Annual Report 2005 - Empresas CMPC S.A.
Empresas CMPC S.A. 001
Empresas CMPC S.A. is a listed stock corporation established in 1920 with Chilean private capitals. Its equity is divided into 200 million shares, held by 7,983 shareholders. Its forest assets extend over an area of 717,000 hectares of mainly radiata pine and eucalyptus forests. During 2005 its sales reached to ThUS$ 2,129,326.3. Net income was ThUS$ 239,974.5, equivalent to ThUS$ 1.2 per share. CMPC is an integrated forestry company that conducts five distinct businesses, each of which is organized as a separate company or group of companies and independently managed in accordance with the consolidated corporate strategy. These subsidiaries are: Forestal Mininco S.A.: Forestry and sawmill business. CMPC Celulosa S.A.: Short, long-fiber and fluff pulp business. It operates the following pulp mills: PacĂfico (495,000 tons/year), Santa Fe (380,000 tons/year) and Laja (360,000 tons/year). CMPC Papeles S.A.: Folding boxboard, printing and writing papers, corrugating and wrapping materials, newsprint and wood free paper business. Its subsidiaries are: Papeles Cordillera S.A., Cartulinas CMPC S.A., Industrias Forestales S.A., and the distribution company EDIPAC S.A. CMPC Tissue S.A.: Tissue and sanitary products in Chile, Argentina, Uruguay, Peru and Mexico. CMPC Productos de Papel S.A.: Engaged in the packaging business, operating through 4 subsidiaries: Envases Impresos S.A., Envases Roble Alto S.A., PROPA S.A., (with subsidiaries in Chile, Argentina and Peru) and Chimolsa S.A.
Contents
Letter from the Chairman
007
Board of Directors, Committee of Directors and Management
010
Historic Background
013
Corporate Responsibility in CMPC
015
Businesses and Subsidiaries Description
019
Businesses Analysis
033
Financial Analysis
045
Ownership Structure
056
General Information
059
Consolidated Financial Statements
071
Overseas Representatives
136
Bankers
138
General Information
139
004
Board of Directors Empresas CMPC
Arturo Mackenna (Chief Executive Officer), Juan Claro, Bernardo Matte, Gonzalo García (General Secretary), Eliodoro Matte, Jorge Gabriel Larraín, Patricio Grez, Jorge Marín, Martín Costabal.
Letter from the Chairman 007
Dear Shareholders, I am pleased to submit for your consideration our Annual Report and Financial Statements for the recently ended fiscal year. The year 2005 was marked by the celebration of the 85th anniversary of the Company, which gave rise to several activities with the community, workers, customers, suppliers, and authorities. These included the exhibition Lágrimas de Luna –Tesoros de la Platería Mapuche (Moon Tears -Treasures of Mapuche Silverware), sponsored by CMPC and opened to the public at the Museo de Bellas Artes and subsequently at the Jorge Alessandri Educational Park in Concepción. We consider these initiatives an event of great significance and a vivid testimony of our respect for the identity and spiritual legacy of the Mapuche culture. At the opening of this exhibition, and in the presence of the President of Chile, I emphasized the fact that CMPC develops its production activities harmonizing several aspects, which are very important for society. Certainly, companies’ main social responsibility is to keep themselves active and generate wealth by means of satisfying customers’ demands and fairly competing in markets. When this happens, companies not only generate returns for their shareholders, but also very desirable social consequences, such as employment opportunities and provision of high-value goods and services. However, CMPC intends to go further and get involved with the challenges and goals of its neighbors, by making constant and significant social contributions to communities surrounding its forest properties and mills. Fundación CMPC, which supports 93 schools in 36 districts of the country, benefiting over 380 teachers and 15 thousand children, is one of our most important contributions. Equally relevant for the Company is the care for the environment. For this reason all our investments have duly assumed the corresponding environmental dimension. Technical and information requirements regarding the communities involved have been addressed in an atmosphere of much collaboration, with satisfactory results. During the referred ceremony, the President of Chile congratulated CMPC for its contribution and its capability to understand and accommodate the economic, social, cultural and environmental requirements arising from our activity. Throughout its history, the Company has undertaken pioneering and break-through activities in diverse areas, thus contributing not only to consolidate itself in the economic sphere, but also to gain a privileged position in its social insertion. So has been recognized by journals like La Segunda and El Diario Financiero, which –supported by wide-coverage surveys- have honored us as “The Most Admired Company” in Chile for the year 2005. This anniversary finds CMPC very actively progressing. Today we have 20 mills operating in Chile, 6 abroad and nearly 500 thousand planted hectares. As I addressed in my letter last year, the Company is developing very important projects, some of which are already near to completion. During the fiscal year, CMPC implemented an expansion of the Maule Plant adding 80 thousand tons of folding boxboard per year with an investment of 38.5 million dollars. In September a new tissue paper machine started up in the Talagante Plant. Total investment amounted to 31 million dollars, and the machine’s capacity is 34 thousand tons of paper per year. The rebuilt sawmill in Mulchén began to operate in October, with a capacity of
