2
// CONTENTSIntroduction
Letter from the Chair
Company Profile
Incorporation Documents
Board of Directors and Management
Material Facts
4
6 -7
10
11
14
15
En operaciones la primera ruta concesionada de AntofagastaACTIVIDADES. Presidente Piñera encabezó el acto de inauguración junto a autoridades regionales y posteriormente participó en un diálogo con dirigentes y líderes sociales
3
4
// INTRODUCTION2012 saw the provisional start-up of the first Highway Concession in the region of Antofagasta. The work undertaken
and completed by our Company enabled the full operation of Ruta 1, a divided highway that links the city of
Antofagasta and the port of Mejillones with the highest international safety and service quality standards.
Construction and improvement work continues on the other roads that make up the region’s highway system, thus
materializing a project that will help improve connectivity, logistics and efficiency in the region that hosts the country’s
largest mining production.
The following paragraphs contain the third Corporate Annual Report of Sociedad Concesionaria Autopistas de
Antofagasta S.A.
5
6
One of the greatest satisfactions an organization can have is the realization that its efforts have come to fruition,
especially if these fruits are certain to add value to the organization itself while contributing to the growth of its
associates, its customers and the country as a whole. That is exactly the feeling all of us at Sociedad Concesionaria
Autopistas de Antofagasta have after achieving the first major milestone, which is the entry into operation of Ruta 1,
the region’s first high-standard divided highway that links the cities of Antofagasta and Mejillones.
During 2012 we completed a number of steps related to the construction and operation of the highway network that
allowed us to meet the goals set in the original schedule well ahead of the deadlines initially committed.
I would like to begin this account with a review of Ruta 1, which we commissioned in a shorter period than the
one established in the bidding documents. This allowed us to begin the full operation of the dual carriage highway
between Antofagasta and Mejillones, providing world-class service to the more than 30,000 users than travel
between both cities each day. As soon as authorization for provisional commissioning was received from the Ministry
of Public Works on December 15, 2012, the Troncal and Aeropuerto toll plazas began collecting the toll for this
45-kilometer road.
At the same time, I would like to highlight the many safety elements this highway has introduced in the region: SOS
phones every 2.5 kilometers that provide road and emergency assistance, free service areas, frontage roads and
safety elements that contribute to the efficient transportation of both freight and passengers.
An intensive informational campaign was launched through different media and social networks that not only aimed
to inform the public about the entry into service and the main advantages of this road but also to educate them
on how to use it. The campaign underscored the technical features as well as the fact that a highway concession
protects and cares about each and every one of its users.
// LETTER FROM THE CHAIR
7
As far as construction is concerned, roadwork continued on routes 5, 26 and 400, upgrading them to divided
highways, adding third lanes and repairing the areas where the surface course had already reached the end of its
useful life. As of December 31, construction of these roads was 73% complete, that is, seven months ahead of the
planned schedule.
I would also like to emphasize that, as part of our efforts to deliver a world-class service, we have improved our
contact with our customers not only in terms of offering enhanced safety and efficiency, but also by keeping them
informed about our company, conditions on the road, and other significant information that may affect their trip.
Along this line, we have developed great informational synergy by implementing our Website and adding news and
contact forms to it, creating a corporate Twitter account that receives queries and posts replies, and setting up a
central line connected to our control center that provides further road information by means of variable-message
signs and SOS phones.
I would like to conclude this message by drawing attention to the fact that we have fulfilled our objective of making
Autopistas de Antofagasta a company that effectively contributes to and is an integral part of the region. We hope
to continue our contribution to its development by providing safety and logistic efficiency in order to promote the
region’s economy and to continually improve the quality of life of its inhabitants.
Aldemar Miranda
Chairman of the Board of Directors
Sociedad Concesionaria Autopistas de Antofagasta
8
At Sociedad Concesionaria Autopistas de Antofagasta S.A. we strive to deliver safety and quality on the roads we
operate. We promote the creation of opportunities for the personal and professional growth of our employees. We
meet our shareholders’ expectations of profitability and have great respect for the environment and the community
where we conduct our business.
// OUR MISSION
9
To be recognized as an industry benchmark in the operation of intercity highways in the Southern Cone.
// OUR VISION
10
// CORPORATE NAME:
// BUSINESS NAME:
// LEGAL DOMICILE:
// TAX ID NO.:
// COMPANY TYPE:
// OFFICES IN ANTOFAGASTA:
// EXTERNAL AUDITORS:
// WEB SITE:
// PURPOSE OF THE COMPANY:
Sociedad Concesionaria Autopistas de Antofagasta S.A.
Autopistas de Antofagasta
Ruta 1 km 14700 sector La Portada – Antofagasta.
76.099.978 - 4
Closely held corporation registered with the Special Register of Reporting Entities of the Securities and Insurance
Supervisor (SVS) under No. 238.
Ruta 1 km 14700 sector La Portada – Antofagasta.
KPMG Auditores Consultores Ltda
http://www.autopistasdeantofagasta.cl/
The purpose of the company is to design, build, maintain, operate, and exploit the public work referred to as
“Concesión Vial Autopistas de la Región de Antofagasta” under a concession contract, and to provide and exploit
provision and operation of the services agreed upon under the concession contract for the development of the said
work as well as all the activities required for proper execution of the project.
// COMPANY PROFILE
11
// INCORPORATION DOCUMENTS
// Ownership and control of the Concession Holding Company
// Subscribed shares
// 30,000 // 100%
// Interest
Sociedad Concesionaria Autopistas de Antofagasta S.A. was incorporated by means of a public deed dated June 1,
2010, executed at Santiago Notary Public’s Office of Mr. Raúl Iván Perry Pefaur, the abstract of which was registered on
page 27,287 under No. 18,725 of the Commercial Register kept by the Santiago Real Estate Registrar corresponding
to 2010 and published in the Official Gazette issue No. 39,678 of June 5, 2010.
The duration of the concession will be 245 months effective 180 days after publication in the Official Gazette of the
executive order awarding the concession contract, which took place on April 7, 2010.
As of 31 de December de 2012, the property and control structure of Sociedad Concesionaria Autopistas de
Antofagasta is as follows:
The Concession Holding Company’s equity capital amounts to CLP 30 billion divided into 30,000 registered shares.
Antofagasta Inversora S.A.29,999 99.99%
Total
Skanska Infraestructure Investment Chile S.A. 1 0.01%
12
Skanska, the parent company of Skanska Infrastructure Investment Chile S.A., is one of the world’s largest
construction and services groups, with operations in Europe, the United States and Latin America.
Its solid international reputation and a tradition of over 130 years have brought Skanska to a position of undisputed
leadership in construction services, development of commercial and residential projects, and infrastructure
development through public-private partnerships.
Skanska focuses its efforts on developing innovative solutions, working in close collaboration with its customers and
combining its international expertise with national coverage, acting like a local company of global strength.
// About Skanska:
// Ownership and control of the Antofagasta Inversora S.A.
// 30,090,000 // 100%
The Concession Holding Company’s equity capital amounts to CLP 30 billion divided into 30,000 registered shares.
15,045,00015,045,000
50%
Total
Inversiones Infraestructura Dos S.A.
50%
// Subscribed shares // Interest
Skanska Infraestructure Investment Chile S.A.
13
Established in 1992, Las Américas AFI S.A. is part of the Empresas Penta group. It includes four funds: Fondo de
Inversión Inmobiliaria Las Américas Raíces, Fondo de Inversión Inmobiliaria Las Américas Fundación, Fondo de
Desarrollo de Empresas Las Américas Emergente and Fondo de Inversión Las Américas Infraestructura, which,
combined, represent assets for USD 120 million.
Las Américas Fondo de Inversión pursues the creation of value through investment in different companies, focusing
on the real estate market and the infrastructure concession industry, among other economic sectors.
// About Las Américas Fondo de Inversión
// Skanka’s main statistics are:
4,000 60,000
CUSTOMERS
EMPLOYEES
17,000 12,000BILLION DOLLARS ANNUALLY
PROJECTS UNDER DEVELOPMENT IN 18 COUNTRIES
14
Sociedad Concesionaria Autopistas de Antofagasta S.A. is managed by a Board of Directors that consists of six (6)
members who remain in office for a period of one (1) year, after which they may be reelected.
The current Board of Directors was elected on occasion of the Extraordinary General Shareholders’ Meeting held on
February 5, 2013.
The company’s Board of Directors is composed of:
Aldemar Miranda (Chairman)
William Horwitz
Olle Tronsén
Horacio Peña Novoa
Francisco Soublette De Saint Luc
Jorge Leyton Torres
Nick Doherty
Anders Alderud
Martín Carlevaro
Cristóbal Rodríguez Ugarte
Miguel Ángel Ovalle Garretón
Jorge Castro Orrego
// Board of Directors and Management
// Regular Directors
// Marcelo Alejandro Consolo Chief Executive Officer
// Claudio Ruiz Chief Financial Officer
// Emilio OrtizChief Operations Officer
// Alternate Directors
As of December 31, 2012, the senior management of Sociedad Concesionaria Autopistas de Antofagasta is composed
of:
15
// January 9, 2012: Claudio Ruiz is appointed new Chief Financial Officer.
// December 3, 2012: Ruta 1 enters into provisional operation between the cities of Antofagasta and Mejillones, and
the Company is authorized to begin collecting a toll to all the vehicles using the Troncal and Aeropuerto toll plazas
beginning on December 15, 2012.
// December 31, 2011: The Autopistas de Antofagasta project is 73% complete.
During 2012, Sociedad Concesionaria Autopistas de Antofagasta reported 5 Material Facts to the Securities and
Insurance Supervisor (SVS) in compliance with the current regulation.
These facts related to the Regular Shareholders’ Meeting, changes in management and the authorization for the
provisional operation of Ruta 1.
Also, as of December 31, 2012, the company’s staff totals 65 employees.
