( ) ociedad ortuaria ranelera de aldera ( ) i idends recei ed in acquisition o uerto aldera ( ) e olques de ( ) ( ) quique er inal nternacional ( ) ociedad atri ( ) ( ) ( ) i idends pro isioned pending pa ent ( ) i idends paid and agreed upon or pro isioned in the pre ious ear ( ) ( ) ( ) i idends pending pa ent ( ) i idends recei ed in acquisition o uerto aldera ( ) ect o e change rate
otes to the Consolidated inancial tatements otes to the onsolidated inancial tate ents
Contents he arent co pan is not a ected b this concept as is an in est ent co pan t the closing date o the inancial state ents the subsidiar has taken out ci il liabilit Cash flows from financing activities, continued insurance in a or o third parties or pollution da age and or penalties or pollution ith an insured li it o h in the annual aggregate n these inancial state ents the o pan has corrected the balances o the assets and liabilities ociedad atri , associated ith the port concession in the indirect subsidiar er inal aríti a a atl n de T Canad nc , he nature o the correction is due to a one o de iation related to the easure ent o inancial lorida nternational Terminal, lc , , liabilities or the ini u ees pa able in the uture hich a ected the accrual o interest ro prior ociedad ortuaria de Caldera , , peradora de uertos stiba y esestiba Costa ica , periods in addition to the e ects o e change di erences ith e ect on inco e he correction o this narpi , error eant ad usting the accu ulated retained earnings b h as o anuar and T anam , h as o anuar dditionall inor accounting errors detected in associates and subsidiaries ere corrected or h (pro it) and h (pro it) or the sa e entioned ios abo e T arine Canad nc , ociedad ortuaria Caldera , he ad ust ents ade to the pre ious periods are detailed as ollo s ui ue Terminal nternacional , , , ntangible assets (port concession) nmobiliaria ar tima ortuaria pa e erred ta assets T Towage ico de C , , n est ents accounted or using equit ethod T arine Canad nc , , ther inancial liabilities current ( ) ( ) T Towage anam nc ther non current inancial liabilities ( ) ( ) narpi , , e erred ta liabilities ( ) ( ) Terminal ar tima a atl n de C , , ui ue Terminal nternacional , , ociedad ortuaria Caldera , , ociedad ortuaria ranelera de Caldera , , The Company’s income, considering these changes, would have been the following peradora de uertos stiba y esestiba Costa ica , n anuary , , a placement of bonds corresponding to eries and C was ( ) materiali ed through the antiago toc change under the utch auction modality eries was ( ) ( ) placed for a total amount of , , nidades de omento , at a placement rate of per ( ) annum, maturing on ecember , and a spread of points over the reference rate while ( ) eries C was placed for a total amount of , , , at a placement rate of per annum, ( ) maturing on ecember , and a spread of points over the reference rate The cash flows obtained from the bond placement amounted to Th , , net of associated costs
otes to the Consolidated inancial tatements
EARNINGS REPORT Contents n ebruary , , , through its direct subsidiary , signed a Term heet with its
partner os alis olding os alis which established the essential terms and conditions for Fourth Quarter 2018 acquiring 49% of the Boskalis’ interest in SAAM SMIT Towage ico de C , which includes
operations in e ico, Canada and anama, and of its interest in T Towage rasil The total price agreed upon is Th , , sub ect to confirmation and usual ad ustments in this type of transactions The price would be paid with a combination of own funds and ban financing f this transaction were completed, would pass to control of the shares of both companies
and os alis will sign in the ne t wee s the respective contracts to materialise this transaction, which be sub ect to approval of the respective regulatory authorities in the countries of the association and to compliance with other usual conditions for these type of operations
To date it is not possible to determine with certainty the impact of the facts reported through this communication on SM SAAM’s results.
n ebruary , , , through its subsidiary uertos , reported that the sale of interest it held in Terminal uerto rica T was completed The transaction was approved by the National Economic Prosecutor’s Office and, from this date, Inversiones Neltume and Inversiones y Construcciones elfi, together, control of the company t is estimated that this transaction will generate an accounting profit of Th , , net of ta es
etween anuary , and that on which these inancial tatements were issued, no other
significant financial or other events have occurred that might affect the proper presentation and or interpretation thereof
Information about Earnings Conference Call
March 13, 2019 11:00 am Chile – 10:00 am EST
Dial‐In Participants U.S. (Toll Free) 1-844-802-0465 International (outside U.S.) 1-412-317-6398
Chile Dial-in 56-44-208-1274 Access code: SAAM
Webcast Link https://webcastlite.mziq.com/cover.html?webc astId=035f3c72-a6b2-4e9d-9199-fd9d41e7ec9d
Santiago, March 8, 2019 Contents − SAAM reported net income of US$49.6 million in 2018, reflecting a decrease of US$9.7 million Contents over 2017, explained mainly by a high basis of comparison following the sale of a minority interest in Tramarsa (Peru) in 2017 for US$26 million and some non-recurring effects in 2018. Excluding Ticker: SMSAAM Earnings Analysis ...... 4 these effects, net income was up 91% over the prior year. Consolidated EBITDA rose to US $145.9 Santiago Exchange million, up US $28.8 million from the same period in 2017, while consolidated sales increased US CONSOLIDATED BALANCE SHEET ...... 7 $48.1 million to US $515.9 million. Price (12/29/2017) CLP 66.05 Price (12/28/2018) CLP 59.87 CONSOLIDATED CASH FLOWS ...... 8 − In the fourth quarter of 2018, net income reached US$14.5 million, up US$6.3 million from the 2017 figure of US$8.1 million, with sales of US$134.3 million and EBITDA of US$39.3 million, Market Cap (12/28/2018) MCLP$ 583 CONSOLIDATED TOWAGE DIVISION RESULTS ...... 9 reflecting increases of US$8.6 million and US$10.5 million, respectively. Market Cap (12/28/2018) ThUS $841 TOWAGE DIVISION ASSOCIATE RESULTS ...... 10
YTD 2018 Total Return US$ − The year 2018 was a good period for the company. We are already seeing the initial results of our CONSOLIDATED PORT TERMINALS DIVISION RESULTS ...... 12 new operating model, with a more simplified organizational structure that brings us closer to our PORT TERMINAL DIVISION ASSOCIATE RESULTS ...... 13 subsidiaries, seeking more efficiencies and better projecting growth, all on a foundation of sustainability and excellence in management. CONSOLIDATED LOGISTICS DIVISION RESULTS ...... 14 RESULTS FROM LOGISTICS DIVISION ASSOCIATES ...... 16 − Some of this year’s highlights include signing a Memorandum of Understanding to develop a RoRo terminal in Alabama (United States); achieving record transfer figures at terminals in Guayaquil MARKET ANALYSIS ...... 18 (Ecuador), Caldera (Costa Rica), San Antonio and Corral (Chile); inaugurating new infrastructure at the ports operated by the Company in Costa Rica and the US, and purchasing 50% of Transaéreo. In addition, SAAM has been listed on the Dow Jones Sustainability Index for the third straight year RISK FACTORS ...... 18 and is also now on the MILA. Another achievement that makes us especially proud is our progress on safety matters. Our lost-time injury rate has dropped 71% over the last six years. CONSOLIDATED FINANCIAL INDICATORS ...... 21 − One significant subsequent event was the recent agreement to acquire full ownership of the towage joint venture with Boskalis in Canada, Mexico, Panama and Brazil, valued at US$201 YTD 2018 Gross Dividends CLP US$(*) million. SAAM -6,1% -16,8%