008
420 thousand cubic meters per year with an investment of 26 million dollars. Also, by the end of the year, an agreement was reached to purchase the forests and industrial assets of Forestal Copihue for 110 million dollars, including essentially 16 thousand hectares planted with radiata pine in the 7th Region, a sawmill in Constitución and a remanufacturing plant in Coronel. The main ongoing project is the new pulp production line in the Santa Fe Pulp Mill, with a total investment of 745 million dollars. This project is being executed according to schedule and its start up is programmed for the last quarter of 2006. Special and constant care has been given to environmental and safety factors and we have devoted significant energy and resources to ensure compliance with our obligations in these matters. During 2006, important investments will be completed in other areas of the Company, such as the new plywood plant, a new biomass boiler at the Pacífico Pulp Mill, several environmental improvements at the Laja Pulp Mill, an increase in corrugated paper production capacity in Puente Alto, and the construction of secondary treatment plants in Nacimiento, Maule, Valdivia, Puente Alto and Talagante. With the foregoing, we complete the investment plan of 1,500 million dollars initiated in the year 2004, the most ambitious in the Company’s history. In 2005 our net income amounted to US$ 240 million, 29% lower than that of the previous year. This decrease was the result of several factors that impacted negatively the costs of different activities. These factors include the appreciation of the local currency against foreign currencies, which increased fixed costs measured in dollars, substantial fuel surges and gas shortages, increases in land and ocean freight rates, higher prices of wood purchased from third parties, increases in maintenance and construction costs of forest roads, and the recognition of extraordinary expenses associated to the large number of projects under execution. Export prices of CMPC, measured in dollars, were on average a little lower than those of 2004. Pulp prices started the year with an upward trend. However, from the second quarter prices began to weaken, ending with an annual average US$ 20 per ton below the ones recorded in 2004. In contrast, some paper export prices experienced moderate increases during the year. It should be noted that price levels of our main export products are modest compared to those obtained by other commodities such as copper and oil. The positive performance of the Chilean economy, particularly in consumption, fuelled a growth in sales in the domestic market, although in a highly competitive environment. Subsidiaries abroad improved their performance measured in dollars, but the economic situation in Argentina continues making difficult for us to obtain results consistent with the investment made in that country. In order to pursue our investments and refinance some financial debt, CMPC issued a 10 year bond in the local market for UF 7 million (approximately 200 million dollars). Furthermore, the Company subscribed a 7-year syndicated loan for 100 million dollars with a group of 8 banks. Including these operations, the average cost of debt is 4.5% per annum in dollars, one of the lowest one ever achieved by a Chilean private company. As a result of the disbursement in investments, net debt increased from 501 million dollars by the end of 2004 to 968 million dollars by the end of 2005.
009 Letter from the Chairman
CMPC is a company that is investing, which believes in Chile, in its workers, and in its business. A company that is faithful to its traditions, while innovative and vigorous.
CMPC is a company that is investing, which believes in Chile, in its workers and in its business. It is also a company which is faithful to its traditions, while innovative and vigorous, and is admired by many as an example of a company that tries to do things well. The difficulties and challenges we face encourage us to make daily efforts to fulfill our duties and conduct our businesses to achieve the best possible results, in an efficient and prudent manner. We endeavor to continue to make a positive contribution to our country and its people, aspiring always to excellence, taking advantage of the possibilities that emerge in the different lines of business in which we compete, and providing improved opportunities to our workers and their families. On this 85th anniversary, taking pride in our history, CMPC has solid foundations to plan its future. This imposes on us the responsibility of continuing to work to attain our entrepreneurial objectives in a framework of strict ethical rigor, and respect for fundamental rules, principles and values.
Eliodoro Matte Chairman Empresas CMPC S.A.
010
Board of Directors and Administration
BOARD OF DIRECTORS EMPRESAS CMPC S.A. Chairman Eliodoro Matte Civil Industrial Engineer Rut: 4.436.502-2 Directors Juan Claro Entrepreneur Rut: 5.663.828-8 Martín Costabal Economist Rut: 5.593.528-9 Patricio Grez Civil Engineer Rut: 1.854.776-7 Jorge Gabriel Larraín Economist Rut: 4.102.581-6 Jorge Marín Business Administrator Rut: 7.639.707-4 Bernardo Matte Economist Rut: 6.598.728-7
Committee of Directors Jorge Marín Patricio Grez Martín Costabal
011
MANAGEMENT OF EMPRESAS CMPC S.A. Chief Executive Officer Arturo Mackenna Civil Industrial Engineer Rut: 4.523.287-5 General Secretary Gonzalo García Lawyer Rut: 5.543.123-K Chief Financial Officer Luis Llanos Civil Industrial Engineer Rut: 7.003.064-0
External Auditors PricewaterhouseCoopers
Management From left to right: Luis Llanos, Arturo Mackenna and Gonzalo García.