// Milestones
// Material Facts:
320 42
OFFICERS AND MAIN EXECUTIVES
PROFESSIONALS
WORKERS
16
// FINANCIAL INFORMATION AND REPORTS
Pursuant to General Standard No. 284 of the Securities and Insurance Supervisor (SVS), the undersigned become
liable for the accuracy of all the information contained in this Annual Report of Sociedad Concesionaria Autopistas de
Antofagasta S.A.
// Statement of Responsibilities
// Aldemar MirandaChairman
// Olle TronsenDirector
// Cristóbal Rodríguez UgarteDirector
// Jorge Leyton TorresDirector
// Willian HorwitzDirector
// Marcelo Alejandro ConsoloChief Executive Officer
// Francisco Soublette de Saint LucDirector
17
Financial Statements as of December 31, 2012 and 2011and the years ended on those dates
(Including the External Auditors’ Report)
SOCIEDAD CONCESIONARIAAUTOPISTAS DE ANTOFAGASTA S.A.
20
External Auditors’ Report
Statement of Financial Position
Statement of Comprehensive Income by Item
Statements of Cash Flow
Statement of Changes in Equity
Notes to Financial Statements
Thousands of CLP: Figures expressed in thousands of Chilean pesos
TABLE OF CONTENTS
21
Report on the financial statements
We have audited the accompanying financial statements of Sociedad Concesionaria Autopistas de Antofagasta SA., which comprise the
consolidated statements of financial position as of December 31, 2012 and 2011, and the related statements of comprehensive income,
changes in stockholders’ equity and cash flows for the years then ended, and the related notes to the financial statements.
Management’s responsibility for the financial statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with
International Financial Reporting Standards; this includes the design, implementation, and maintenance of internal control relevant to the
preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with
auditing standards generally accepted in Chile. Those standards require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s
preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such
opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting
estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
To the Directors and Shareholders of
Sociedad Concesionaria Autopistas de Antofagasta S.A.
EXTERNAL AUDITORS’ REPORT
KPMG Auditores Consultores Ltda. sociedad de responsabilidad limitada chilena y una firma miembro de la red de firmas miembro independientes de KPMG afiliadas a KPMG International Cooperative (“KPMG International”), una entidad suiza. Todos los derechos reservados.
22
Opinion
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Sociedad
Concesionaria Autopistas de Antofagasta S.A. and its subsidiary as of December 31, 2012 and 2011, and the results of their operations
and their cash flows for the years then ended in accordance with International Financial Reporting Standards.
Benedicto Vásquez Córdova
Santiago, February 27, 2013
KPMG Ltda.
KPMG Auditores Consultores Ltda. sociedad de responsabilidad limitada chilena y una firma miembro de la red de firmas miembro independientes de KPMG afiliadas a KPMG International Cooperative (“KPMG International”), una entidad suiza. Todos los derechos reservados.
23
Cash and cash equivalent
Other financial assets, current
Trade and other receivables, current
Accounts receivable from related entities, current
Other non-financial assets, current
Deferred tax assets
Accounts receivable from related entities, non-current
Intangible assets other than goodwill
Property, plant and equipment
5
6
8
9
7
17
9
10
11
761,859
158,945
6,456,907
4,127,438
2,510,601
4,913,887
-
131,043,372
427,219
5,138
8,149,188
1,429,017
11,601,270
2,113,641
2,135,688
843,674
61,099,539
86,374
Assets
NON-CURRENT ASSETS
Thousands of CLP
Thousands of CLP
20112012
CURRENT ASSETS
Total current assets
Total assets
Total non-current assets
23,298,25414,015,75
150,400,228
136,384,478
87,463,529
64,165,275
Statement of Financial Position as of December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
24
Other financial liabilities, current
Trade and other accounts payable
Accounts payable to related entities, current
Employee benefit provisions, current
Other non-financial liabilities, current
Share capital
Other reserves
Profit (loss)
Other financial liabilities, non-current
Accounts payable to related entities, non-current
Other long-term provisions
12
13
9
15
16
12
9
19
33,447
305,567
6,076,599
26,236
3,272
111,203,447
5,213,488
1,936
30,000,000
(8,143,010)
5,679,246
1,063,466
344,157
4,276,782
8,916
1,426,167
59,509,350
-
-
30,000,000
(10,384,378)
1,219,069
Liabilities and Shareholders’ Equity
NON-CURRENT LIABILITIES
20112012 Nota
CURRENT LIABILITIES
SHAREHOLDERS’ EQUITY
Total current liabilities
Total non-current liabilities
Total equity
Total equity and liabilities
7,119,4886,445,121
116,418,871
27,536,23
150,400,22
59,509,350
20,834,691
87,463,529
Statement of Financial Position, cont’d as of December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Thousands of CLP
Thousands of CLP
25
Nota
1,590,810 946,432
2,869,367
4,460,177
4,460,177
4,460,177
955,200
955,200
-
- -
-
955,200
8,768
Income from ordinary activities
Other income
Employee benefit expense
Depreciation and amortization expense
Other expenses, by nature
Financial income
Financial costs
Exchange differences
Income from indexation
Profit (loss) from continuing operations
Profit (loss) from discontinued operations
Net income attributable to shareholders of Autopistas de Antofagasta S.A.
Net income attributable to non-controlling interests
Income before taxes
Income Tax Expense
Net profit
20
10 & 11
20
266,675 -
69,422,238 48,268,059
(541,247) (328,164)
(96,674) (13,411)
(61,196,722) (45,473,677)
108,328 85,319
(5.552,685) (939,137)
(819,103) (618,969)
- (33,588)
20112012
Statement of Comprehensive Income by Item corresponding to years ending on December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Thousands of CLP
Thousands of CLP
26
Net profit
Other comprehensive income components before taxes
Cash flow hedges
Net gain (loss) on cash flow hedges before taxes
Other comprehensive income before taxes, cash flow hedges
Income tax expense related to cash flow hedges of other comprehensive income
Total income tax expense related to components of other comprehensive income
Equity attributable to shareholders
Net income attributable to non-controlling interests
Other comprehensive income
Total comprehensive income
Comprehensive income attributable to:
4,460,177
-
-
2,801,710
2,801,710
(560,342)
(560,342)
2,241,368
6,701,545
6,701,545
-
(10,384,378)
(9,429,178)
(9,429,178)
-
2,126,921
2,126,921
955,200
-
(12,511,299)
(12,511,299)
Statement of comprehensive income
Income tax expense related to components of other comprehensive income
20112012 Nota
Total Current Liabilities
Total comprehensive income
7,119,488 6,445,121
6,701,545 (9,429,178)
Statement of Comprehensive Income by Item, cont’d corresponding to years ending on December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Thousands of CLP
Thousands of CLP
27
Net cash provided by (used in) operating activitiesClasses of cash receipts from operating activities
Classes of cash payments
Cash receipts from sales of goods and rendering of servicesOther cash receipts from operating activities
Purchase of property, plant and equipmentPurchase of intangible assetsOther cash receipts (payments)
Proceeds from long-term borrowingsLoans to related entitiesRepayment of bank borrowings
Net cash flows from (used in) operating activities
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities
Cash flows from (used in) investing activities
Net cash flows from (used in) financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash payments to suppliers for goods and servicesPayments to and on behalf of employees
Interest paidInterest received
Net cash flows from (used in) operations
266,6752,810,745
(1,235,288)(541,247)
(309,870)(60,025,042)
7,990,243
53,061,3935,213,488
(1,030,019)
(48,119)(41,038,826)(6,431,692)
46,855,165-
(2,783,578)
(5,552,685)108,328
756,7215,138
(779,541)784.679
(4,143,472)
(52,344,669)
57,244,862
1,300,885
-4,421,950
(572,459)(328,164)
(939,137)85,319
2,667,509
(47,518,637)
44,071,587
3,521,327
20112012
Cash and cash equivalents at end of period 5,138761,859
Statements of Cash Flow corresponding to years ending on December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Thousands of CLP
Thousands of CLP
28
Statement of Changes in Equity as of December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Initial balance as of 01.01.2012
Changes in equity
Total comprehensive income
Other comprehensive income
Dividends
Increase (decrease) in exchange differences on translation
Equity reserve (Swap)
Total changes in equity
Balance as of 12.31.2012
30,000,000
-
-
(10,384,378)
-
-
2,241,368
1,219,069
4,460,177
-
-
-
20,834,691
4,460,177
-
-
2,241,368
20,834,691
4,460,177
-
-
2,241,368
-
-
-
-
-
30,000,000
2,241,368
(8,143,010)
4,460,177
5,679,246
6,701,545
27,536,236
-
-
6,701,545
27,536,236
Share capitalThousands of
Other reservesThousands of
Cumulative Profit (Loss)
Thousands of
Equity attributable to
owners of parentThousands of
Non-controlling interest
Thousands of
Changes in net total equity
Thousands of
CLP CLP CLP CLP CLPCLP
29
Share capitalThousands of
Other reservesThousands of
Cumulative Profit (Loss)
Thousands of
Equity attributable to
owners of parentThousands of
Non-controlling interest
Thousands of
Changes in net total equity
Thousands of
Statement of Changes in Equity, cont’d as of December 31, 2012 and 2011
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Initial balance as of 01.01.2011
Changes in equity
Total comprehensive income
Other comprehensive income
Dividends
Increase (decrease) in exchange differences on translation
Equity reserve (Swap)
Total changes in equity
Final Balance as of 12.31.2011
30,000,000
-
-
-
-
-
-
-
-
-
-
-
-
(10,384,378)
263,869
955,200
-
-
-
-
30,263,869
955,200
-
-
-
(10,384,378)
30,263,869
955,200
-
-
-
(10,384,378)
-
-
-
-
-
30,000,000
(10,384,378)
(10,384,378)
955,200
1,219,069
(9,429,178)
20,834,691
-
-
(9,429,178)
20,834,691
CLP CLP CLP CLP CLPCLP
30
SOCIEDAD CONCESIONARIA AUTOPISTAS DE ANTOFAGASTA S.A.