IPSA -9,1% -19,5% Financial Statament (US$ Ths) 4Q2018 4Q2017 Δ% Δ FY 2018 FY 2017 Δ% Δ Income (Th US$) (1) 134.357 125.711 7% 8.646 515.987 467.826 10% 48.161 DJSI Chile -7,5% -18,0% Towage 47.908 47.062 2% 846 188.846 182.348 4% 6.498 US$(*) 12,8% Ports 71.637 63.787 12% 7.850 271.601 218.369 24% 53.232 Logistics 14.025 15.584 -10% -1.559 58.735 69.256 -15% -10.521 (*) Interbank exchange rate Corporate (2) 787 -722 -209% 1.509 -3.195 -2.147 49% -1.048 0 0 0 0 0 0 0 0 EBIT (Th US$)(1) 20.664 10.482 97% 10.182 74.734 47.980 56% 26.754 EBITDA Mg (1) 4Q2018 4Q2017 Towage 9.453 5.781 64% 3.672 35.946 27.779 29% 8.167 Ports 14.115 10.749 31% 3.366 55.421 38.641 43% 16.780 Total SAAM 29,9% 22,7% Logistics 1.682 -1.087 -255% 2.769 3.593 -2.196 -264% 5.789 Towage 36,4% 29,6% Corporate (2) -4.586 -4.961 -8% 375 -20.226 -16.244 25% -3.982 0 0 0 0 0 0 0 0 Ports 32,8% 30,6% EBITDA (Th US$) (1) 39.319 28.870 36% 10.450 145.940 117.061 25% 28.880 Logistics 18,5% 0,9% Towage 17.417 13.950 25% 3.468 67.237 60.540 11% 6.698 Ports 23.490 19.521 20% 3.969 89.889 68.591 31% 21.298 Logistics 2.589 146 1675% 2.443 7.349 3.445 113% 3.904 Corporate (2) -4.176 -4.747 -12% 571 -18.534 -15.515 19% -3.019 Ratios December 2018 September 2018 0 0% 0 0 0 0% 0 0 ROE (1) 6,5% 5,6% Profit attributable to owners of the Parent (IFRS) (Th US$)(1) 14.446 8.139 77% 6.307 49.607 59.325 -16% ‐9.718 ROA (1) 3,4% 3,1% Profit continued operations 14.446 9.050 60% 5.396 51.779 27.153 91% 24.626 NFD / Equity (1) Towage 5.341 5.396 -1% -55 22.189 25.468 -13% -3.279 0,1 0,1 Ports 9.092 7.185 27% 1.907 31.553 19.070 65% 12.483 NFD / EBITDA (1)(2)(3) 0,6 0,8 Logistics 3.376 2.026 67% 1.350 9.237 3.778 144% 5.459 (1) Consolidated Corporate (2) -3.363 -5.557 -39% 2.194 -11.200 -21.163 -47% 9.963 Discontinued Operations (3) 0 0 0 4.828 32.172 -85% -27.344 (2)Last 12 months Non recurring costs (3) 0 -911 911 -7.000 -7.000
(1) Consolidated (2) included corporate administrative expenses, eliminations and non operating results (3) Tramarsa sold in April 2017 and TPA S.A. asset for disposal classified as held for sale since Sept 2017 Investor Relations Contact (4) Non recurring costs implementation new operational model Paula Raventós Investor Relations Officer Note: (1)Financial results: Consolidated financial data in US dollars (US$) under IFRS (International Financial Reporting Standards) [email protected]
2
SAAM – Earnings Report 4Q 2018
CONSOLIDATED FINANCIAL SUMMARY
Earnings Analysis SALES Contents ↑ 4Q2018 / 4Q2017: Consolidated quarterly sales rose US $8.6 million over the same quarter in the prior year to US $134.3 million. This increase is explained mainly by 12% growth in tons transferred in the Port Terminals Division as a result of increased activity at foreign terminals. For the quarter, the Port Terminals Division represented 54% of consolidated revenue, followed by Towage with 36% and Logistics with 10%.
↑ Accumulated December 2018 / Accumulated December 2017: Consolidated sales for the year 2018 increased US $48.2 million over the same period in 2017 to US $515.9 million. This rise is due to greater activity in the Port Terminals Division, which led to a 18% increase in tons transferred. For the period, the Port Terminals Division represented 52% of consolidated revenue, followed by Towage with 37% and Logistics with 11%.
EBITDA
↑ 4Q2018 / 4Q2017: Consolidated EBITDA for the period increased US $10.4 million over the fourth quarter of 2017 to US $39.3 million. The increase can be attributed to growth in all three business divisions, where the recovery of the Logistics Division deserves special mention. This consolidated increase was driven by increases of US $3.9 million in the Port Terminals Division, followed by the Towage Division with US $3.5 million and the Logistics Division with US $2.4 million. Note (1): The EBITDA margin reached 29% for the period, up 6 percentage points from the 2017 figure of 23%. For the quarter, the Port Terminals Division represented 54% of consolidated EBITDA, followed by Towage with 40% and Logistics with 6%. Financial results correspond to consolidated financial data under IFRS in US dollars Corporate expenses rose as a result of disbursements to implement the new operational model.
Financial results of associates are presented at 100% of the Company’s interest in continuing operations. ↑ Accumulated December 2018 / Accumulated December 2017: Consolidated EBITDA for the year 2018 increased US $28.8 Discontinued operations of the associates Tramarsa S.A. (minority interest sold in April 2017) and TPA S.A. million over the same period in 2017, totaling US $145.9 million. The EBITDA margin reached 28%, up 3 percentage points (classified as held for sale in September 2017) are not included. from 25% in 2017. Corporate expenses rose as a result of disbursements to implement the new operational model.
OTHER INCOME
↓ 4Q2018 /4Q2017: Other income fell by US $433 thousand over the fourth quarter of 2017, totaling -US $1.2 million.
↓ Accumulated December 2018 / Accumulated December 2017: Other income decreased US $60.8 million over 2017 due mainly to the gain of US $66.8 on the sale of the minority interest in Tramarsa in April 2017.
CHAPTER
01
5 SAAM – Earnings Report 4Q 2018
EXCHANGE DIFFERENCES CONSOLIDATED BALANCE SHEET
↑ 4Q2018 / 4Q2017: Exchange differences totaled US $604 thousand for the quarter, marking an increase of US $2.1 million over the fourth quarter of 2017. This is explained by greater depreciation of the Mexican peso. ↑ Current Assets December 2018 / September 2018: Current assets were up US$7.8 million due mainly to a rise in other Contents current assets of US$4.5 million because of increases in receivables and cash and cash equivalents of US$3.9 million ↓ Accumulated December 2018 / Accumulated December 2017: Exchange differences totaled -US $3.7 million for the explained by operating cash flows resulting from growth in operations. period, marking a decrease of US $3.6 million over the same period in 2017. This increase is explained by greater depreciation of the Mexican peso and appreciation of the Chilean peso, which affected the Company’s monetary liability and asset position, respectively. ↓ Non‐Current Assets December 2018 / September 2018: Non-current assets decreased by US$8.9 million mainly because of a US$22.2 million drop in other non-current assets due to a decrease in cross currency derivatives related mainly to TAXES exchange rates. This was largely offset by an increase in property, plant and equipment of US$13.2 million from adding new tugs and some construction projects underway. ↑ 4Q2018 / 4Q2017: Income taxes remained stable with respect to the fourth quarter of 2017, totaling US $5.0 million.
↓ Accumulated December 2018 / Accumulated December 2017: Taxes fell US $34.9 million over the same period in 2017, ↑ Current Liabilities December 2018 / September 2018: Current liabilities were up US$ 1.9 million as a result of an increase in other current liabilities of US$ 8.0 million explained by a US$ 3.7 million rise in the income tax provision during the recording an expense of US $21.2 million, as a result of a drop in current tax expense generated on the sale of the minority quarter, plus an increase in provisions for minimum mandatory dividends of US$4.3 million. This increase was partially interest in Tramarsa in April 2017. offset by a reduction in financial liabilities related to interest-bearing loans.