012
Historic Background 013
Empresas CMPC was established in 1920 under the name Compañía Manufacturera de Papeles y Cartones S.A. through the merger of the paper manufacturing firm Ebbinghaus, Hansel and Company and the Maipú Mill of Comunidad Fábrica de Cartón Maipú. During the early and mid-1900s, when the Chilean economy was characterized by import substitution and high tariffs, CMPC focused on diversifying into paper production to complement its production of boxboard and became, by the 1960s, the leading supplier of converted paper products in Chile. As the paper market grew, CMPC began to produce its own pulp at the Laja mill in 1959. The growing forest reserves established by CMPC, as well as the need to obtain economies of scale, soon resulted in the production of more pulp than the Chilean market required and, in the late 1950s, the Company entered the export market for newsprint and pulp. In 1991, CMPC made its first investment in production facilities outside of Chile, acquiring the Argentine disposable diaper producer Química Estrella San Luis S.A. In 1993, CMPC entered into a 50/50 joint venture with Procter & Gamble, in order to develop the disposable diapers and sanitary towels market in Chile, Argentina, Bolivia, Uruguay and Paraguay. This join venture was terminated in 1998. In 1994, CMPC continued its international expansion with the acquisition of the tissue producer IPUSA in Uruguay. In 1995 it started operations of its greenfield tissue mill in Argentina in 1995, and in 1996, continued to expand its tissue operation through the acquisition of Papelera del Plata S.A. in Argentina and the organization of a tissue company in Peru. In 1998, CMPC finished its second tissue machine in Argentina and started a production facility in Peru, becoming the largest tissue operator in South America. In the mid 1950s, the Company became a holding, decentralizing its operations in different subsidiaries grouped in 5 large business areas: Forestry, Pulp, Paper, Tissue and Paper Products. During 1998, CMPC completed the process of fully incorporating the Santa Fe and Pacífico mills into its pulp business, after acquiring 100% of both companies. In fact, in two separate operations, the Company purchased from Royal Dutch/Shell and Citibank 80% of ownership interest in the Santa Fe Pulp Mill, and, from Simpson Paper and the IFC 53.5% of ownership interest in the Pacífico Pulp Mill. CMPC had previously purchased from Scott Paper 20% of shares in Santa Fe in 1995. In 1998, a new boxboard machine started operating, allowing CMPC to serve new export markets for folding boxboard. In 1999, CMPC entered the Peruvian multiwall sacks market with a new greenfield plant. Finally in 2001, a new liner and medium paper mill started operating to supply the domestic corrugated boxes needs. The Company is currently developing relevant projects in its 5 business areas. Many of them have already been executed and are in operation, such as the expansion of the folding boxboard plant in Maule, the reconstruction of the Mulchén sawmill and the expansion of the tissue paper plant in Talagante, while other projects like Santa Fe 2 are in an advanced state of development.
Corporate Responsibility in CMPC 015
For CMPC, corporate responsibility is a voluntary and proactive commitment to perform its duty within an ethical framework that considers good practices in all its activities in different areas: BUSINESS ACTIVITIES
The Company contributes to Chile’s development by generating both employment and wealth. In order to achieve this: conducts good management practices; produces and sales high quality products; maintains reliable and efficient relations with its customers and suppliers; competes fairly in the marketplace; produces transparent financial reporting; pays all taxes and complies with the legal frameworks. EMPLOYEES
The Company strives to ensure appropriate working conditions, complying with all labor obligations related to remuneration, social security and regulations. Furthermore, it develops policies and benefit programs for employees and their families, with a constant concern for their job security and generating training and career development opportunities. People are a key factor in the success of the Company’s affairs. COMMUNITY
The Company has designed several programs for educational support and community development that benefit the communities surrounding its properties and mills, in order to contribute to improve their living conditions. As a member of many communities, the Company is always keen to collaborate with them in order to participate, where possible, in their goals and challenges. This year CMPC has reinforced its action program towards social insertion, with special emphasis on the generation of direct, indirect and related local employment, as well as cooperating in the development of small-size companies that may offer job possibilities in the region. Fundación CMPC
The Program for Language and Mathematics Learning Support covered 5,924 children. A significant improvement in student performance was achieved with this program, as measured by the SIMCE national test (a test conducted nationally to assess the education quality). Likewise, significant management support was provided to municipal schools involved in the program. Also this year the “School Libraries” project was implemented, with an average of 1,600 books delivered to each of the following schools: Coigüe in the district of Negrete; El Saber, Toqui Lautaro and Canada; the last three located in the district of Nacimiento. The collection comprises literary genres for all tastes and ages, responding to the different interests of readers. Together with the donation of resources, training was provided to librarians and teachers, an experience that took place at the Reading Center of Lo Barnechea in Santiago.