Note 1 Company Profile
Note 2 Summary of Significant Accounting Policies
2.1 Financial Statements under IFRS
2.2 Presentation of the Financial Statements
2.3 Newly Issued Accounting Standards
2.4 Functional and Presentation Currency
2.5 Transactions in Foreign Currency and Adjustment Units
2.6 Impairment Loss of Financial Assets
2.7 Financial Assets
2.8 Derivative Financial Instruments and Hedging
2.9 Third Party Transactions
2.10 Intangible Assets Other Than Goodwill
2.11 Cash and Cash Equivalent
2.12 Cash Flow Statement
2.13 Share capital
2.14 Trade and other accounts payable
2.15 Income Tax and Deferred Taxes
2.16 Property, Plant and Equipment
2.17 Finance Lease
2.18 Provisions
2.19 Classification of Balances as Current or Non-Current
2.20 Income Recognition
2.21 Construction Margin
32
33
33
33
34
35
35
36
36 - 37
38
39
39
39
40
40
40
41
42
42
42
43
43
43
TABLE OF CONTENTS
31
43
44
46 - 47
48
49
50
51
52 - 56
57 - 59
60 - 61
62 - 67
68
69 - 70
71
72
72 - 73
74
74 - 75
75
76
77 - 78
78
78
2.22 Dividend Policy
Note 3 Financial Risk Management
Note 4 Management Estimates
Note 5 Cash and Cash Equivalent
Note 6 Other Financial Assets, Current
Note 7 Other Non-Financial Assets, current
Note 8 Trade and other receivables
Note 9 Notes and Accounts Receivable from and Payable to Related Entities
Note 10 Intangible Assets
Note 11 Property, plant and equipment
Note 12 Other Financial Liabilities
Note 13 Trade and other accounts payable
Note 14 Hedging Instrument
Note 15 Employee Benefit Provisions
Note 16 Other Non-Financial Liabilities, current
Note 17 Income Taxes
Note 18 Balances in Foreign Currency
Note 19 Shareholders’ Equity
Note 20 Income and Expense
Nota 21 Contingencias
Note 22 Characteristics of the Concession Contract
Note 23 Environment
Note 24 Subsequent Events
32
Notes to Statement of Financial Position as of December 31, 2012 and 2011
NOTE 1 COMPANY PROFILE
Sociedad Concesionaria Autopistas de Antofagasta S.A. is a closely held corporation incorporated by means of a
public deed dated June 1, 2010, executed at Santiago Notary Public’s Office of Mr Raúl Iván Perry Pefaur, the abstract
of which was published in the Official Gazette issue No. 39,678 of June 5, 2010, and registered on page 27,287
under No. 18,725 of the Commercial Register kept by the Santiago Real Estate Registrar corresponding to 2010.
The shareholders of the Company are Antofagasta Inversora S.A. (99.99687%) and Skanska Infrastructure Investment
Chile S.A. (0.0033%).
The Company’s tax ID number is 76.099.978-4
The Company is domiciled at calle local, Ruta 1 s/n, Km 14.700 Sector la Portada, Antofagasta.
As of December 31, 2012 and 2011, the staff of the Company totals 66 and 12 employees, respectively.
The purpose of the Company is to design, build, maintain, and operate the public work referred to as “Concesión Vial
Autopistas de la Región de Antofagasta” under a concession contract, as well as to provide and operate the services
agreed upon under the concession contract for the development of the said work and all the necessary activities for
proper execution of the project.
On December 21, 2010, the Company was registered with the Special Register of Reporting Entities of the Securities
and Insurance Supervisor (SVS) under No. 238, as a result of which it is under the control and supervision of the said
regulator.
The concession will have a duration of 245 months, from April 2010 to October 2030.
On December 3, 2012, the General Public Works Director’s Office authorized the provisional start-up on Ruta 1 in the
concession and toll collection from December 15, 2012.
33
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2.1 Financial Statements under IFRS
2.2 Presentation of the Financial Statements
Notes to Statement of Financial Position as of December 31, 2012 and 2011
The Financial Statements of Sociedad Concesionaria Autopistas de Antofagasta S.A. as of December 31, 2012
and 2011 have been prepared in accordance with International Financial Reporting Standards (IFRS). The Board of
Directors authorized these financial statements for publication on February 27, 2013.
Following is a description of the main accounting policies observed while preparing these financial statements.
The financial statements subject matter hereof correspond to the period ended on December 31, 2012 and 2011,
and have been prepared in accordance with International Financial Reporting Standards (IFRS).
In addition, the financial statements have been prepared based on the original acquisition cost, with the exception
of financial derivatives, which are valued at fair value, while financial liabilities and accounts payable are valued at
amortized cost.
Financial statements as of December 31, 2012 are compared to the financial statements corresponding to the period
ended on December 31, 2011.
In compliance with IFRS, preparation of financial statements requires the use of certain critical accounting estimates
to quantify some assets, liabilities, revenues, and expenses.
Preparation also requires the Management to make judgments, estimates, and assumptions while applying the
Company’s accounting policies. The areas requiring a higher degree of judgment or complexity or the areas in which
assumptions or estimates are critical for financial statements are described under Note 4 “Management Accounting
Criteria and Estimates.”
Pursuant to provisions under Official Memorandum No. 1879 of the SVS, the Company will present its financial
statements according to the following classification:
• Classified Statement of Financial Position
• Statement of Comprehensive Income by Item
• Statements of Cash Flow under the Direct Method
• Statement of Changes in Net Equity
34
2.3 Newly Issued Accounting Standards
As of the date of issue of these financial statements, the following pronouncements and amendments to existing
accounting standards are effective:
Adoption of the aforementioned standards, interpretations, and amendments is not expected to have a material impact
on the financial statements of Sociedad Concesionaria Autopistas de Antofagasta S.A. during the implementation
period.
Amendments to IAS 1: Presentation of financial statements.
IFRS 10: Consolidated financial statements.
Annual periods beginning on or after July 1, 2012.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after July 1, 2013.
Annual periods beginning on or after January 1, 2012.
Annual periods beginning on or after July 1, 2014.
Annual periods beginning on or after July 1, 2015.
Amendment to IAS 12: Income taxes. Deferred tax: recovery of underlying assets.
IFRS 11: Joint arrangements.
IFRS 12: Disclosure of interests in other entities.
IFRS 13: Fair value measurement
Amendments to IAS 19: Employee benefits.
Amendments to IFRS 7: Disclosures-offsetting financial assets and financial liabilities.
Amendments to IAS 27: Separate financial statements.
Amendments to IAS 28: Investments in associates and joint ventures.
Amendments to IAS 32: Financial instruments: Presentation.
IFRS 9: Financial instruments: classification and measurement.
(a) Accounting pronouncements effective on or after January 1, 2012:
(b) Accounting pronouncements effective on or after January 1, 2013:
Standards, interpretations and amendments
Standards, interpretations and amendments
Mandatory application to:
Mandatory application to
Notes to Statement of Financial Position as of December 31, 2012 and 2011
35
Currency 2012 2011
Items included in these financial statements are measured using the currency of the primary economic environment
in which the entity operates (“the functional currency”). The functional and the presentation currency of Sociedad
Concesionaria de Autopistas de Antofagasta S.A., is the Chilean peso. All the information is expressed in thousands of
pesos (ThCLP) and rounded to the nearest unit.
Transactions in foreign currency and adjustment units are translated into the functional currency at closing exchange
rates on the transaction date. Foreign exchange gains and losses resulting from the settlement of such transactions and
from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies
are posted in the statement of comprehensive income, except when deferred in equity as qualifying cash flow or net
investment hedges, if any.
The assets and liabilities denominated in foreign currency and Unidades de Fomento (Chilean non-physical, indexed
monetary unit) are presented based on the following exchange rates and closing rates, respectively.
Unidad de Fomento (UF)
US Dollar (USD)
22,840.75
479.96
22,294.03
519.20
2.4 Functional and Presentation Currency
2.5 Transactions in Foreign Currency and Adjustment Units
Notes to Statement of Financial Position as of December 31, 2012 and 2011
36
Assets that are subject to amortization are assessed for impairment only when there are events or changes in
circumstances that indicate that their net carrying amount may not be recoverable. An impairment loss is recognized
for the amount by which the asset’s carrying amount exceeds its recoverable amount. Recoverable amount equals
the higher of fair value less costs to sell and value in use. To assess impairment loss, assets are grouped into CGUs,
i.e. the lowest level at which separate cash flows may be identified.
The Company classifies its financial assets as: Financial assets at fair value through profit or loss, loans and
receivables, financial assets held to maturity, and available-for-sale financial assets. The classification depends on
the purpose for which the financial assets were acquired. The Management determines the classification of its
financial assets at initial recognition.
Financial assets recognized at fair value in income are financial assets held for trading. A financial asset is classified
in this category if acquired principally to be sold in the short term.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in
an active market. They are included in current assets, except for maturities greater than twelve (12) months after the
balance sheet date. These are classified as non-current assets. Loans and receivables comprise trade receivables
and other receivables. These items are initially recorded at fair value plus any transaction cost directly attributable to
them. Subsequently, they are measured at amortized cost using the effective interest method less impairment loss.
(a) Financial Assets at Fair Value through Profit or Loss
(b) Loans and Receivables
2.6 Impairment Loss of Financial Assets
2.7 Financial Assets
Notes to Statement of Financial Position as of December 31, 2012 and 2011
37
Financial assets and liabilities are initially recognized at fair value. In the case of financial assets and liabilities
not carried at fair value through profit or loss, the fair value is adjusted according to the transaction cost directly
attributable to acquisition or issue of the financial asset or liability.
Subsequent valuation will depend on the category under which the asset or liability has been classified.
Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at
fair value (charged to equity and net income, respectively). Loans and receivables, as well as financial assets held to
maturity are carried at amortized cost using the effective interest method.