NET INCOME ↑ Non‐Current Liabilities December 2018 / September 2018: Non-current liabilities increased US$ 1.7 million due mainly to ↑ 4Q2018 / 4Q2017: Net income attributable to the controller reached US $14.4 million for the fourth quarter of 2018, up a rise in deferred tax liabilities, partially offset by a reduction in employee benefit liabilities. US $6.3 million from the same quarter in 2017 when it reported US $8.1 million. This growth is due to a rise in net income Balance (Ths US$) 31‐12‐2018 30‐09‐2018 Δ Δ% in all three business divisions, particularly the Port Terminals and Towage divisions. Cash and cash equivalents 241.412 237.434 3.978 2% Other current assets 151.390 147.490 3.900 3% ↑ Accumulated December 2018 / Accumulated December 2017: Net income from continuing operations attributable to the Current assets 392.802 384.924 7.878 2% controller was US $49.6 million for the period, marking a decrease of US $9.7 million over the same period in 2017. This Property, plant & equipment (net) 484.299 471.064 13.235 3% net income for 2018 includes US $4.8 million in extraordinary income for dividends received from Terminal Puerto Arica, Other non-current assets 548.136 570.324 -22.188 -4% Non‐current assets 1.032.435 1.041.388 (8.953) -1% which has been classified as held for sale since September 2017, as well as non-recurring costs to implement the new Total assets 1.425.237 1.426.312 (1.075) 0% operating model of US$7 million. Net income for 2017 includes an extraordinary gain of US $26.0 million from the sale of Other current financial liabilities 37.613 43.599 -5.986 -14% the Company's interest in Tramarsa in April 2017 and US $6.1 million in earnings from discontinued operations in 2017. Current concession liabilities 6.174 6.058 116 2% Excluding the extraordinary effects in both periods, net income was up US $24.6 million in 2018 (+91%) over 2017, when Other current liabilities 86.476 78.684 7.792 10% the Company reported US $27.1 million. This growth is the result of higher net income from all three business divisions Current liabilities 130.263 128.341 1.922 1% Other non-current financial liabilities 252.960 252.511 449 0% including a particularly strong performance from the Port Terminals Division and the recovery of the Logistics Division. Non-current concession liabilities 37.368 38.158 -790 -2% Other non-current liabilities 84.279 82.226 2.053 2% Consolidated Financial Statement (Ths US$) 4Q2018 4Q2017 Δ% Δ 2018 2017 Δ% Δ Non‐current liabilities 374.607 372.895 1.712 0% Income 134.357 125.711 7% 8.646 515.987 467.826 10% 48.161 Total liabilities 504.870 501.236 3.634 1%
EBIT 20.664 10.482 97% 10.182 74.734 47.980 56% 26.754 Equity attributable to equity holders of parent 772.406 772.943 -537 0% EBITDA 39.319 28.870 36% 10.450 145.940 117.061 25% 28.880 Minority interest 147.961 152.133 -4.172 -3% EBITDA Mg 29% 23% 28% 25% Total equity 920.367 925.076 (4.709) -1% Share of profit (loss) of equity-accounted investees 5.187 5.264 -1% -77 18.256 16.834 8% 1.422 Total equity and liabilities 1.425.237 1.426.312 (1.075) 0% Profit continued operations 14.446 9.050 60% 5.396 51.779 27.153 91% 24.626 Discontinued Operations (1) 0 0 0% 0 4.828 32.172 0% -27.344 Disbursements to implement the new operational model 0 0 0% 0 -7.000 0 0% -7.000 Profit attributable to owners of the Parent (IFRS) 14.446 8.139 77% 6.307 49.607 59.325 -16% ‐9.718 (1) Tramarsa sold in April 2017 and TPA S.A. asset for disposal classified as held for sale since Sept 2017
7 SAAM – Earnings Report 4Q 2018
CONSOLIDATED CASH FLOWS CONSOLIDATED TOWAGE DIVISION RESULTS
US$ thousands FY 2018 FY 2017 Δ Δ% SALES Contents Operating cach flow 116.979 76.864 40.115 52% Investments cash flow -14.703 22.806 -37.509 -164% Financial cash flow -80.639 -20.883 -59.756 286% ↑ 4Q2018 / 4Q2017: The Towage Division reported consolidated revenue of US $47.9 million, up US $846 thousand over Others -2.287 246 -2.533 -1030% the same period in 2017, due mainly to increased port and special maneuvers. Total 19.350 79.033 ‐59.683 -76%
↑ Accumulated December 2018 / Accumulated December 2017: Consolidated revenue for 2018 totaled US $188.8 million, Investing Cash Flows December 2018: up US $6.5 million over 2017, as a result of increased special and port maneuvers, which rose 2% over the same period in 2017. Disbursements for purchases of property, plant and equipment as of December 31, 2018, correspond mainly to a tug constructed for the indirect subsidiary SAAM SMIT Canada Inc. and civil works carried out by the subsidiary Florida Terminal International Llc. Investments were COST OF SALES significantly higher in 2017 due to US $33.6 million in disbursements by the indirect subsidiary Inarpi S.A. to purchase port equipment and
expand the port terminal in Guayaquil, Ecuador. 4Q2018 / 4Q2017: Cost of sales totaled US $31.4 million, falling US $3.3 million over the fourth quarter of 2017 because Purchases of intangible assets as of December 31, 2018, correspond mainly to investments made by the subsidiary Sociedad Portuaria de ↓ Caldera in Costa Rica for US $7.8 million. of lower fuel and maintenance costs.
Cash flows for dividends received as of December 31, 2018, totaled US $23.9 million. Note 39 of the Financial Statements as of December 2018 describes dividends distributed by associates. ↑ Accumulated December 2018 / Accumulated December 2017: Cost of sales totaled US $129 million, falling US $2.4 million over 2017 because of reduced depreciation and maintenance costs. Other cash inflows (outflows) of US $5.0 million stem from the redemption of time deposits by the indirect subsidiary Misti S.A. (US $36.7 million), less an income tax payment by the indirect subsidiary Tramarsa S.A., of US $31.7 million, for taxes generated on the sale of the investment in Tramarsa S.A. in 2017. EBITDA Financing Cash Flows December 2018: ↑ 4Q2018 / 4Q2017: EBITDA for the Towage Division reached US$ 17.4 million, up US$3.4 million from the same period in As of December 31, 2018, a total of US$ 43.9 million was paid in dividends and/or profit distributions, consisting of US $41.3 million in 2017, due to increased activity and reduced variable costs and administrative expenses. The EBITDA margin grew 6 dividends agreed upon during the year, US $14.8 million in dividends provisioned for but not paid and US $18.1 million in dividends paid and percentage points to 36%. agreed upon in the prior year (See Note 39b of the Financial Statements as of December 2018). ↑ Accumulated December 2018 / Accumulated December 2017: Consolidated EBITDA was US $67.2 million for the year The Company has secured long-term financing for US $21.8 million from its indirect subsidiary SAAM SMIT Canada Inc (US$ 11.3 million), 2018, marking an increase of US $6.7 million over 2017, due to improved results across almost all operations thanks to a and its subsidiaries Florida International Terminal Llc. (US $2 million) and Sociedad Portuaria de Caldera S.A. (US $7.5 million). In addition, rise in special maneuvers and increased port activity. The EBITDA margin grew 3 percentage points to 36%. total cash flows of US$ 47.3 million were used to pay financial liabilities.
In January 2017, SM SAAM placed bonds (series B and C) on Santiago Exchange through a dutch auction. The series B notes was placed for a SHARE OF NET INCOME (LOSS) OF ASSOCIATES total of 1,400,000 Unidades de Fomento (UF), at a placement rate of 1.88% per annum, maturing December 15, 2021, and a spread of 92 points over the reference rate. The series C notes were for a total of 1,400,000 UF, at a placement rate of 2.3% per annum, maturing 4Q2018 / 4Q2017: Share of net income (loss) of associates totaled US$1.6 million in the period, down US$2.4 million over December 15, 2026, with a spread of 101 points over the reference rate. The cash flows obtained from placing the bonds totaled US $115 ↑ million, net of related costs, which was used to pay US $100 million in long-term loans taken out by SAAM S.A. the same period in 2017 due mainly to weaker results in Brazil explained by an 18% drop in port maneuvers because of industry changes affecting that market.
↑ Accumulated December 2018 / Accumulated December 2017: Share of net income (loss) of associates accounted for using the equity method totaled US $7.5 million for the period, reflecting a decrease of US $4.9 million over the same period in 2017, due mainly to weaker results from Brazil because of industry changes affecting that market.