016
Good Neighborhood Plan
During 2005, an average of 1,262 neighbors were hired as labor force, of whom 721 were Mapuche. This made possible to incorporate neighbors to the forest culture, and so to receive the benefits of living in the proximity of cultivated forests. A total of 211 courses were given to neighbors covering over 2,700 people. From its beginning, six years ago, 914 courses have been given, with 12 thousand neighbors trained in several areas of rural development support, with special emphasis on improving their household skills. Scholarships to pursue secondary education were granted to 147 children. This support is relevant due to the large existing distances to secondary education establishments in rural areas. Over 120 workshops have been given to neighbors, transferring knowledge applicable to their daily chores. Furthermore, pasture has been rented to 280 people with 3,280 livestock; firewood has been furnished to 1,460 neighbors; small farmers have been trained at El Vergel Agricultural School in Angol; a project related to mountain ñocha (a variety of sedge) was developed for seven Mapuche communities and, like in previous years, free access has been allowed to the Company’s farms, to remove non-forest products (including mushrooms, dog-rose flowers, blackberries, yellow flowers, among others). The Jorge Alessandri Educational Park
Three important events took place in 2005: • Opening of the Artequín Museum in the Park. This museum houses works of art reproductions, offering an educational-interactive proposal through guided workshops, audiovisual and computer means. This innovative model allows visitors to experience art in an amusing and didactic manner. • Construction of an access square that is part of the first stage of a new landscape proposal, which will modify the present one, changing some plants but preserving native species.
017 Corporate Responsibility in CMPC
• Presentation of the exhibition Lágrimas de Luna -Tesoros de la Platería Mapuche (Moon Tears -Treasures of the Mapuche Silverware), which was opened to the public from November 8 through December 12. This exhibition gathers the most symbolic pieces of the Mapuche people, each object reflecting their spirituality and culture. During the year 2005, the Park received 132,360 visits. From its opening to date, 860 thousand people have visited the Park, and approximately 500 thousand children have participated in the educational and cultural activities offered. Other CMPC Community-Oriented Actions
CMPC has a permanent attitude of collaboration with several social and trade institutions. These include, among others, ICARE, CEP, CORMA, Paz Ciudadana, SOFOFA. The Company actively cooperates in the cultural field in Chile. In this regard, it supports the work developed by the Artequín Museum, the Municipal Theater (Chile’s principal opera and classical music house) and literary contests organized by El Mercurio Newspaper’s Book Magazine. Through its corporate website www.papelnet.cl, CMPC makes an important contribution to the children of Chile and the world by providing a wide range of information relating to forests, pulp and paper. THE ENVIRONMENT
Regarding the environment, the Company plans for the long term, guided by the principle of sustainable development. This is an element of its competitive strategy that is essential for the existence and progress of the business. This approach is reflected in the Company’s environmental policy, which contains the principles that regulate the personnel’s performance.
Businesses and Subsidiaries Description
Servicios Compartidos
020
Forestal
022
Celulosa
024
Papeles
026
Tissue
028
Productos de Papel
030
020
Servicios Compartidos CMPC S.A.
SUBSIDIARY DESCRIPTION
During 2005 CMPC started a project aimed at creating a shared service center operated as an independent subsidiary to support all business units of the Company, namely: Forestry, Pulp, Papers, Tissue, and Paper Products. The purpose of Servicios Compartidos CMPC is to provide the services these business divisions may require, with high quality and competitive costs, in areas such as accounting, information technologies, communications, procurement, and payroll. Benefits expected of this subsidiary include, among others: improvement and standardization of administrative, payroll, procurement and IT processes in CMPC, support and strengthen the different business areas with optimal service levels for its customers. Concentration of all these support services in a single organization facilitates the attainment of high professional and technical specialization of personnel, as well as reaching a significant volume of operations to obtain synergies and economies of scale, optimizing costs, quality and efficiency. The basic functions of Servicios Compartidos CMPC are the following: • To operate the accounting, tax, procurement, accounts payable and payroll processes. • To provide information technology/computer support. • To optimize current processes and develop new options. • To provide professional consultancy in financial, accounting, tax, and computer-related matters. • To maintain and define procedures. • To establish agreements related to services and associated costs for each area. The objective of this subsidiary is to provide services to CMPC and its subsidiaries; it is not intended to provide services to third parties. Likewise, the Company’s subsidiaries shall not exercise the functions described above directly or contract them from third parties. The implementation of these activities is being made gradually and by stages, including a redesign of processes and support technologies. The main challenge CMPC faces now is to make a transition without generating adverse impacts on the current operation of companies, and to achieve an efficient organization able to provide the best service. For that purposes, CMPC relies on its highly qualified and enthusiastic staff and the support of its executive officers.