Gains and losses from change in the fair value of financial assets at fair value through profit or loss are posted in the
income statement under ‘Other Cash Receipts from Operating Activities and Other Cash Payments from Operating
Activities’ in the period in which those changes in the fair value occurred.
Financial assets are written off when the rights to receive cash flow from the investments have expired or have been
transferred and the Company has substantially transferred all risks and rewards of ownership.
The Company assesses at the end of each reporting period whether there is objective evidence that a financial asset
or group of financial assets is impaired.
(c) Recognition and Measurement of Financial Assets
Notes to Statement of Financial Position as of December 31, 2012 and 2011
38
Derivatives are initially recognized at fair value on the date a contract is entered into and are subsequently revalued at
their fair value. The method of recognizing the resulting gain or loss depends on whether the derivative is designated
as a hedging instrument, and if so, the nature of the item being hedged.
The Company keeps hedging for a specific risk associated with a recognized liability or a highly likely expected
transaction (cash flow hedge) since it hedges the Company’s exposure to the variation of cash flows related to the
interest rate risk.
The Company hedges the variable interest rate risk of its UF-denominated non-revolving credit facility by means of an
interest rate swap. This swap exchanges variable rate payments related to the non-revolving credit facility for fixed rate
payments in UF. Accordingly, the Company is hedged against interest rate change risk.
Consequently, the purpose of this derivative is to hedge the cash flows corresponding to payments of the UF-
denominated non-revolving credit facility, the accounting treatment of which is cash flow hedging.
In this type of hedge, the portion of the gain or loss from the hedge instrument determined as effective hedging will
be posted directly under net equity, while the ineffective portion of the gain or loss will be posted under income for the
period.
In this sense, at the inception of the transaction, the Company documents the relationship between the hedging
instrument and the hedged item, as well as the strategy for undertaking the hedging transaction and whether the
derivatives that are used in hedging transactions are highly effective both at hedge inception and on an ongoing basis.
To date, effectiveness has been assessed at 100%.
Pursuant to the aforementioned procedures, Sociedad Concesionaria Autopistas de Antofagasta S.A. classifies fair
value measurements in the following levels:
2.8 Derivative Financial Instruments and Hedging
Fair value obtained by direct reference to quoted prices with no adjustment whatsoever.
Fair value obtained by using valuation models used in the market and based on prices, different from those referred
to under level 1, which are not directly or indirectly observable as of date of measurement (adjusted prices).
Fair price obtained by means of internally developed models or methodologies using non-observable information or
where no sufficiently liquid data is available.
Level 1:
Level 2:
Level 3:
Notes to Statement of Financial Position as of December 31, 2012 and 2011
39
Pursuant to International Accounting Standard (IAS) No. 24, the Company discloses balances and transactions with
third parties in its notes to financial statements. Pursuant to International Accounting Standard (IAS) No. 24, the
Company discloses balances and transactions with third parties in its notes to financial statements.
Cash and cash equivalent consist of positive balance in cash and bank accounts.
Pursuant to provisions under IFRIC 12 “Service Concession Arrangements,” the Company has applied the intangible
model. Under this model, the operator is entitled to charge a price to users or a public service. This right is not
unconditional but depends on users’ actual use of the service. Accordingly, the Company undertakes the demand
risk.
In this case, valuation of the asset under concession will be based on IAS 38 “Intangible Assets.”
The duration of the concession will be 245 months and the increasing amortization method will be applied by the
Company to intangible assets as per IFRIC 12.
For amortization purposes, the provisions under International Accounting Standard 38 “Intangible Assets” are
observed. IAS 38 provides the use of a systematic methodology capable of reflecting increased or lower use of
the asset. The Company uses the increasing amortization method based on traffic forecasts related to use of the
highway and considering the terms of termination or expiration of the concession contract provided under the bidding
documents.
2.9 Third Party Transactions
2.11 Cash and Cash Equivalent
2.10 Intangible Assets Other Than Goodwill
Notes to Statement of Financial Position as of December 31, 2012 and 2011
40
The concepts referred to below are taken into consideration while preparing cash flow statements:
The Company’s subscribed and paid-up equity share capital is divided into ordinary shares that have been paid in
Chilean pesos and are classified as net equity.
Vendor payments and other accounts payable are initially recognized at their fair value net of costs directly attributable
to them and subsequently carried at amortized cost.
2.12 Cash Flow Statement
2.13 Share capital
2.14 Trade and other accounts payable
(a) Cash Flow: Incoming and outgoing cash flow or other equivalent resources, including short-term investments
with high liquidity subject to very low risk of impairment, such as: Cash on hand, time deposits and other highly
liquid, short-term investments and minimum risk of impairment loss. Highly liquid investments are those that may
be redeemed in less than three months.
(b) Operating Activities: The main revenue-producing activities conducted by the Company, as well as other
activities that may not be classified as investment or financing activities.
(c) Investment Activities: The acquisition, sale or disposal by other means of non-current assets and other
investments not included in cash and cash equivalents.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
41
The income tax provision is determined by applying the tax rate to the net taxable income of the period, after deducting
the tax credits allowable for tax purposes, plus variations from deferred tax assets and liabilities.
As of 31.12.12 and 2011, the Company presents no significant taxation issues, as a result of which no current
income tax obligation has been recognized.
Deferred taxes are calculated based using the liability method, providing for temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation
purposes. However, deferred taxes arising from the initial recognition of an asset or liability in a transaction other than
a business combination which at the time of the transaction does not affect the accounting result or the tax profit or
loss are not recognized. Deferred taxes are determined using the tax rates enacted or to be enacted on the date or
the balance sheet (based on the applicable law in force) which are expected to be applied when the corresponding
deferred tax asset is realized or the deferred tax liability is liquidated.
Deferred tax liabilities are recognized insofar as it is probable that there will be future taxable income to offset timing
differences.
On July 31, 2010, the National Congress passed Law 20,455 whereby temporary adjustments to the first category
tax rate were introduced. This new regulation consists of raising the first category tax rate applied to income obtained
during fiscal years 2011 and 2012 to 20% and 18.5% respectively, and subsequently return to the 17% rate after
2013. Subsequently, on September 27, 2012, Law 20,630, known as ‘tax reform,’ was promulgated. This law
provides a permanent rise of the first category tax to 20% effective from 2012 fiscal year. The effect of these changes
in tax expenses was recognized in the statement of comprehensive income under income tax expense during the
current and subsequent periods.
2.15 Income Tax and Deferred Taxes
Notes to Statement of Financial Position as of December 31, 2012 and 2011
42
2.16 Property, Plant and Equipment
2.18 Provisions
2.17 Finance Lease
The Company valuates its property, plant and equipment through the cost model. To those ends, after being
recognized as assets, property, plant and equipment assets are accounted at their cost less any accumulated
depreciation and any accumulated impairment losses.
Depreciation of property, plant and equipment is calculated based on the straight-line method over the
estimated life span of the respective fixed assets considering the estimated residual value of the assets.
When an asset has major components with varying useful life spans, they are depreciated separately. Fixed
asset useful life span and residual value estimates are reviewed and adjusted, if necessary, at each financial
statement closing date.
Provisions are calculated at the present value of the disbursement expected to be needed to settle the
obligation using the Company’s best estimate. The discount rate used to determine the present value reflects
current market assessments on the date of the statement of financial position, the time value of money, as well
as the specific risk related to a particular liability. The increase in the provision due to the passage of time is
recognized as an interest expense.
As required in the bidding documents and based on maintenance cycles and schedules, the Company keeps
provisions for large maintenance activities. These provisions are recorded according to traffic and maintenance
cycles, and are deducted at a market discount rate.
• It has a current obligation, either legal or implicit, as a result of past events;
• An outflow of funds is likely to be necessary in the future to settle the obligation; and
• The amount can be estimated reliably.
Provisions are recognized by the Company when:
Leases under which substantially all the risks and rewards inherent to ownership are transferred are classified
as finance leases. All other leases are classified as operating leases.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
43
2.19 Classification of Balances as Current or Non-Current
2.20 Income Recognition
2.21 Construction Margin
2.22 Dividend Policy
In the statement of financial position balances are classified according to their maturity date as current if
maturing within twelve months or as non-current if maturing after twelve months.
Pursuant to IAS 18, cash receipts from operating activities associated to toll collection as provided under the
concession contract are recognized in the accounting period during which services were provided.
The Company analyzed and estimated the disbursements related to construction according to provisions
under IFRIC 12. Accordingly, it materially recognizes the effects of the costs it would have incurred during the
construction period if the Company had engaged a third party to complete the construction.
Pursuant to Law 18,046, unless otherwise agreed unanimously by the majority of the shares issued during the
Shareholders’ Meeting, when profits are generated, at least 30% of such profit must be allocated to dividend
distribution. Profit must be generated during the operation of the concession road for dividends to be distributed.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
44
NOTE 3 FINANCIAL RISK MANAGEMENT
MARKET RISK ANALYSIS
In the Company’s case, the market risk is primarily related to demand, which in turn is directly related to the evolution
of the mining industry in the Antofagasta region and GDP growth.
The largest risks involved in operating a highway under concession stem from traffic flow. Since the concession
contract requires a single activity, restricting such risk is difficult.
The natural disaster and force majeure risk is controlled by means of insurance policies against destructive events
of nature, terrorism, etc.
In order to mitigate the risk of claims and legal actions against the Company as a result of the construction agreement,
the Company holds insurance policies aimed to defend, indemnify and keep the Company harmless from any claims
and actions that may be filed against it.
Traffic projections may not be consistent with actual demand and the level of uncertainty regarding those projections
increases along with the country’s economic environment. To minimize these risks, traffic projections were estimated
by external consultants with wide international experience in the sector. In addition, the Company makes its own
traffic estimates based on the data available and the country’s growth expectations.