8 SAAM – Earnings Report 4Q 2018 SAAM – Earnings Report 4Q 2018
NET INCOME EBITDA
↑ 4Q2018 / 4Q2017: The Towage Division reported net income of US $5.3 million for the fourth quarter of 2018, in line ↓ 4Q2018 / 4Q2017: EBITDA for the fourth quarter totaled US $11.9 million, marking a decrease of US $9.4 million with with the same quarter in 2017. The rise in consolidated operating results due to increased activity and cost savings respect to the same period in 2017, related mainly to decreased activity in Brazil. Contents partially offset the weaker results in Brazil. ↓ Accumulated December 2018 / Accumulated December 2017: EBITDA for 2018 totaled US $51.1 million, marking a ↓ Accumulated December 2018 / Accumulated December 2017: The Towage Division reported net income of US $22.2 decrease of US $20.9 million with respect to the same period in 2017, related mainly to decreased activity in Brazil. million in 2018, reflecting a drop of US $3.2 million over 2017. The rise in consolidated operating results due to increased activity did not offset the weaker results in Brazil. NET INCOME
Consolidated Financial Statement (Ths US$)(1) 4Q2018 4Q2017 Δ% Δ FY 2018 FY 2018 Δ% Δ ↓ 4Q2018 / 4Q2017: The division’s equity-method associates reported net income for the fourth quarter of 2018 of US Income 47.908 47.062 1,8% 846 188.846 182.348 3,6% 6.498 $1.6 million, down US $2.4 million from the same period in 2017, due mainly to reduced results in Brazil. Cost of ales -31.408 -34.710 -9,5% 3.302 -129.093 -131.566 -1,9% 2.473 EBIT 9.453 5.781 63,5% 3.672 35.946 27.779 29,4% 8.167 EBITDA 17.417 13.950 24,9% 3.468 67.237 60.540 11,1% 6.698 ↓ Accumulated December 2018 / Accumulated December 2017: The division’s equity-method associates reported net EBITDA Mg 36% 30% 36% 33% income for the fourth quarter of 2018 of US $7.5 million, down US $4.9 million from the same period in 2017, due mainly Share of profit (loss) of equity-accounted investees 1.612 4.047 -60,2% -2.435 7.500 12.473 -39,9% -4.973 Profit continued operations 5.341 5.396 -1,0% -55 22.189 25.468 -12,9% -3.279 to reduced results in Brazil. Discontinued Operations (2) 0 0 0,0% 0 0 622 0,0% -622 Profit attributable to owners of the Parent (IFRS) 5.341 5.396 -1,0% ‐55 22.189 26.090 -15,0% ‐3.901 Affiliates Financial Statement (Ths US$)(1) 4Q2018 4Q2017 Δ% Δ 2018 2017 Δ% Δ Minority interest 1.476 561 163,1% 915 6.556 4.789 36,9% 1.767 Income 33.276 44.228 -25% -10.951 141.849 164.492 -14% -22.642 Cost of ales -22.182 -24.165 -8% 1.983 -94.405 -98.721 -4% 4.316 # Maneuvers 19.258 19.426 -0,9% -168 77.579 75.921 2,2% 1.658 EBIT 6.271 15.383 -59% -9.112 28.640 48.626 -41% -19.986 # Tugboats (3) 105 109 0,0% -4 105 109 0,0% -4 EBITDA 11.929 21.331 -44% -9.401 51.102 72.072 -29% -20.970 (1) Consolidated EBITDA Mg 36% 48% 36% 44% (2) Tramarsa sold in April 2017 Profit (loss) from equity method associated 1.612 4.047 -60% -2.435 7.500 12.473 -40% -4.973 (3) Consider tugboats under construction # Maneuvers 6.878 8.439 -18% -1.561 29.209 30.712 -5% -1.503 # Tugboats (2) 48 52 -4 48 52 -4 TOWAGE DIVISION ASSOCIATE RESULTS (1) Affiliates at 100% continued operations (Values reflect 100% of Company’s interest) (2) Consider tugboats under construction
SALES
↓ 4Q2018 / 4Q2017: The associates in the Towage Division reported revenue of US $33.2 million, down US $10.9 million over the fourth quarter of 2017, due mainly to reduced revenue in Brazil stemming from pressure on market rates.
↓ Accumulated December 2018 / Accumulated December 2017: Revenue for 2018 reached US $141.8 million, a drop of US $22.6 million over 2017, mainly because of reduced revenue in Brazil.
COST OF SALES
↓ 4Q2018 / 4Q2017: Cost of sales for the fourth quarter of 2018 fell US $1.9 million to US $22.2 million, due mainly to lower variable costs in Brazil because of decreased activity.
↓ Accumulated December 2018 / Accumulated December 2017: Cost of sales in 2018 fell US $2.4 million to US $129.1 million, due mainly to lower variable costs in Brazil because of decreased activity.
10 11 SAAM – Earnings Report 4Q 2018
NET INCOME CONSOLIDATED PORT TERMINALS DIVISION RESULTS ↑ 4Q2018 / 4Q2017: The Port Terminals Division reported net income of US $9.1 million for the fourth quarter of 2018, SALES marking an increase of US $1.9 million over the same period in 2017 (excluding discontinued operations), as a result of Contents increased earnings from foreign terminals and recovery at some Chilean port terminals. ↑ 4Q2018 / 4Q2017: The Port Terminals Division reported consolidated revenue of US $71.6 million, up US $7.8 million from Accumulated December 2018 / Accumulated December 2017: In 2018 the Port Terminals Division reported net income the same quarter last year, as a result of 8% increase in tons transferred. This variation can be explained by increased ↑ of US $31.5 million, marking an increase of US $12.2 million over 2017 (excluding operations discontinued in 2017), activity at foreign terminals, which expanded volumes transferred by 14% over the fourth quarter of 2017. mainly as a result of increased earnings from foreign terminals and recovery at some Chilean port terminals.
↑ Accumulated December 2018 / Accumulated December 2017: The division posted consolidated revenue of 2018 of US Consolidated Financial Statement (Ths US$)(1) 4Q2018 4Q2017 Δ% Δ FY 2018 FY 2018 Δ% Δ Income 71.637 63.787 12% 7.850 271.601 218.369 24% 53.232 $271.6 million, up US $53.2 million over 2017 due to a rise of 18% in tons transferred, with a particularly strong increase at Cost of ales -51.130 -47.369 8% -3.761 -193.740 -159.653 21% -34.087 foreign terminals. EBIT 14.115 10.749 31% 3.366 55.421 38.641 43% 16.780 EBITDA 23.490 19.521 20% 3.969 89.889 68.591 31% 21.298 COST OF SALES EBITDA Mg 33% 31% 33% 31% Share of profit (loss) of equity- 883 -200 -542% 1.083 3.397 262 1197% 3.135 ↓ 4Q2018 / 4Q2017: Cost of sales increased US $3.7 million to US $51.1 million due mostly to greater variable costs such as personnel and equipment rental expenses because of increased activity. Profit continued operations 9.092 6.895 32% 2.197 31.553 19.070 65% 12.483 Discontinued Operations (2) 0 290 0 0 4.714 -4.714 ↓ Accumulated December 2018 / Accumulated December 2017: Cost of sales increased US $34.0 million to US $193.7 Profit attributable to owners of the million due mostly to greater variable costs such as personnel and equipment rental expenses because of increased Parent (IFRS) 9.092 7.185 27% 1.907 31.553 23.784 33% 7.769 Minority interest 1.521 220 591% 1.301 5.628 3.741 50% 1.887 activity. # Tons Transferred 4.594.500 4.250.700 8% 343.800 17.747.665 15.052.124 18% 2.695.541 # TEUs 441.534 397.829 11% 43.706 1.696.671 1.374.571 23% 322.100 EBITDA # Terminals 5 5 0 5 5 0 (1) Consolidated at 100% (2) Tramarsa sold in April 2017 and TPA S.A. asset for disposal classified as held for sale since Sept 2017 ↑ 4Q2018 / 4Q2017: EBITDA for the Port Terminals Division totaled US$23.5 million, up US$3.9 million from the same period last year. These improved results can be explained mainly by earnings growth at most foreign terminals, especially Terminal Portuario Guayaquil (TPG), Puerto Caldera and Florida International Terminal (FIT), because of increased activity and lower costs. The EBITDA margin improved 2 percentage points to 33%. PORT TERMINAL DIVISION ASSOCIATE RESULTS ↑ Accumulated December 2018 / Accumulated December 2017: The division reported EBITDA of US $89.9 million for 2018, (Values reflect 100% of Company’s interest) up US $21.3 million from 2017. This growth can be explained primarily by improved results at most foreign terminals due to increased activity, combined with cost cutting initiatives implemented by the division. The EBITDA margin improved 2 SALES percentage point to 33%.