021 Businesses and Subsidiaries Description
Chief Executive Officer: Jorge Araya / Directors: Antonio Albarrán, Sergio Colvin, Andrés Infante, Luis Llanos, Jorge Morel, Hernán Rodríguez.
022
Forestal Mininco S.A.
Chief Executive Officer: Hernán Rodríguez / Chairman: Eliodoro Matte / Vice-Chairman: Arturo Mackenna / Directors: Ernesto Ayala, Gonzalo García, Jorge Gabriel Larraín, José Ignacio Letamendi, Pedro Schlack.
023 Businesses and Subsidiaries Description
BUSINESS DESCRIPTION
CMPC conducts its forest business in a two-fold manner. Forestal Mininco and Forestal Monteáguila manage the forest assets to support the industrial development of the Company in pulp and solid wood needs. CMPC Maderas operates the area of solid wood products, such as sawn wood, remanufacturing and plywood. The Company owns forest resources for over 420 thousand hectares planted with pine and eucalyptus, located between the 7th and 11th Regions in Chile. In the northeast of Argentina, the subsidiary Bosques del Plata is developing a forest base of 100 thousand hectares, principally of taeda and elliotti pine, with the capacity to support a pulp mill at a competitive scale. CMPC Maderas owns three sawmills in the 8th Region: Bucalemu, Mulchén and Nacimiento, with a production capacity of over 1.1 million m3/year of radiata pine. In addition to its sales in Chile, CMPC exports 77% of its production to more than 20 countries in the five continents. It also owns a remanufacturing plant in Los Angeles that produces 110 thousand m3/year of products made from dry sawn wood (finger joint panels, moldings, and laminated products), which are exported mainly to the United States, Japan and Spain. In January 2006, CMPC Maderas will start to operate the industrial assets acquired from Forestal Copihue, consisting of a sawmill of 120 thousand m3/year; a facility to produce 150 thousand units of poles per year, both located in Constitución; and a remanufacturing plant located in Coronel with an annual production capacity of 90 thousand m3, in addition to 200 thousand doors per year.
024
CMPC Celulosa S.A.
Chief Executive Officer: Sergio Colvin / Chairman: Eliodoro Matte / Vice-Chairman: Arturo Mackenna / Directors: Jorge Araya, Ernesto Ayala, Jorge Gabriel LarraĂn, Luis Llanos, Bernardo Matte.
025 Businesses and Subsidiaries Description
BUSINESS DESCRIPTION
CMPC produces over one million tons of kraft pulp per year in its Laja, PacĂfico and Santa Fe Pulp Mills. The Company has an integral logistic and marketing network reaching over 200 customers in 30 countries in Europe, Asia, and America. The Laja Pulp Mill produces 345 thousand tons per year of long-fiber kraft pulp, from radiata pine. Most part of this volume is bleached pulp, although unbleached pulp and fluff pulp in rolls are also produced, the latter being used in the manufacture of absorbent products. Laja is an integrated mill, which also produces white printing and writing paper, as well as sack kraft paper. The PacĂfico Pulp Mill, located 30 kilometers from the city of Angol, produces 490 thousand tons per year of bleached, long-fiber kraft pulp from radiata pine. The Santa Fe Pulp Mill, in Nacimiento, produces 380 thousand tons per year of bleached, short-fiber kraft pulp, from eucalyptus. This pulp has several characteristics that make it an ideal raw material for the production of high quality fine printing, writing and tissue papers. At this pulp mill, CMPC is developing the largest project in its history, by building a second production line for bleached kraft pulp from eucalyptus, with a design capacity of 780 thousand tons per year. With an investment of US$ 745 million, its start up is scheduled for the last quarter of 2006.
026
CMPC Papeles S.A.
Chief Executive Officer: Antonio Albarrán / Chairman: Eliodoro Matte / Vice-Chairman: Arturo Mackenna / Directors: Jorge Araya, Andrés Echeverría, Luis Llanos, Bernardo Matte, Juan Claro.
027 Businesses and Subsidiaries Description
BUSINESS DESCRIPTION
This business area has a structure with five subsidiaries, through which it is engaged in the production and marketing of folding boxboards, newsprint, corrugating, printing, writing, and wrapping papers. INFORSA sells newsprint paper produced at its Nacimiento plant (8th Region), with a production capacity of 200 thousand tons per year. The main destination of its exports is Latin America. However, sales are also made to North American, the Caribbean, Asia and Europe. Cartulinas CMPC operates the Maule (7th Region) and the Valdivia (10th Region) mills, with a total production capacity of 330 thousand tons of folding boxboard per year, which are sold in more than 30 countries of Latin America, Europe, Asia and the United States. Papeles Cordillera, located in the district of Puente Alto, in Santiago, operates 5 paper machines, including a modern one that produces mainly corrugating papers from recycled fibers. SOREPA is the company responsible for collecting waste papers and corrugated boxes all over the country, which are recycled and transformed into paper again at CMPC’s plants, with a significant environmental benefit. In addition, CMPC Papeles owns EDIPAC, a company that distributes nation wide CMPC’s paper grades and some imported grades, as well as paper products.