At present there are no alternative highways or means of transport that might significantly affect the traffic flow in
the highway operated by the Concession
• Market Risk
• Natural Disaster and Force Majeure Risk
• Claim and Legal Action Risks
• Traffic Estimates
Notes to Statement of Financial Position as of December 31, 2012 and 2011
45
The risk of variation in the construction cost price has been mitigated by means of engaging Skanska Chile S.A.,
the Chilean subsidiary of an international Company with vast construction experience in similar work. The contract
executed on August 11, 2010 is a fixed-price lump sump construction contract under which the main risks of
variation of work volume, as well as a portion of the costs related to changes in services which the contract allocates
to the Concession and other construction related costs have been transferred to Skanska Chile S.A.
On September 24, 2012 and according to the guidelines provided under clause 13.3.c in the construction contract,
the Concession and the contractor executed a first work variation order to cover for increased service relocation work
already executed and in progress to such date.
This risk refers to the possibility of sustaining loss as a result of adverse changes in interest rates that may affect the
value of instruments, contracts and other operations conducted by the Company.
The Company’s exposure to interest rate variations originate in variable rate financial obligations.
To mitigate this risk, the Company took an Interest Rate Swap over 80% of the notional amount of the original debt.
The purpose of this swap is to reduce exposure to cash flows variation resulting from variations in the interest rate
affecting the Company’s UF-denominated non-revolving credit facility.
Accordingly, interest rate variations related to the 80% of the hedged notional amount will be inversely offset by the
Interest Rate Swap.
The liquidity risk represents the possibility that adverse markets situations prevent the Company from fulfilling its
contractual obligations in a timely and appropriate manner.
The Company deals with the liquidity risk by properly managing its assets and liabilities and by streamlining daily
cash surplus so as to ensure fulfillment of its obligations in due time.
No credit risks exist as toll transactions are conducted manually and in cash.
• Construction Cost Risk
• Interest Rate Risk
• Liquidity Risk
• Credit Risk
Notes to Statement of Financial Position as of December 31, 2012 and 2011
46
NOTE 4 MANAGEMENT ESTIMATES
The process of preparing financial statements requires the management to make estimates and judgments that affect
the carrying values presented in these financial statements and related notes. The estimates and assumptions made
by the Company are based on historical experience, changes in the industry, and information provided by qualified
external sources of information. Nevertheless, final results may differ from estimates under certain conditions and, in
some cases, they may even vary significantly.
The main estimates made by the management are as follows:
Depreciation of plant and equipment is calculated according to the useful life span estimated by the Management
for each of these assets. This estimate may change significantly as a consequence of technology innovations. The
Management will increase the depreciation charge when the current useful life spans are shorter than the life spans
estimated previously or it will depreciate or write-down technically obsolete or non-strategic assets that have been
abandoned or sold. In addition, pursuant to IAS 36, the Company evaluates the recoverable value of property, plant,
and equipment at each balance sheet close or earlier if there is any indication of impairment. If the evaluation finds
that the fair value is lower than the net book value, an impairment loss will be posted as an operating item in the
income statement.
The traffic flow forecast related to use of the highway was used to calculate amortization of intangible assets based
on the income method.
The assumptions for derivative financial instruments are based on market rates quoted and adjusted to the specific
characteristics of the instrument.
(i) Useful Life Span and Impairment Testing of Assets
(iii) Amortization of Intangible Assets
(ii) Fair Value of Derivatives or Other Financial Instrument Contracts (Hedging)
Notes to Statement of Financial Position as of December 31, 2012 and 2011
47
Traffic flow forecasts and maintenance cycles are used as the basis for calculation of large maintenance provisions,
which are estimated according to the future projection of the relevant maintenance activities. Provisions are later
discounted at current market discount rates.
(iv) Large Maintenance Provisions
Notes to Statement of Financial Position as of December 31, 2012 and 2011
48
NOTE 5 CASH AND CASH EQUIVALENT
The breakdown of other cash and cash equivalent as of December 31, 2012 and 2011 is as follows:
Cash balance consists of funds pending settlement allocated to minor expenses and cash for toll registers. Its book
value is equal to its fair value.
Balances with banks consist of money deposited in bank checking accounts, the book value of which is equal to its
fair value.
Cash on hand and cash at bank balances are subject to no restrictions.
The cash and cash equivalent breakdown is as follows:
Cash on hand (a)
Balances with banks (b)
Total 761,859 5,138
36,399
725,460
63
5,075
2012 2011Thousands of Thousands of
CLP CLP
(a) Cash
(b) Banks
Notes to Statement of Financial Position as of December 31, 2012 and 2011
49
The breakdown of other current financial assets as of December 31, 2012 and 2011 is as follows:
The other current financial assets correspond to mutual fund investments as shown below:
NOTE 6 OTHER FINANCIAL ASSETS, CURRENT
99,96158,984
8,061,96687,222
Financial Assets at Fair Value through Profit or Loss, mandatorily
measured at fair value
Banco Santander Mutual Funds
BanChile Mutual Funds
Total current
Total current
158,945
158,945
158,945
8,149,188
8,149,188
8,149,188
2012
2012
2011
2011
ThCLP
ThCLP
ThCLP
ThCLP
Notes to Statement of Financial Position as of December 31, 2012 and 2011
50
NOTE 7 OTHER NON-FINANCIAL ASSETS, CURRENT
The breakdown of other current non-financial assets as of December 31, 2012 and 2011 is as follows:
Tax credit value added tax
Prepaid insurance contracts
Advanced payments to vendors
Other
Total 2,510,601 2,113,641
2,378,710
89,575
42,016
300
2,113,641
-
-
-
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012 2011ThCLP ThCLP
51
NOTE 8 TRADE AND OTHER RECEIVABLES
Trade and other receivables as of December 31, 2012 and 2011 are as follows:
(*) Designating Value Added Tax (VAT) of construction expenses and expenses recovered from changes to services charged to MOP pursuant to bidding documents.
Balances in this line item are not subject to interests.
Trade Receivables (*)
Other Receivables
Concession System Management - MOP (*)
Chilean Peso
Total
Total
Total
6,456,907
6,456,907
6,456,907
1,429,017
1,424,369
1,429,017
6,456,907
-
6,456,907
6,456,907
1,424,369
1,429,017
1,424,369
4,648
(a) Breakdown of Major Trade Receivables
(b) Summary of Trade and Other Receivables by Currency Type
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012
2012
2012
2011
2011
2011
CurrentThCLP
CurrentThCLP
CurrentThCLP
CurrentThCLP
CurrentThCLP
CurrentThCLP
52
(*) Designating advanced payments and payments for progress in the construction of the road concession project made to the construction Company.
79.875.160-3
79.875.160-3
Pesos
Pesos
Skanska Chile S.A.(*)
Skanska Chile S.A.(*)
Related through parent Company
Related through parent Company
Total
Totales
Chile
Chile
4,127,438
4.127.438
11,601,270
11.601.270
-
-
843.674
843.674
2012
2011
Related Entity Tax ID
Related Entity Tax ID
Related Entity Name
Related Entity Name
Relationship
Relationship
Currency
Currency
Related Entity’s Country of Incorporation
Related Entity’s Country of Incorporation
CurrentThCLP
CurrentThCLP
Non-currentThCLP
Non-currentThCLP
(a) Accounts Receivable from Related Entities
The breakdown of accounts receivable from related entities as of December 31, 2012 and 2011 is as follows:
NOTE 9 NOTES AND ACCOUNTS RECEIVABLE FROM AND PAYABLE TO RELATED ENTITIES
Notes to Statement of Financial Position as of December 31, 2012 and 2011
53
76.082.899-8
76.050.732-6
79.875.160-3
76.082.899-8
76.126.422-2
76.168.897-9
Pesos
Pesos
Pesos
Pesos
Pesos
Pesos
Skanska Infrastructure Investment Chile S.A.(1)
Skanska Infrastructure Investment Chile S.A. (2)
Inversiones Infraestructura Dos S.A.
Fondo de Inversión Privado Infraestructura
Skanska Chile S.A. (3)
Fondo de Inversión Público Infraestructura Global
Parent Company shareholder
Parent Company shareholder
Fund managed by parent Company shareholder
Fund managed by parent Company shareholder
Parent Company shareholder
Related through parent Company
Total
Total
Chile
Chile
Chile
Chile
Chile
Chile
68,750
57,102
5,950,747
2,606,744
868,914
1,737,830
75,356
37,164
4,164,262
-
-
-
Current
Non-current
Related Entity Tax ID
Related Entity Tax ID
Related Entity Name
Related Entity Name
Relationship
Relationship
Currency
Currency
Related Entity’s Country of Incorporation
Related Entity’s Country of Incorporation
(b) Accounts payable to related entities, current
6.076.599
5,213,488
4.276.782
-
(1) As of December 31, 2012 and 2011, corresponding to account payable for administration and technical advisory service fees.(2) Corresponding to Subordinated Debt contributions pursuant to financing contract clauses.(3) Designating payments for progress in the construction of the concession project made to the construction Company.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012ThCLP
2011ThCLP
2012ThCLP
2011ThCLP
54
79.875.160-3
79.875.160-3
76.082.899-0
76.082.899-0
76.082.899-8
79.875.160-3
79.875.160-3
76.082.899-0
76.082.899-0
N/A
N/A
N/A
Skanska Chile S.A.
Skanska Chile S.A.
Skanska Infrastructure Investment (Chile) S.A.
Skanska Infrastructure Investment (Chile) S.A.
Skanska Infrastructure Investment (Chile) S.A.
Skanska Chile S.A.
Skanska Chile S.A.
Skanska Infrastructure Investment (Chile) S.A.
Skanska Infrastructure Investment (Chile) S.A.
Skanska ID AB
Skanska ID AB
Skanska ID AB
Fondo de Inversión Privado Infraestructura
Fondo de Inversión Público Infraestructura
Global
Fund managed by parent
Loan
Loan
Technical assistance 113,670 -Inversiones Infraestructura Dos S.A.