↑ 4Q2018 / 4Q2017: The associates in the Port Terminals Division reported revenue of US $69.4 million, up US $15.7 million SHARE OF NET INCOME (LOSS) OF ASSOCIATES over the same period in 2017 because of a 12% increase in tons transferred.
↑ 4Q2018 / 4Q2017: Share of net income (loss) of associates accounted for using the equity method totaled US $883 ↑ Accumulated December 2018 / Accumulated December 2017: In 2018, they reported revenue of US $235.4 million, up US thousand for the period, reflecting an increase of US $1.1 million over the fourth quarter of 2017 due to improved results $15.7 million over 2017 because of an 8% increase in tons transferred. at San Antonio Terminal Internacional (STI).
↑ Accumulated December 2018 / Accumulated December 2017: Share of net income (loss) of associates accounted for COST OF SALES using the equity method totaled US $3.4 million for the period, reflecting an increase of US $2.8 million over the same period in 2017, due mainly to improved results from San Antonio Terminal Internacional (STI) and Antofagasta Terminal ↑ 4Q2018 / 4Q2017: Cost of sales rose US $9.4 million to US $57.1 million as a result of increased activity. Internacional (ATI) because of increased activity and efficiencies generated.
13 SAAM – Earnings Report 4Q 2018 SAAM – Earnings Report 4Q 2018
COST OF SALES ↓ Accumulated December 2018 / Accumulated December 2017: Cost of sales in 2018 increased US$7.3 million to US$197 million as a result of increased activity at some Chilean terminals. ↓ 4Q2018 / 4Q2017: Cost of sales fell US$2.3 million to US$10.9 million as a result of decreased activity because of the new Contents business strategy, combined with cost cutting initiatives implemented by the division. EBITDA
↑ 4Q2018 / 4Q2017: EBITDA totaled US $14.6 million, up US $1.5 million from the same period in 2017, mainly because of ↓ Accumulated December 2018 / Accumulated December 2017: Cost of sales fell US$10.4 million to US$47.5 million as a improved results at most Chilean terminals. result of decreased sales, changes in the service mix at Logística Chile and cost cutting initiatives.
EBITDA ↓ Accumulated December 2018 / Accumulated December 2017: EBITDA for the year 2018 totaled US $56.9 million, up US $6.7 million with respect to 2017, because of increased activity. ↑ 4Q2018 / 4Q2017: For the fourth quarter of 2018, the Logistics Division posted EBITDA of US $2.6 million, marking an increase of US $2.4 million over 2017, as a result of reduced costs and expenses related to changes in the structure of NET INCOME Logística Chile. The EBITDA margin improved 17 percentage points to 18%.
↑ 4Q2018 / 4Q2017: SAAM’s equity-method associates reported net income for the fourth quarter of 2018 of US $883 thousand, up US $1.1 million from the same period in 2017, due mainly to earnings growth at most terminals. ↑ Accumulated December 2018 / Accumulated December 2017: The division posted EBITDA of US$ 7.3 million in 2018, up US$3.9 million over 2017, due to a strong performance from Logística Chile, which saw its earnings recover thanks to its new structure, sales of several assets and its new business focus. The EBITDA margin improved 8 percentage points to ↑ Accumulated December 2018 / Accumulated December 2017: SAAM’s equity-method associates reported net income 13%. for 2018 of US $3.4 million, up US $3.1 million from the same period in 2017 (excluding discontinued operations), due mainly to earnings growth at most terminals. SHARE OF NET INCOME (LOSS) OF ASSOCIATES
Affiliates Financial Statement (Ths US$)(1) 4Q2018 4Q2017 Δ% Δ 2018 2017 Δ% Δ ↑ 4Q2018 / 4Q2017: Share of net income (loss) of associates accounted for using the equity method totaled US $2.5 million Income 69.474 53.750 29% 15.724 235.423 214.345 10% 21.078 for the period, reflecting an improvement of US $1.0 million over the same period in 2017, due mainly to improved results Cost of ales -57.129 -47.706 20% -9.423 -197.048 -189.738 4% -7.311 at Reloncavi because of increased activity. EBIT 7.127 4.361 63% 2.766 23.892 13.698 74% 10.194 EBITDA 14.578 13.077 11% 1.501 56.914 50.160 13% 6.753 ↑ Accumulated December 2018 / Accumulated December 2017: Share of net income (loss) of associates accounted for EBITDA Mg 21% 24% 0% 0 24% 23% 0% 0 Profit (loss) from equity method associated 883 -200 -542% 1.083 3.397 262 1197% 3.135 using the equity method totaled US $6.9 million for the period, reflecting growth of US $3.8 million over the same period Tons Transferred 5.465.576 4.895.529 12% 570.046 21.243.639 19.685.809 8% 1.557.829 in 2017 due mainly to improved results at Reloncavi and Aerosan. TEUs 451.357 381.067 18% 70.290 1.706.209 1.640.851 4% 65.358 Terminals 5 5 5 5
(1) Affiliates at 100% continued operations NET INCOME
↑ 4Q2018 / 4Q2017: The Logistics Division posted net income of US $3.4 million for the fourth quarter of 2018, up US $1.3 CONSOLIDATED LOGISTICS DIVISION RESULTS million from the same period in 2017, explained by a recovery in results at Logística Chile, income generated on the sale of SALES dispensable assets and improved results from associates. ↑ Accumulated December 2018 / Accumulated December 2017: For the year 2018, the Logistics Division reported net ↓ 4Q2018 / 4Q2017: The Logistics Division posted consolidated revenue of US$ 14 million, down US$1.5 million from the income of US $9.2 million, up US $6.2 million from the same period in 2017, due mainly to improved results from fourth quarter of 2017, as a result of business closures at Logística Chile as part of its new business focus on warehousing Logística Chile, Aerosan and Reloncavi, and savings generated. and trucking services. ↓ Accumulated December 2018 / Accumulated December 2017: The division reported consolidated revenue of US$58.7 million in 2018, down US$10.5 million, due to the new business focus at Logística Chile, which involved closing some businesses.
14 15 SAAM – Earnings Report 4Q 2018 SAAM – Earnings Report 4Q 2018
Consolidated (Ths US$)(1) 4Q2018 4Q2017 Δ% Δ FY 2018 FY 2018 Δ% Δ Income 14.025 15.584 -10% -1.559 58.735 69.256 -15% -10.521 ↑ Accumulated December 2018 / Accumulated December 2017: The division’s equity-method associates reported net Cost of ales -10.910 -13.197 -17% 2.287 -47.516 -57.947 -18% 10.431 income of US $6.9 million in 2018, up US $3.9 million from 2017, due to growth in results from airport and wood chip EBIT 1.682 -1.087 -255% 2.769 3.593 -2.196 -264% 5.789 services. Contents EBITDA 2.589 146 1675% 2.443 7.349 3.445 113% 3.904 EBITDA Mg p ( ) q y 18% 1% 13% 5% accounted investees 2.502 1.404 78% 1.098 6.949 2.975 134% 3.974 Profit continued operations 3.376 2.026 67% 1.350 9.237 3.048 203% 6.189 Affiliates Financial Statement (Ths US$) 4Q2018 4Q2017 Δ% Δ 2018 2017 Δ% Δ Discontinued Operations (2) 0 0 0 0 730 -730 Income 24.862 24.187 3% 675 92.064 78.516 17% 13.549 Profit attributable to owners of Cost of ales -17.604 -18.064 -3% 459 -68.442 -60.634 13% -7.807 3.376 2.026 67% 1.350 9.237 3.778 144% 5.459 the Parent (IFRS) EBIT 5.267 4.457 18% 810 17.304 12.077 43% 5.227 Minority interest 0 0 0% 0 0 0 0% 0 EBITDA 5.884 5.684 4% 200 21.487 16.603 29% 4.884 EBITDA Mg 24% 24% 23% 21% Profit (loss) from equity method associated 2.502 1.404 78% 1.098 6.949 2.975 134% 3.974 RESULTS FROM LOGISTICS DIVISION ASSOCIATES (Values reflect 100% of Company’s interest)
SALES
↑ 4Q2018 / 4Q2017: The Logistics Division’s associates posted revenue of US $24.8 million, in line with the fourth quarter of 2017, as a result of increased wood chip services in Reloncaví.