028
CMPC Tissue S.A.
Chief Executive Officer: Jorge Morel / Chairman: Eliodoro Matte / Vice-Chairman: Arturo Mackenna / Directors: Gonzalo GarcĂa, Jorge Hurtado, Bernardo LarraĂn, Luis Llanos, Bernardo Matte.
029 Businesses and Subsidiaries Description
BUSINESS DESCRIPTION
With its plants in Chile, Argentina, Peru and Uruguay, CMPC Tissue manufactures and markets toilet paper, paper towels, napkins and disposable handkerchiefs under the brands Elite, Confort, Higienol, Nova, Noble and Sussex, among others. Additionally, it produces and sells disposable diapers under the Babysec brand, sanitary towels and adult incontinence diapers under the Ladysoft and Cotidian brands respectively. In Chile, CMPC Tissue has production plants in Puente Alto and Talagante, both with modern technology paper machines and conversion equipment. In Uruguay, its subsidiary IPUSA located in Pando, 30 kilometers from Montevideo, produces tissue products and diapers. The subsidiary PROTISA Peru has a plant in Lima that produces tissue products and diapers. The Company has gained an important presence in the market of disposable diapers -specially in the medium and low segments with its brand Babysec. Finally, the Company recently began the production of sanitary towels (Ladysoft) and adult incontinence diapers (Cotidian). Additionally, it offers a specialized line of sanitary products for consumption in institutions and public places.
030
CMPC Productos de Papel S.A.
Chief Executive Officer: AndrĂŠs Infante / Chairman: Eliodoro Matte / Vice-Chairman: Arturo Mackenna / Directors: Juan Carlos Eyzaguirre, Gonzalo GarcĂa, Patricio Grez, Eugenio Heiremans, Bernardo Matte.
031 Businesses and Subsidiaries Description
BUSINESS DESCRIPTION
CMPC Productos de Papel operates through the subsidiaries Envases Impresos, Envases Roble Alto, PROPA and Chimolsa in Chile, FABI in Argentina and FORSAC in Peru. The corrugated boxes business is conducted separating the two major segments of the market. Envases Impresos manufactures corrugated boxes for the fruit, and salmon export segment in its two plants located in Buin. Envases Roble Alto produces corrugated boxes for the industrial and wine segment, in its facilities located in Til-Til and Quilicura districts. The multiwall sacks business is operated by PROPA in Chile, FABI in Argentina and FORSAC in Peru, from where the respective local markets -particularly the cement and construction materials industry- are served. These companies also export to several countries in the region. Chimolsa, with an industrial plant located in Puente Alto, manufactures moulded pulp trays for apple and avocado exports, as well as trays and cases for eggs.
Businesses Analysis
Forestal
034
Celulosa
035
Papeles
038
Tissue
039
Productos de Papel
040
034
FORESTAL MININCO S.A.
During 2005, the forest business -like most part of industry- faced the effects of cost increases resulting from exchange rate variations, and oil prices. Nevertheless, its performance was within the historical high range. In relation to investments in fixed assets, the year 2005 was particularly active with a total investment of approximately US$ 270 million. The main investment was the acquisition of the forests and industrial operations of Forestal Copihue, which comprises 16 thousand hectares planted with radiata pine in the 7th Region; a 120 thousand m3/year sawmill; a 150 thousand units per year pole production facility located in Constitución; and a remanufacturing plant located in Coronel with an annual production capacity of 90 thousand m3, in addition to 200 thousand doors per year. Regarding industrial projects, the new sawmill in Mulchén -with an investment of US$ 26 million- started operations with a production capacity of nearly 500 thousand m3/year. Another investment of 11 million dollars was made in this sawmill in order to increase wood drying capacity in 190 thousand m3/year. The same was made in Nacimiento sawmill, by adding to the system a drying capacity of approximately 180 thousand m3/year. The construction of the plywood mill also started with an estimated investment of 57 million dollars. This plant will be located adjacent to the Pacífico Pulp Mill, leading to important synergies between them. On the other hand, divestments were made in non-core assets, including particularly the sale in early 2005 of 4.3 thousand hectares of eucalyptus forests located in Litueche (6th Region). During the year, a total of 20.8 thousand hectares were planted in Chile: 15.8 thousand of pine, and 5 thousand of eucalyptus; and in Argentina 3.3 thousand hectares of pine. Forest management was successfully recertified with ISO 14001, and follow-up audits of the Certfor-PEFC forest sustainability seal and OHSAS labor certification were approved. Likewise, the chain of custody certification of CMPC Maderas products is currently under development.