76.126.422-2
76.168.897-9
76.050.732-6
Related through parent Company
Related through parent Company
Parent Company shareholder
Parent Company shareholder
Parent Company shareholder
Related through parent Company
Related through parent Company
Parent Company shareholder
Parent Company shareholder
Related through parent Company
Related through parent Company Related through parent Company
Credit to advances for construction of road concession project
Payment statements of construction of road concession project
Technical assistance
Service provision
Loan
Credit to advances for construction of road concession project
Payment statements of construction of road concession project
Technical assistance
Service provision
Repayment of loan
Loan interests
Loan exchange rate difference
Company shareholder
Fund managed by parent
Company shareholder
Parent Company shareholder
8,317,506
52,137,169
113,670
137,695
2,606,744
6,653,540
34,152,227
109,449
250,474
3,173,781
13,341
33,588
-
-
-
-
-
-
-
-
-
-
-
-
868,914
1,737,830
-
-
2012
2011
Tax ID No. Name Relationship Transaction Description
(c) Transactions with Related Entities
Notes to Statement of Financial Position as of December 31, 2012 and 2011
AmountThCLP
Impact on P&L
(charge)/credit
Tax ID No. Name Relationship Transaction Description AmountThCLP
Impact on P&L
(charge)/credit
55
Sociedad Concesionaria Autopistas de Antofagasta S.A. is managed by a Board of Director that consists of six (6)
members who remain in office for a period of one (1) year after which they may be reelected.
The Board of Directors was elected on occasion of the General Regular Shareholders’ Meeting held on April 18, 2012.
As of December 31, 2012 and 2011, senior management compensations amounted to CLP 112.15 million and
CLP 66.236 million, respectively.
As of December 31, 2012, the Board has not incurred in any advisory services expenses.
No guarantees have been established in favor of the Directors.
The members of the Board receive no compensation for their duties.
• Accounts receivable and payable: No outstanding receivable and payable balances exist between the Company
and its Directors and Senior Officers.
• Other transactions: No other transactions exist between the Company and its Directors and Senior Officers.
(d) Board of Directors and Senior Officers
(e) Compensation of the Senior Management of Sociedad Concesionaria Autopistas de Antofagasta S.A.
(i) Accounts Receivable and Payable and Other Transactions
(ii) Board of Director Compensation
(iii) Guarantees established by the Company in favor of Directors
(iv) Advisory Services Expenses by the Board
(i) Compensations paid to Senior Officers.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
56
The Company keeps an annual bonus plan to reward its senior officers for fulfillment of objectives and individual and
business performance. The bonuses paid to officers consist of a certain number of monthly gross compensations.
No guarantees have been established by the Company in favor of the Senior Management.
(ii) Incentive plans for senior officers and managers
(iii) Guarantees established by the Company in favor of the Senior Management
Notes to Statement of Financial Position as of December 31, 2012 and 2011
57
The Company recognizes one intangible asset originating in a service concession contract executed with the Ministry
of Public Works (MOP), whereby the Company (the Concession Holder), shall build and maintain the work subject
matter of the Bidding Documents. The pre-existing infrastructure that shall be handed over to the Concession Holder
corresponds the road section consisting of Ruta 5 from dm 1,357,000.000 to dm 1,461,000.000, Ruta 1, from dm
10,240.000 to dm 65,500.000, Ruta B400 from dm 0.000 to dm 36,400.000, and Ruta 26 from dm 800.000 to dm
1,2,930.000.
Pursuant to IFRIC 12, the Company has applied the intangible model. Under this model, the operator is entitled to
charge a price to users or a public service. This right is not unconditional but depends on users’ actual use of the
service. Accordingly, the Company undertakes the demand risk.
To the Company’s best knowledge, the road concession project meets the requirements to be considered an
intangible asset.
An intangible asset is defined as an identifiable non-monetary asset without physical substance.
Valuation of the asset under concession will be based on the original acquisition cost, as provided under IAS 38
“Intangible Assets.”
The duration of the concession will be 245 months, expiring in October 2030. As per IFRIC 12, the Company will apply
the increasing amortization method to intangible assets. As of the date of these financial statements 212 months
remain to be amortized.
NOTE 10 INTANGIBLE ASSETS
Notes to Statement of Financial Position as of December 31, 2012 and 2011
58
The Company has classified the following items as intangible assets:
Rights of concession under construction
Rights of concession under operation
Accumulated amortization
Total 131,043,372 61,099,539
81,278,053
49,837,999
(72,680)
61,099,539
-
-
Item
The infrastructure of the road under construction and under operation will consist of
The service concession contracts that will fall under the scope of IFRIC 12 share the following characteristics:
• Upgrading the standard of the main roads of the II Region of Antofagasta and Mejillones, widening Ruta 5 to
make it a divided highway between Uribe and Carmen Alto, repaving Ruta B400 as undivided highway and
adding third lanes on Ruta 26, in addition to improving safety conditions by the introduction of grade separation
structures and interchanges, controlled intersections, frontage roads, lighting, signs and signals, pedestrian
overpasses, landscaping, bus stops, improvement of drainage and sewage systems, implementation of control
elements, and other works that will help mitigate the main deficiencies of these roads.
• The service contract contractually binds the Company to provide services to the public on behalf of the Chilean
Ministry of Public Works (“MOP”), a public sector entity.
• The Company is not a mere agent acting on behalf of MOP, but rather takes part in managing the infrastructure
and services related to the subject matter of the contract.
• The contract or Bidding Documents establish the initial prices the Company shall obtain and regulates all price
revisions during the term of the service contract.
• The concession is for a defined term.
• Upon expiry of the contract, the Company shall surrender the infrastructure to MOP in the conditions specified.
• Ruta 1 Toll Plaza, Airport Toll Plaza, Ruta 5 Toll Plaza, Ruta 1 Traffic Control System, Ruta 5 Traffic Control System,
Ruta 5 Weigh Station System.
Infrastructure under construction
Infrastructure under operation
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012ThCLP
2011ThCLP
59
Therefore, and in broad terms, IFRIC 12 applies to public service concession contracts granted to a private operator if:
On December 3, 2012, the General Public Works Director’s Office authorized the provisional start-up on Ruta 1 in the
concession and toll collection starting on December 15, 2012.
The amounts associated to construction of Ruta 1, which started operating n December 2012, are shown in the table
below:
Statements of payment for construction of Ruta 1
Indirect construction costs
Additions
Amortization expense
Total
Total
49,837,999
61,099,539131,043,372
44,124,115
5,713,884
Item
Opening balance
ThCLP
61,099,539
70,016,513
(72,680)
13,457,318
47,642,221
-
The Company uses the increasing amortization method based on traffic forecasts related to use of the highway and
considering the terms of termination or expiration of the concession contract provided under the bidding documents.
Changes in intangible assets as of December 31, 2012 and 2011 are as follows:
(a) The grantor controls or regulates which services the operator is required to provide with the infrastructure, to
whom and at what price; and
(b) The grantor controls, by means of ownership, the right of use or other manners, any significant residual interest in
the infrastructure at the expiry of the contract.
Changes in Intangible Assets
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012ThCLP
2011ThCLP
60
NOTE 11 PROPERTY, PLANT AND EQUIPMENT
The breakdown of property, plant and equipment as of December 31, 2012 and 2011 is as follows:
Plant and Equipment
Information Technologies Equipment
Fixed Installations and Accessories
Motor Vehicles
Work in progress
Plant and Equipment
Information Technologies Equipment
Fixed Installations and Accessories
Motor Vehicles
Total
Total
464,625
99,785
(37,406)
(13,411)
427,219
86,374
98,587
6,289
1,315
321,641
36,793
28,200
5,905
1,144
64,536
(12,096)
(2,188)
(419)
(22,703)
(3,911)
(363)
(36)
(9,101)
86,491
4,101
896
298,938
36,793
24,289
5,542
1,108
55,435
2012
2011
Properties, plant and equipment by type
Properties, plant and equipment by type
Notes to Statement of Financial Position as of December 31, 2012 and 2011
Gross value2012
ThCLP
Gross value2012
ThCLP
Accumulated depreciation
2012ThCLP
Accumulated depreciation
2012ThCLP
Net value2012
ThCLP
Net value2012
ThCLP
61
Changes in property, plant and equipment is as follows:
The Company has implemented procedures aimed at detecting potential asset impairment loss in its property, plant
and equipment.