↑ Accumulated December 2018 / Accumulated December 2017: Associate revenue for the year 2018 reached US $92 million, up US $13.5 million from 2017 due to growth in export services at Aerosan and wood chip services at Reloncavi.
COST OF SALES
↑ 4Q2018 / 4Q2017: Cost of sales for the fourth quarter of 2018 was US$17.6 million, in line with the fourth quarter of 2017.
↑ Accumulated December 2018 / Accumulated December 2017: Cost of sales for 2018 increased by US $7.8 million to US$68.4 million due to higher variable costs at Aerosan related to increased export services.
EBITDA
↑ 4Q2018 / 4Q2017: EBITDA for the fourth quarter of 2018 was in line with the same period in 2017, totaling US $5.8 million.
↑ Accumulated December 2018 / Accumulated December 2017: EBITDA was up US$4.8 million in 2018 to US$21.5 million due to earnings growth at Reloncaví and Aerosan because of increased activity.
NET INCOME
↑ 4Q2018 / 4Q2017: For the fourth quarter of 2018, the division's associates posted net income of US $2.5 million, up US $1.1 million as a result of growth in airport and wood chip services.
16 17 SAAM – Earnings Report 4Q 2018
MARKET ANALYSIS CHAPTER
Services to customers are performed under market conditions, which are simple credits for no longer than 90 days on COMMENTARY Contents average. These transactions are not concentrated in relevant clients, on the contrary, the clients of SAAM and subsidiaries are SAAM and its subsidiaries make annual estimates of market share for the different segments where they do business. These quite fragmented, which allows distributing the risk. estimates are based mainly on an analysis of available information, which includes internal operations and sales data, industry SKILLED LABOR reports from regulators and other reports obtained from the market. The ability to compete successfully depends on the ability to attract and retain highly skilled labor. The loss of its services, or TOWAGE the inability to hire and retain key personnel may have an adverse effect on SAAM financial performance. Furthermore, the Each towage market has its own particular characteristics due to variations in regulations between free markets, markets ability to operate tugboats, port terminals and offer logistics services depends on the capacity to attract and retain qualified limited to concessions or private contracts. Operators may compete daily and/or through public or private bidding processes and experienced personnel. with the main global towage operators, such as Svitzer, Smit, Boluda, as well as regional players like Wilson Sons, Intertug, On the other hand, notwithstanding maintaining good relations with employees, the risks of strikes, work stoppages or other Ultratug, CPT Remolcadores, among others. conflicts with trade unions or workers, may not be ruled out. PORT TERMINALS RENEWAL OF CONCESSIONS SAAM and its subsidiaries have a relevant market share in terms of total tons transferred in the markets of Chile, Ecuador The non-renewal of some port concessions is a long-term risk and will depend on future market conditions and on (Guayaquil) and Costa Rica. In Mexico, United States and Colombia, SAAM participates on the operation of medium-size negotiations with port authorities. This could affect revenues, especially in the case of San Antonio Terminal Internacional, terminals in the locations of Mazatlán, Port Everglade and Cartagena de Indias respectively. which matures in 2024. However, all remaining port concessions have been renewed. This was conditional to having reached LOGISTICS and maintained a certain operational standard, which was fully complied with by SAAM in its places of operation. In addition, SAAM has concessions in the towage business in Mexico, and Costa Rica, being the first one completed renewed This division concentrates most of its operations in Chile, a market where its main competitors in Supply Chain services are: DHL; Sitrans; Kuehne+Nagel; Loginsa; APL Logistics; Agunsa and Logística S.A INCREASE IN COMPETITION The various structural and technological changes in the shipping and port sector, could constantly push up rates and operating costs. This implies permanent review of internal processes in order to continuously optimize them.
RISK FACTORS Competition in port terminals, towage and logistics in which SAAM operates, involves factors such as price, service, safety statistics and reputation, quality and availability of services for the customer. A reduction in the rates offered by competitors may cause SAAM to reduce its own and reduce the use of use of its services, which will negatively affect its results. FINANCIAL RISK In addition, consolidation of the shipping industry and verticalization of clients’ operations might cause the loss of some It is the risk that changes in rates and market prices, for example fluctuations in exchange rates or interest rates, affect business. Companies with significant shipping operations could decide to carry out certain functions that are currently SAAM’s or its subsidiaries’ revenues or the value of financial instruments held by them. The objective of financial risk provided to them by SAAM, instead of continue to use its services. The decision of any of its key clients to verticalize its management is to manage and control exposure to this risk within reasonable parameters and at the same time, optimize operations could have a negative influence in the use of its services, which would impact its results. profitability. Also, the increasing competition and the imposition of regulatory standards in some countries, force to make strong SAAM tries to maintain a balance in its net financial positions in SAAM and subsidiaries that will minimize the effects of the investments both in tugboats and in land equipment, in order to avoid the risk of obsolescence and lack of productivity. It exchange rate risk that the Company is exposed to in Chile, Mexico and Brazil. Whenever it is not possible to achieve this should be noted that the percentage of SAAM tugboats with azimuth technology has grown steadily from 30% in 2004 to 73% equilibrium, financial derivatives (Forwards) are contracted so that they will allow an efficient management of these risks. In by March 2017. general, SAAM seeks to apply hedge accounting to diminish the volatility in results generated by the existence of exposed positions of net assets and liabilities in foreign currency.
CREDIT RISK
Credit risk is the risk of financial loss caused if a client or a counterpart of a financial instrument, fails to comply with its contractual obligations. This is especially sensitive in the accounts receivable from customers of SAAM and subsidiaries. When credits will be granted to customers, the latter are financially evaluated by a committee in order to reduce the risks of non- payment. Credits granted are periodically reviewed in order to implement the controls defined by established policies and to
monitor the status of outstanding accounts receivable.
19 SAAM – Earnings Report 4Q 2018 SAAM – Earnings Report 4Q 2018 ECONOMIC CYCLE The demand for SAAM’s services depends largely on the levels of international trade and, in particular, on the shipping industry in the export and import of goods, especially those handled in the port terminals under concession. Downturns in the CONSOLIDATED FINANCIAL INDICATORS economic cycle could adversely affect operational results, because during economic crises or periods of diminished activity,
Contents the shipping companies could experience a reduction in their cargo volumes. In spite of this, SAAM is well positioned to face these cycles through a relevant geographic and business diversification. Unit dic‐18 dic‐17
ACCIDENTS AND NATURAL DISASTERS Ownership Shares outstanding N° 9.736.791.983 9.736.791.983 The fleet and equipment used in port terminals and in the logistics area are at risk of damages or loss due to such events as Controlling Group- Luksic Group % 52,2% 52,2% mechanical failure, installation flaws, fires, explosions and collisions, accidents at sea and human error. In addition, assets Stock price $ 59,87 0 may also be affected as a result of earthquakes, tsunamis, or other natural disasters. However, SAAM, through its subsidiaries and Associates, have contracted insurance with ample coverage to mitigate damages. Liquidity performance ENVIRONMENTAL STANDARDS Liquidity ratio (1) times 3,02 3,00 Acid test (2) times 2,78 2,70 Ports, tugboats and logistics operations are subject to extensive environmental laws. Failure to comply with these laws may result in the imposition of administrative sanctions. Said penalties may include, among others, the closure of facilities that do Leverage not comply, cancellation of operation licenses, and the imposition of sanctions and fines when the companies act with Razón de endeudamiento times 0,55 0,54 negligence or recklessness with regard to environmental issues. Approval of tougher environmental laws and regulations Short term debt % 26% 26% could require making additional investments to comply with these regulations and, therefore, alter investment plans. To Long term debt % 74% 75% mitigate this risk, SAAM and its subsidiaries have subscribed third-party liability insurance for damages and/or fines for Interest coverage times 5,59 3,98 pollution associated to its fleet of tugboats.