Plantation as of December 31, 2005 Pine
Eucalyptus
Other Species
To Be Planted
Other Uses
Total
Forestal Mininco
234,355
62,199
17,432
20,791
115,915
450,693
Forestal Crecex
65,247
25,301
303
5,628
35,409
131,888
5,020
24,321
222
1,332
13,893
44,788
304,622
111,821
17,957
27,751
165,217
627,368
63,084
2,570
133
1,336
27,160
94,283
367,706
114,392
18,090
29,087
192,377
721,652
Hectares
Forestal Monteáguila Subtotal Chile Forestal Bosques del Plata Total CMPC Forestal
There are 3,895 additional hectares of plantations belonging to Sociedad Inversora Forestal that are managed by Forestal Mininco.
035 Businesses Analysis
Comparative Advantages of Plantations in Chile
In Chile there are currently 15.6 million hectares covered with forests, located mainly between the 7th and 12th Regions, representing 20.8% of the national territory; however, there are only 2.1 million hectares of forest plantations providing wood to the industry. The main species planted in Chile are radiata pine, eucalyptus globulus and eucalyptus nitens. Radiata pine is native from South California and was introduced in Chile in the late 19th century. Growth rates for radiata pine in Chile are quite higher than those of most conifers in the Northern Hemisphere. This offers some advantages in cost structure for wood-derived products compared to our main competitors at a global level. In fact, radiata pine may be harvested in Chile generally 20 to 24 years after being planted, in contrast with the 50 to 80 years needed for comparable species in the Northern Hemisphere. For this reason, Chilean pine producers require less time and less land area than North American or European producers, which results in lower maintenance and transportation costs. Eucalyptus is native from Australia. In Chile, it takes a period of around 12 years after planted for the tree to be harvested, which is also quite less than the period needed for comparable short-fiber species existing in the Northern Hemisphere. Therefore, Chilean producers also present advantages in production cost structure versus their main competitors.
CMPC CELULOSA S.A.
In 2005, the sales volume of CMPC Celulosa reached 1 million 213 thousand tons, which is 19 thousand tons more than in the preceding year. This allowed CMPC to keep its position as a dependable supplier of both long and short-fiber pulp to a portfolio of approximately 200 customers in 30 countries around the world. Total production amounted to 1 million 233 thousand tons compared to 1 million 230 thousand tons in 2004, both figures corrected for the transfer between mills effect. The Laja Pulp Mill produced 361 thousand tons, mainly of long-fiber bleached pulp, in addition to other products such as crude pulp, fluff pulp in rolls (used as raw material to manufacture absorbent products), extensible sack kraft papers, as well as white printing and writing paper. The PacĂfico Pulp Mill produced 495 thousand tons of long-fiber pulp from radiata pine, and Santa Fe, 377 thousand tons of short-fiber pulp from eucalyptus. The last two figures constitute a new production record. Santa Fe - Line 2
The Santa Fe Line 2 Project -with a budget of US$ 745 million- is advancing according to schedule; therefore, its start-up date is estimated for the last quarter of 2006.
036
The state of advance as of December 31, 2005 was 78%. Engineering and acquisitions have advanced over 95%, while civil works have advanced 80% and the mechanical-electrical assembly over 40%. There are over 5 thousand people working in the project. Approximately 50% of them are from the Bío Bío province. This project, which was submitted to the Environmental Impact Evaluation System (SEIA) in accordance with the provisions of Law 19,300 on Environmental Bases contained in the relevant Regulations, has met all the requirements contemplated in the Environmental Qualification Resolution (RCA). These include compliance with the applicable environmental legislation and implementation of a set of mitigation, compensation, and reparation measures considered in the RCA. Both the environmental authority and public inspection organizations have made many inspection visits, no major problems have occurred to date. Another important project being carried out is PROFAL IV in the Laja Pulp Mill, which involves an investment of US$ 46.7 million. Its purpose is to substantially improve the mill’s environmental performance, and it is advancing as anticipated. The following items have been put into service to date: an expansion of the area for controlled disposition of solid residues, a secondary effluent treatment plant, and other improvements in the MP12 machine area and bark press. The mechanical assembly of the new oxygen delignification stage is progressing and its start-up is estimated for May 2006. Finally, the installation of a biomass boiler at the Pacífico Pulp Mill, capable of producing up to 150 tons per hour of high-pressure steam using bark and other wood particles, is advancing as scheduled and will be operating by October 2006. In order to respond to the increasing importance customers are giving to their pulp suppliers’ environmental performance, this business area obtained certification for its chain of custody according to CERTFOR-PEFC standards, which guarantees that its raw materials come exclusively from planted forests, from a controlled origin, free of disputes and perfectly traceable from the forest up to the final destination. Barriers to Entry and Determination of Pulp Prices
The pulp industry is characterized by significant barriers to the entry, generated by high requirements of initial investment in fixed assets, and the need to have an adequate and efficient raw material supply base. Economies of scale are also a typical element of this industry. To take advantage of these aspects, companies must build high capacity mills, requiring sophisticated technologies for their operation. Moreover, in order to be profitable they need to have access to markets of sizes proportionate to their operation scale. Unlike other industries that also have elevated barriers to entry and strong economies of scale, the world pulp industry is highly fragmented. Market price presents cycles generated by the interaction between the economic activity level and supply variations, whether by
037 Businesses Analysis
addition of new capacity or by cost structure variations, due to, among other things, of exchange rate fluctuations. Pulp prices fluctuate according to a series of factors beyond our control, including world demand, production and inventory capacity, large companies’ business strategies and availability of substitutes. As noted in the Figure below, pulp prices show high volatility as a result of cycles in the world economy on the part of demand and of fluctuations of the aggregate cost curve of world industry, on the part of supply. It may be further noted that the radiata pine pulp (BRKP) qualities produced in Chile have been historically traded at a discount to the Northern Bleached Softwood Kraft Pulp (NBSKP), quality that serves as international reference price. Finally, it may be seen that in recent years eucalyptus pulp (BEKP) price has had its own dynamics, reaching even levels above the NBSKP benchmark.