Opening balance
Additions
Depreciation expense
Total 427,219 86,374
86,374
364,839
(23,994)
3,471
96,314
(13,411)
Item
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012ThCLP
2011ThCLP
62
NOTA 12 OTHER FINANCIAL LIABILITIES
Other current and non-current financial liabilities as of December 31, 2012 and 2011 are as follows:
(a) The breakdown of leasing obligations as of December 31, 2012 and 2011 is as follows:
Obligations to banks (b)
Leasing obligations (a)
Obligations to banks (b)
Leasing obligations (a)
Banco Chile
Total current
Total non-current
33,447
111,203,447
1,063,466
59,509,350
-
33,447
111,181,925
21,522
22-04-2014 Monthly UF 1,48%33,447 21,52219,969 28,226
1,043,497
19,969
59,481,124
28,226
Current
Current Non-current
Non-current
Bank
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2012ThCLP
2012ThCLP
2012ThCLP
2011ThCLP
2011ThCLP
2011ThCLP
63
(b) Short- and long-term obligations to banks as of December 31 2012 are as follows:
Bank Current capital amountThCLP
Non-current capital amountThCLP
Date granted Maturity date Amortization Currency Interest
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Santander Santiago
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
570,090
918,747
1,800,922
2,349,535
2,078,074
1,056,697
1,309,745
1,708,222
4,989,402
1,153,168
2,549,033
1,961,114
1,517,715
1,814,644
1,391,573
1,555,364
2,384,300
1,628,865
1,173,070
666,189
570,090
918,747
1,800,922
2,349,535
2,078,074
1,056,697
1,309,745
1,708,222
4,989,402
1,153,168
2,549,033
22-12-2010
25-04-2011
23-05-2011
22-06-2011
22-08-2011
22-09-2011
24-10-2011
22-11-2011
22-12-2011
22-02-2012
22-03-2012
23-04-2012
22-05-2012
22-06-2012
23-07-2012
22-08-2012
24-09-2012
22-10-2012
22-11-2012
24-12-2012
22-12-2010
25-04-2011
23-05-2011
22-06-2011
22-08-2011
22-09-2011
24-10-2011
22-11-2011
22-12-2011
22-02-2012
22-03-2012
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
Notes to Statement of Financial Position as of December 31, 2012 and 2011
64
Bank
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Corpbanca
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BCI
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,961,114
1,517,715
1,814,644
1,391,573
1,555,364
2,384,300
1,628,865
1,173,070
666,189
570,090
918,747
1,800,922
2,349,535
2,078,074
1,056,697
1,309,745
1,708,222
4,989,402
1,153,168
2,549,033
1,961,114
1,517,715
1,814,644
1,391,573
1,555,364
2,384,300
1,628,865
1,173,070
666,188
285,045
473,294
927,748
1,210,367
1,070,523
23-04-2012
22-05-2012
22-06-2012
23-07-2012
22-08-2012
24-09-2012
22-10-2012
22-11-2012
24-12-2012
22-12-2010
25-04-2011
23-05-2011
22-06-2011
22-08-2011
22-09-2011
24-10-2011
22-11-2011
22-12-2011
22-02-2012
22-03-2012
23-04-2012
22-05-2012
22-06-2012
23-07-2012
22-08-2012
24-09-2012
22-10-2012
22-11-2012
24-12-2012
22-12-2010
25-04-2011
23-05-2011
22-06-2011
22-08-2011
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
Notes to Statement of Financial Position as of December 31, 2012 and 2011
Current capital amountThCLP
Non-current capital amountThCLP
Date granted Maturity date Amortization Currency Interest
65
Bank
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
Banco BBVA
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
544,359
674,717
854,111
2,463,215
560,573
1,254,672
980,557
758,857
907,322
695,786
777,682
1,192,150
814,433
586,535
333,094
183,274
(2,822,777)
(256,481)
10,178,762
16,127
22-09-2011
24-10-2011
22-11-2011
22-12-2011
22-02-2012
22-03-2012
23-04-2012
22-05-2012
22-06-2012
23-07-2012
22-08-2012
24-09-2012
22-10-2012
22-11-2012
24-12-2012
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
22-06-2026
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
Semi-annual (*)
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
2.97%
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
UF
Subtotal - 103,883,020
Interests and adjustments
Adjustments per long-term loans at
amortized cost
Anticipated expense per long-term
loans at amortized cost
Derivative instruments (Swap)
Swap interests payable
Subtotal 111,181,925
(*) Amortization shall be semi-annual once construction of the concession road is finalized.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
Current capital amountThCLP
Non-current capital amountThCLP
Date granted Maturity date Amortization Currency Interest
66
Banco Monto Capital Corriente
M$
Monto Capital No Corriente
M$
Fecha Otorgamiento
Fecha Vencimiento
Amortización Moneda Interés
Santander Santiago Santander Santiago Santander Santiago Santander Santiago Santander Santiago Santander Santiago Santander Santiago Santander Santiago Santander Santiago Santander Santiago Corpbanca Corpbanca Corpbanca Corpbanca Corpbanca Corpbanca Corpbanca Corpbanca Corpbanca Banco BCI Banco BCI Banco BCI Banco BCI Banco BCI Banco BCI Banco BCI Banco BCI Banco BCI Banco BBVA Banco BBVA Banco BBVA Banco BBVA Banco BBVA Banco BBVA Banco BBVA Banco BBVA Banco BBVA
1.043.497- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
535,361 872,167
1,718,309 2,249,329 1,998,777 1,017,846 1,266,070 1,659,097 4,865,741
535,361 872,167
1,718,307 2,249,329 1,998,777 1,017,846 1,266,070 1,659,097 4,865,741
267,681 449,298 885,190
1,158,745 1,029,673
524,345 652,218 829,548
2,402,165 267,681 449,298 885,190
1,158,745 1,029,673
524,345 652,217 829,548
2,402,165
22-12-201122-12-2010 25-03-2011 23-05-2011 22-06-2011 22-06-2011 22-09-2011 24-10-2011 22-11-2011 22-12-2011 22-12-2010 25-03-2011 23-05-2011 22-06-2011 22-06-2011 22-09-2011 24-10-2011 22-11-2011 22-12-2011 22-12-2010 25-03-2011 23-05-2011 22-06-2011 22-06-2011 22-09-2011 24-10-2011 22-11-2011 22-12-2011 22-12-2010 25-03-2011 23-05-2011 22-06-2011 22-06-2011 22-09-2011 24-10-2011 22-11-2011 22-12-2011
22-06-201222-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026 22-06-2026
3 times per yearSemi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)Semi-annual (*)
0,50%2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92% 2,92%
PesosUF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF UF
Subtotal
Total
-
-
1,043,497
1,043,497
48,763,117
59,481,124
515,401
(1,358,689)
(959,254)
12,511,299
9,250
Interests and adjustments
Adjustments per long-term loans at amortized cost
Anticipated expense per long-term loans at amortized cost
Derivative instruments (Swap)
Swap interests payable
(*) Amortization shall be semi-annual once construction of the concession road is finalized.
(b) Short- and long-term obligations to banks as of December 31, 2011 are as follows:
Notes to Statement of Financial Position as of December 31, 2012 and 2011
67
Coincidental with the execution of the aforementioned borrowings, and as specified in Note 21, the following
guarantees were granted:
(i) Two commercial pledges over rights;
(ii) Securities pledge and stock pledge;
(iii) Commercial monetary pledge; and
(iv) Special concession pledge.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
68
NOTE 13 TRADE AND OTHER ACCOUNTS PAYABLE
Trade and other accounts payable as of December 31, 2012 and 2011 break down into the following items and
amounts:
Other accounts payable are as follows:
The breakdown of trade and other accounts payable according to type of currency is as follows:
Balances in this line item are not subject to interests.
Accounts payable to commercial creditors
Other accounts payable
Miscellaneous personnel-related payables
Electric power supply
Professional fees payable
Invoices payable
Chilean Peso
Total
Total
Total
305,567
139,604
305,567
344,157
289,987
344,157
165,936
139,604
20,889
61,935
377
56,403
305,567
54,170
289,987
5,286
40,224
4,369
240,108
344,157
2012CurrentThCLP
2012CurrentThCLP
2012CurrentThCLP
2011CurrentThCLP
2011CurrentThCLP
2011CurrentThCLP
Notes to Statement of Financial Position as of December 31, 2012 and 2011
69
The Company has relied on UF-denominated financing for the construction and operation of the of Autopistas de
Antofagasta concession by opening a non-revolving Credit Facility for up to UF 5.4 million based on a variable
actual ICP rate. Therefore, the payment flow for the obligation during the generation period (stage 1 of the project:
construction) and later during the debt amortization period (stage 2 of the project: operation) are uncertain.
The Company holds an Interest Rate Swap, the purpose of which is to reduce exposure to the variation of future cash
flows resulting from variations in the interest rate affecting the Company’s UF-denominated revolving credit facility.
The amount under this swap is UF 4.32 million, equivalent to 80% of the UF 5.4 million hedged capital.
In this type of hedge, the portion of the gain or loss from the hedge instrument determined as effective hedging is
posted directly under net equity, while the ineffective portion of the gain or loss will be posted under income for the
period.
On December 16, 2010, the Company took an Interest Rate Swap to hedge the exposure of its UF-denominated
obligations.
NOTE 14 HEDGING INSTRUMENT
Notes to Statement of Financial Position as of December 31, 2012 and 2011
70
Therefore, holding of this derivative instrument causes the Company to implicitly maintain the following positions:
• UF-denominated liabilities: Obligations to bank.
• UF-denominated assets: Active portion of the Interest Rate Swap.
• UF-denominated liabilities: Passive portion of the Interest Rate Swap.
To that end, the Company has begun operations with derivative instruments of the fixed Interest Rate Swap ICP-CLF
type, which, together, constitute an instrument whose nominal flows are identical to the cash flow scheme of the
hedged item.
The hedged item corresponds to a portion of the debt, i.e., 80% of the notional amount of the debt, subject to a real
ICP rate, without considering the spread.
The hedged cash flows in the disbursement section are structured so that after one year, they will account for 80%
of the notional amount considered in the original debt.
The Company reports the Interest Rate Swap on a monthly basis. It retrieves the information on UF curves directly
from Bloomberg and compares them against the valuation made by participating banks. Since these values are
observed in the market, the fair value hierarchy is Level 1.
The effects of variation of these instruments are posted under Other reserves in the Statement of Changes in Equity.
Counterpart
Inception date
Maturity date
Maximum CLF withdrawal
Variable interest rate
Fixed interest rate
Santander
22-12-2010
22-6-2026
1.440.000
ICP rate
3,37%
Corpbanca
22-12-2010
22-6-2026
1.440.000
ICP rate
3,37%
BBVA
22-12-2010
22-6-2026
720.000
ICP rate
3,37%
BCI
22-12-2010
22-6-2026
720.000
ICP rate
3,37%
Type of operation IRS_1 IRS_2 IRS_3 IRS_4
Notes to Statement of Financial Position as of December 31, 2012 and 2011
71
NOTE 15 EMPLOYEE BENEFIT PROVISIONS
(a) Employee benefit provisions as of December 31, 2012 and 2011 are as follows:
(b) Changes in provisions during 2012 are as follows:
Annual leave provision
Opening balance as of January 1, 2012
Opening balance as of June 1, 2011
Increase in provisions
Increase in provisions
Total provisions
Total provision, closing balance
Total provision, closing balance
26,236
26,236
8,916
8,916
26,236
8,916
2,532
17,320
6,384
8,916
Changes in provisions
Changes in provisions
2012ThCLP
2012ThCLP
2011ThCLP
2011ThCLP
Notes to Statement of Financial Position as of December 31, 2012 and 2011
72
NOTE 16 OTHER NON-FINANCIAL LIABILITIES, CURRENT
NOTE 17 INCOME TAXES
Other non-financial current liabilities as of December 31, 2012 and 2011 are as follows:
Description as of June 30, 2010 and December 31, 2020
Single Tax payable
Tax debit value added tax
Total 3,272 1,426,167
3,272-
1,769
1,424,398
As of December 31, 2012 and 2011, no provisions have been established for first category income taxes, as a
negative tax loss carryforward of CLP 16.914 billion and CLP 1.9205 billion, respectively, was posted.