RISKS BY POLITICAL AND ECONOMIC CONDITIONS Return Earning per share US$ 0,005094799 0,003611148 A significant part of SAAM’s assets are located in Chile. Also, around 51% of consolidated sales, considering affiliates at their ROE (6) % 6,5% 5,60% proportional value, originate in Chilean operations. Consequently, business results depend significantly on economic ROA (7) % 3,4% 3,06% conditions in Chile. Future evolution of Chilean economy could have adverse effects on SAAM’s financial condition or results, and could limit the ability to develop its business plan. The Chilean State has had, and continues to have, a substantial influence on many aspects of the private sector and in the past has modified monetary, fiscal, and tax policies, as well as Other ratios other regulations that have effects on the economy. Revenues / Total Assets (3) times 0,362 0,356 Revenues / Fixed Assets (4) times 1,065 1,08 Besides Chile, SAAM has operations in Ecuador, Mexico, Brazil, Colombia, Uruguay, Guatemala, Costa Rica, Panama, Canada Working capital turnover times 1,965 1,983 and the United States. Some of these countries have gone through periods of political and economic instability during recent
decades, periods in which governments have intervened in business and financial aspects with effects on foreign investors (1) Current Assets/ current liabilities and companies. It is not possible to state that these situations could never recur in the future, or that they could happen in a (2) Current assets minus non current assets held for sale , inventory and anticipated new country where SAAM enters, and therefore, adversely affect the operations of the Company in these countries. payments / current liabilities
(3) Revenues / Total Assets (4) Revenues / Fixed Assets (5) Ventas/(Activo corriente-Pasivo Corriente) (6) LTM Profit / average equity
(7) LTM Profit / average total assets
20 21 Contents SUMMARIZED FINANCIAL STATEMENTS OF SUBSIDIARIES Contents
SAAM S.A. Summarized Statements of Comprehensive Income by Function
For the exercices ended December 31, 2018 and 2017
2018 2017 ThUS$ ThUS$ Income from ordinary activities 201.505 219.271 Cost of Sales (134.785) (163.463)
SAAM S.A. Summarized Statements of Financial Position Gross profit 66.720 55.808 At December 31, 2018 and 2017 Administrative Expenses (51.056) (45.435) Other Income (Expenses) (net) 1.795 (408) Other Income 3.877 74.326 2018 2017 Financial Costs (net) (4.123) (6.163) ThUS$ ThUS$ ASSETS Share of profit of affiliates 7.921 18.309 Current Assets 274.429 303.000 Foreign currency translation differences and Indexation adjustments (2.016) (1.361) Non-Current Assets 488.296 523.844 Profit (Loss) before income taxes 23.118 95.076 Total Assets 762.725 826.844
Income tax expense (8.276) (45.601) EQUITY AND LIABILITIES - 10.430 Profit (loss) from continuing operations 14.842 59.905 Current liabilities 43.140 92.700 Non-current liabilities 205.467 206.051 Capital and Reserves 75.364 83.097 Profit (loss) attributable to owners of the Parent Company 8.285 52.006 Accumulated Net Income (losses) 332.416 336.658 Profit (loss) attributable to non-controlling interests 6.557 7.899 Non-controlling interests 106.338 108.338 Profit (loss) 14.842 59.905 Total liabilities and equity 762.725 826.844
Other items of other comprehensive income, net of tax (13.866) 5.878 Income taxes related to items of other comprehensive income (loss) (9) 55
Total Comprehensive Income 967 65.838
Comprehensive Income attributable to owners of Parent Company 556 56.825
Comprehensive Income attributable to non-controlling interests 411 9.013 Contents
SAAM S.A. Summarized Statements of Cash Flows, Direct Method SAAM S.A. Summarized Statements of Changes in Equity
For the exercises ended December 31, 2018 and 2017 For the exercises ended December 31, 2017 and 2016
2018 2017 2018 2017 ThUS$ ThUS$ ThUS$ ThUS$
NET CASH FLOWS Equity initial balance 528.093 864.610 Comprehensive income 967 65.838 Cash flows from (used in) operating activities 44.838 54.226 Increase (decrease) for transfers and other changes in equity (119) (361.178) Cash flows from (used in) investing activities 2.125 (5.791) Dividends (14.823) (41.177) Cash flows from (used in) financing activities (33.219) (15.526) Equity final balance 514.118 528.093 Net increase (decrease) in cash and cash equivalents, before the effect of changes in the exchange rate 13.744 32.909 Effects of exchange rate fluctuations in cash and cash equivalents (1.081) 291 The explanatory note on "transactions with related parties" of SAAM S.A. is Net increase (decrease) in cash and cash equivalents 12.663 33.200 contained in the Financial Statements of the Reporting Company. Cash and cash equivalents at beginning of the period 176.225 143.025
Cash and cash equivalents at the end of the period 188.888 176.225 Likewise, the Financial Statements of the subsidiary SAAM S.A., are available to the public at SM SAAM's offices, the Financial Market Comission (CMF), and at the Company's web site (www.saam.com). Contents
SAAM Ports S.A. Summarized Statements of Financial Position
For the exercices ended December 31, 2018 and 2017
2018 2017 ThUS$ ThUS$ Income from ordinary activities 269.942 123.013 Cost of Sales (199.001) (95.384) SAAM Ports S.A. summarized Statements of Financial Position Gross profit 70.941 27.629 At December 31, 2018 and 2017 Administrative Expenses (17.601) (8.630) Other Income (Expenses) (net) (1.499) (731) 2018 2017 Other Income 5.648 (834) ThUS$ ThUS$ Financial Costs (net) (9.114) (4.698) ASSETS Share of profit of affiliates 3.397 (192) Current Assets 76.147 61.532 Foreign currency translation differences and Indexation adjustments (553) 2.272 Non-Current Assets 451.623 478.097 Profit (Loss) before income taxes 51.219 14.816 Total Assets 527.770 539.629
Income tax expense (11.538) (4.344) EQUITY AND LIABILITIES Profit (loss) from continuing operations 39.681 10.472 Current liabilities 67.523 71.635 Non-current liabilities 173.042 208.526 Profit (loss) attributable to owners of the Parent Company 33.957 9.795 Capital and Reserves 38.555 42.558 Accumulated Net Income (losses) 206.418 172.483 Profit (loss) attributable to non-controlling interests 5.724 677 Non-controlling interests 42.232 44.427 Profit (loss) 39.681 10.472 Total liabilities and equity 527.770 539.629 Other items of other comprehensive income, net of tax (3.941) 352 Income taxes related to items of other comprehensive income (loss) (4) 71
Total Comprehensive Income 35.736 10.895
Comprehensive Income attributable to owners of Parent Company 30.021 10.137
Comprehensive Income attributable to non-controlling interests 5.715 758 Contents
SAAM Ports S.A. Summarized Statements of Cash Flows, Direct Method SAAM Ports S.A. summarized Statements of Changes in Equity For the exercises ended December 31, 2018 and 2017 For the exercises ended December 31, 2018 and 2017