As of December 31, 2012 and 2011, accumulated net balances for the temporary differences resulted in deferred
taxes which break down as follows:
(a) General
(b) Deferred Taxes
Notes to Statement of Financial Position as of December 31, 2012 and 2011
2011ThCLP
73
Provision-related deferred taxes
Deferred taxes related to leasing obligations
Deferred taxes related to tax losses
Deferred taxes related to swap obligation
Deferred taxes related to property, plant and
equipment
Deferred taxes related to intangibles assets
for road concession project
Total
Net total
5,431,832
4,913,887
517,946 2,465,553
2,135,688-
329,865
-
5,247
8,030
3,382,803
2,035,752
1,650
8,916
326,494
2,128,493
-
-
-
-
-
-
-
-
- -17,937 10,540
- -500,009 319,325
2012 2011
Deferred tax assets, opening balance
Deferred tax liabilities, opening balance
Deferred tax asset increase
Deferred tax liabilities increase
Deferred tax asset, closing balance
Deferred tax liabilities, closing balance
5,431,832
517,946
2,465,553
329,865
2,465,553
2,966,279
329,865
188,081
-
2,465,553
-
329,865
Changes in Deferred tax assets
Changes in deferred tax liabilities
Notes to Statement of Financial Position as of December 31, 2012 and 2011
AssetsThCLP
2012ThCLP
2012ThCLP
2011ThCLP
2011ThCLP
AssetsThCLP
LiabilitiesThCLP
LiabilitiesThCLP
74
NOTE 18 BALANCES IN FOREIGN CURRENCY
NOTE 19 SHAREHOLDERS’ EQUITY
As of December 31, 2012 and 2011, the Company has no balances in foreign currency.
Shareholders’ equity amounts to CLP 30 billion divided into 30,000 registered, non-par value shares of one single
series. As of December 31, 2012, all shares have been subscribed and paid in full.
The Company has subscribed 30,000 no-par value shares of one single series, the situation of which as of December
31, 2012 as follows:
Pursuant to Law 18,046, unless otherwise agreed unanimously by the majority of the shares issued during the
Shareholders’ Meeting, when profits are generated, at least 30% of such profit must be allocated to dividend
distribution. Profit must be generated during the operation of the concession road for dividends to be distributed.
(a) Subscribed and paid up capital
(b) Dividend Policy
30,000 30,000
30,000,000 30,000,000
Subscribed capitalThCLP
Paid-up capitalThCLP
No. of shares subscribed No. of paid-up shares
Notes to Statement of Financial Position as of December 31, 2012 and 2011
75
As of December 31, 2012, the Company has recognized revenues from tolls amounting to CLP 266.675 million
starting on December 15, 2012, date on which the Concession was authorized to start toll collection on Ruta 1 of
the highway.
As of December 31, 2012 and 2011, the Company has recognized revenues for a total of CLP 69.422238 million
and CLP 48.268059 million over the capitalized construction cost, based on a 2% margin over said cost, which is
presented in the statement of comprehensive income by item.
As of December 31, 2012 and 2011, the Company has recognized total expenses for CLP 61.196722 million and
CLP 45.473677 million, which were re-classified as intangible assets since they are part of other expenses directly
related to construction of the highway.
(a) Income from Ordinary Activities
(b) Other Income
(c) Expenses
(c) As of December 31, 2012, the breakdown of shareholders is as follows:
Antofagasta Inversora S.A.
Skanska Infrastructure Investment Chile S.A.
Total 30,000 100,000
29,999
1
99,997
0,003
Subscribed shares
Interest%
NOTE 20 INCOME AND EXPENSE
Notes to Statement of Financial Position as of December 31, 2012 and 2011
76
NOTE 21 CONTINGENCIES
Pursuant to the bidding documents, the Company established a UF 400,000 construction guarantee insurance policy
to secure fulfillment of obligations during construction of the public work referred to as “Concesión Vial Autopistas
de la Región de Antofagasta”. The aforementioned guarantee was established by the Company and structured
according to the obligations set forth in the construction contract.
In addition, ten (10) performance bonds totaling UF 100,000 were issued in favor of the Ministry of Public Works to
secure “Provisional Commissioning” of Ruta 1.
On December 16, 2010, the Company executed a contract for the opening of a non- revolving credit facility for a total
of UF 5.4 million with a syndicate of Chilean banks consisting of Banco Santander- Chile; Corpbanca; Banco Bilbao
Vizcaya Argentaria Chile y Banco de Crédito e Inversiones, to finance the “Concesión vial Autopistas de la Región de
Antofagasta” public work.
On December 16, 2010, the Company executed a contract for the opening of a revolving credit facility for up to UF
4.289 million with Banco Santander-Chile, to finance the VAT payable by the Concession holder during the period
preceding the final commissioning of the public work individualized under letter a) above.
Coincidental with the execution of the loans mentioned under letters (a) and (b) above, the following guarantees were
granted: /i/ Two commercial pledges over rights; /ii/ a security pledge and commercial stock pledge; /iii/ commercial
monetary pledge; /iv/ special concession pledge, and /v/ commercial pledge over rights and subordinated debt
prohibitions.
The Company complies with all provisions set forth by Executive order No. 900 Public Work Concessions Law of
October 31, 1996 and its regulation (Decree law No. 956 of October 6, 1997).
(a) Direct Guarantees
(b) Direct Guarantees, cont’d
(c) Other Contingencies
Notes to Statement of Financial Position as of December 31, 2012 and 2011
77
NOTE 22 CHARACTERISTICS OF THE CONCESSION CONTRACT
Concesión Vial Autopistas de la Región de Antofagasta is a concession tendered by the Ministry of Public Works
as part of the Public Work Concession plan. Awarding of the contract to Skanska Inversora en Infraestructura S.A.
(currently Antofagasta Inversora S.A.) was published in the Official Gazette’s issue of April 7, 2010.
Pursuant to the provisions of the Bidding documents, a Company with a single purpose was incorporated under the
name Sociedad Concesionaria de Autopistas de Antofagasta S.A. to execute the works and operate the concession
of the road. The Company performs the general management of the works and their operation by means of its
own organization, supported by consulting and advisory firms and contractors to supplement the tasks of design,
construction work execution, maintenance and operations.
The concession will have a duration of 245 months, starting on April 7, 2010.
The concession consists of upgrading the standard of the main roads of the II Region of Antofagasta, which include
widening of Ruta 1 to make it a divided highway between the city of Antofagasta and the southern access to the
port of Mejillones, and the same work on Ruta 5 between Uribe and Carmen Alto, paving of Ruta B400 as undivided
highway and adding a third lane on Ruta 26, in addition to improving safety and security conditions by the introduction
of grade separation structures and interchanges, controlled intersections, frontage roads, lighting, signs and signals,
pedestrian overpasses, landscaping, bus stops, improvement of drainage and sewage systems, implementation of
control elements, and other works that will help mitigate the main deficiencies of these roads.
The start up of operations will begin with the authorization for the provisional commissioning of the works by the
Ministry of Public Works: Depending on each route and based on the completion deadlines established under the
construction contract, start dates are as follows:
The concession holder is entitled to operate the work along the concession period referred to above and to charge
the toll rates agreed upon to all users of highway.
The toll rates are established in the bidding documents and the award, specifying a maximum toll rate subject to
adjustment as per CPI variation, plus a fixed annual increment.
• Ruta 1: December 3, 2012.
• Ruta 5: September 1, 2013.
• Ruta 26: October 1, 2013.
• Ruta B400: Concurrently with the provisional commissioning on October 1, 2013.
Notes to Statement of Financial Position as of December 31, 2012 and 2011
78
The concession holder’s obligations include the construction, maintenance, and operation of the highway as per the
terms and conditions set forth in the concession contract for the different stages and activities.
Additionally, and in compliance with the concession contract, on July 5, 2010 the concession holder paid UF 252,000
for expropriations. In addition, on January 1, 2012, the Company paid the last of three (3) annual installments for
UF 23,000 for administration and control purposes during the construction stage. During the construction stage, the
amount payable for administration and control will be UF 69,000 per annum. Assets included in the concession must
be surrendered upon the expiration of the concession term. Maintenance for the purposes of correct operation shall
be performed by the concession holding Company and will be planned in accordance with the estimated traffic.
The concession shall become extinguished upon the expiration of the term specified in the agreement; by mutual
agreement between the Ministry of Public Works and the concession holder; or for a gross breach of the concession
holder’s obligations and those stipulated in the bidding documents.
On December 3, 2012, the General Public Works Director’s Office authorized the provisional start-up on Ruta 1 in the
concession and toll collection starting on December 15, 2012.
During the concession period, the Company has not introduced any changes to the agreements with the Ministry of
Public Works.
NOTE 23 ENVIRONMENT
NOTE 24 SUBSEQUENT EVENTS
As of December 31, 2012 and 2011 the Company has complied in full with the requirements set forth in the bidding
documents regarding environmental matters.
No subsequent events have occurred between the closing date and the date these financial statements are issued
that could materially affect the interpretation thereof.
Notes to Statement of Financial Position as of December 31, 2012 and 2011