2018 2017 2018 2017 ThUS$ ThUS$ ThUS$ ThUS$ NET CASH FLOWS Equity initial balance 259.468 - Comprehensive income 35.736 10.895 Cash flows from (used in) operating activities 65.573 14.959 Increase (decrease) for transfers and other changes in equity (429) 251.694 Cash flows from (used in) investing activities (3.789) 12.626 Dividends (7.570) (3.121) Cash flows from (used in) financing activities (51.380) (9.031) Equity final balance 287.205 259.468 Net increase (decrease) in cash and cash equivalents, before the effect of changes in the exchange rate 10.404 18.554 Effects of exchange rate fluctuations in cash and cash equivalents (140) 16 The explanatory note on "transactions with related parties" of SAAM Ports S.A. is Net increase (decrease) in cash and cash equivalents 10.264 18.570 contained in the Financial Statements of the Reporting Company. Cash and cash equivalents at beginning of the period 18.570 - Likewise, the Financial Statements of the subsidiary SAAM Ports S.A., are available to Cash and cash equivalents at the end of the period 28.834 18.570 the public at SM SAAM's offices, the Financial Market Comission (CMF), and at the Company's web site (www.saam.com). Contents
SAAM Logistics S.A. Summarized Statements of Comprehensive Income by Function
For the exercices ended December 31, 2018 and 2017
2018 2017 ThUS$ ThUS$ Income from ordinary activities 58.735 31.039 Cost of Sales (47.539) (24.266) SAAM Logistics S.A. Summarized Statements of Financial Position Gross profit 11.196 6.773 At December 31, 2018 and 2017 Administrative Expenses (7.495) (7.429) Other Income (Expenses) (net) 361 (53)
2018 2017 Other Income 396 483 ThUS$ ThUS$ Financial Costs (net) 286 56 ASSETS Share of profit of affiliates 7.026 1.935 Current Assets 46.523 55.112 Foreign currency translation differences and Indexation adjustments (1.246) 904 Non-Current Assets 95.760 98.355 Profit (Loss) before income taxes 10.524 2.669 Total Assets 142.283 153.467
Income tax expense (1.618) (1.780) EQUITY AND LIABILITIES Profit (loss) from continuing operations 8.906 889 Current liabilities 6.038 13.012 Non-current liabilities 3.328 7.674 Profit (loss) attributable to owners of the Parent Company 8.824 845 Capital and Reserves 26.680 26.558 Accumulated Net Income (losses) 105.302 105.288 Profit (loss) attributable to non-controlling interests 82 44 Non-controlling interests 935 935 Profit (loss) 8.906 889 Total liabilities and equity 142.283 153.467 Other items of other comprehensive income, net of tax 128 519 Income taxes related to items of other comprehensive income (loss) (6) -
Total Comprehensive Income 9.028 1.408
Comprehensive Income attributable to owners of Parent Company 8.946 1.355
Comprehensive Income attributable to non-controlling interests 82 53 Contents
SAAM Logistics S.A. Summarized Statements of Cash Flows, Direct Method Estados de Cambios en el Patrimonio Resumidos de SAAM Logistics S.A.
For the exercises ended December 31, 2018 and 2017 SAAM Logistics S.A. Summarized Statements of Changes in Equity
2018 2017 2018 2017 ThUS$ ThUS$ ThUS$ ThUS$
NET CASH FLOWS Equity initial balance 132.781 - Comprehensive income 9.028 - Cash flows from (used in) operating activities 3.839 11.670 Increase (decrease) for transfers and other changes in equity 304 - Cash flows from (used in) investing activities 2.031 15.256 Dividends (9.196) - Cash flows from (used in) financing activities (9.273) (133) Equity final balance 132.917 - Net increase (decrease) in cash and cash equivalents, before the effect of changes in the exchange rate (3.403) 26.793 Effects of exchange rate fluctuations in cash and cash equivalents (215) 196 The explanatory note on "transactions with related parties" of SAAM Logistics S.A. is Net increase (decrease) in cash and cash equivalents (3.618) 26.989 contained in the Financial Statements of the Reporting Company. Cash and cash equivalents at beginning of the period 26.989 - Likewise, the Financial Statements of the subsidiary SAAM Logistics S.A., are available to Cash and cash equivalents at the end of the period 23.371 26.989 the public at SM SAAM's offices, the Financial Market Comission (CMF), and at the Company's web site (www.saam.com). Contents
SAAM Inversiones SpA Summarized Statements of Comprehensive Income by Function
For the exercices ended December 31, 2018 and 2017
2018 2017 ThUS$ ThUS$ Income from ordinary activities - - Resumidos de SAAM Inversiones SpA Summarized Statements of Financial Position Cost of Sales - -
At December 31, 2018 and 2017 Gross profit - - Administrative Expenses (4) (4) Other Income (Expenses) (net) - 1 2018 2017 Other Income - - ThUS$ ThUS$ Financial Costs (net) - - ASSETS Share of profit of affiliates 96 63 Current Assets 227 155 Foreign currency translation differences and Indexation adjustments (5) 1 Non-Current Assets 999 984
Profit (Loss) before income taxes 87 61 Total Assets 1.226 1.139 Income tax expense - (14)
EQUITY AND LIABILITIES Profit (loss) from continuing operations 87 47
Current liabilities 4 4 Profit (loss) attributable to owners of the Parent Company 87 47 Non-current liabilities - - Capital and Reserves 1.059 1.060 Profit (loss) attributable to non-controlling interests - - Accumulated Net Income (losses) 163 75 Profit (loss) Non-controlling interests - - 87 47
Total liabilities and equity 1.226 1.139 Other items of other comprehensive income, net of tax (1) 2 Income taxes related to items of other comprehensive income (loss) - -
Total Comprehensive Income 86 49
Comprehensive Income attributable to owners of Parent Company 86 49
Comprehensive Income attributable to non-controlling interests - - Contents
SAAM Inversiones SpA Summarized Statements of Cash Flows, Direct Method SAAM Inversiones SpA Summarized Statements of Changes in Equity
For the exercises ended December 31, 2018 and 2017 For the exercises ended December 31, 2018 and 2017
2018 2017 2018 2017 ThUS$ ThUS$ ThUS$ ThUS$
NET CASH FLOWS Equity initial balance 1.135 (779) Comprehensive income 86 49 Cash flows from (used in) operating activities (4) 48 Increase (decrease) for transfers and other changes in equity 1 1.888 Cash flows from (used in) investing activities 90 41 Dividends - (23) Cash flows from (used in) financing activities - (23) Equity final balance 1.222 1.135 Net increase (decrease) in cash and cash equivalents, before the effect of changes in the exchange rate 86 66 Effects of exchange rate fluctuations in cash and cash equivalents (5) - The explanatory note on "transactions with related parties" of SAAM Inversiones SpA is Net increase (decrease) in cash and cash equivalents 81 66 contained in the Financial Statements of the Reporting Company. Cash and cash equivalents at beginning of the period 95 29
Cash and cash equivalents at the end of the period 176 95 Likewise, the Financial Statements of the subsidiary SAAM Inversiones SpA , are available to the public at SM SAAM's offices, the Financial Market Comission (CMF), and at the Company's web site (www.saam.com). A A
Contents STATEMENT OF RESPONSABILITY
e ire rs and ie e u i e i er si n is Annua e r r e ear ended e e ber de are under a a i s n en is ru u in a rdan e e in r a i n a e ad in eir ssessi n
ÓSCAR HASBÚN MARTÍNEZ JEAN-PAUL LUKSIC FONTBONA DIEGO BACIGALUPO ARACENA
CHAIRMAN VICE CHAIRMAN DIRECTOR
FRANCISCO GUTIÉRREZ PHILIPPI JORGE GUTIÉRREZ PUBILL FRANCISCO PÉREZ MACKENNA
DIRECTOR DIRECTOR DIRECTOR
ARMANDO VALDIVIESO MONTES MACARIO VALDÉS RACZYNSKI
DIRECTOR GERENTE GENERAL
is S a e en es nsibi i as been si ned b e ire rs and e ie e u i e i er in a rdan e i e n en s r a de ar er enera enera u e se si na ures are re rded in e du i a es is d u en a are in e an s ssessi n