Historical Nominal Pulp Prices (CIF North of Europe)
Source: Hawkins Wright
Contrasting with the performance of other commodities in international markets, pulp prices have shown over the last three years only a slight upward trajectory, fuelled by a recovery in the economy of the United States and the strong growth of China. Due to several factors, the aggregate growth of the world economy in recent years has not been proportional to the demand for paper and, accordingly, the demand for pulp has increased less than one would expect given the acceleration level of the economic activity. Pulp prices, however, have not weakened. The key factor to explain the slight upward trend of prices is the currency appreciation of the main pulp producing countries against the US dollar, which has caused a rise in costs for the global industry expressed in US dollars.
038
CMPC PAPELES S.A. Cartulinas CMPC
Total sales were similar to those of 2004, despite Maule plant stoppage for six weeks due to the expansion project. At the Maule plant, the project to increase production in 80 thousand tons involving an investment of 37.1 million dollars was materialized. The start-up has been successful, which enables to assure that the projected capacity increase will be achieved. Also, a secondary effluent treatment plant is being built with an investment of 5.9 million dollars, and a new cutter is being installed in the converting room, with an investment of 1.6 million dollars. Both projects are expected to start operations during the first quarter of 2006. At the Valdivia plant a new converting room is being installed, with an investment of 2.7 million dollars, and is scheduled to start up in early 2006. A paper machine expansion project is also being carried out, with an investment of 7.7 million dollars, which will increase production in 20 thousand tons per year. At the same time, a secondary effluent treatment plant is being built, with an investment of 1.2 million dollars. The start-up of both projects is expected for the third quarter of 2006. Papeles Cordillera
This business was affected by the cost of using oil due to natural gas restrictions, and to the increases in oil prices. During the year a project was initiated aimed at increasing the production capacity of the corrugated papers machine in order to attain 280 thousand tons per year, with an investment of 35.5 million dollars. This will allow CMPC to cope with the growth of the domestic market of corrugating papers. Furthermore, a secondary effluent treatment plant is being built with a cost of 7.6 million dollars. The start-up of both projects is scheduled for the late first half of 2006. INFORSA
In this subsidiary, several administrative measures began to be implemented in 2005 in order to obtain ISO 9.000 and 14.000 certifications. The main project being developed by INFORSA is mechanical pulp washing, which will improve paper quality and reduce variable cost, with an investment of US$ 8.2 million. Its start-up is expected for the first quarter of 2006. Likewise, a secondary effluent treatment plant is being built, with an investment of 5.9 million dollars. EDIPAC
Starting from March 2005, EDIPAC has successfully undertaken the total marketing of the cut-size paper produced at the Laja Pulp Mill.
039 Businesses Analysis
In June 2005, EDIPAC transferred its head office facilities to Quilicura, incorporating the converting room until then operating in Papeles Cordillera. The foregoing has translated into a cut of capacity of approximately 4 thousand tons per month, which will be reflected in a significant upgrading of service provided to customers. EDIPAC’s sales increased by 12% compared to last year. SOREPA
Purchases of waste paper of this subsidiary increased in 9.6% with respect to the previous year. SOREPA opened a new plant in Puente Alto to supply Papeles Cordillera and Tissue in Puente Alto, which has generated considerable savings in freight and packing costs. CMPC TISSUE S.A.
In 2005, Tissue showed a 19% growth in consolidated sales, as a result of the increase in sales volume and prices of its products, reaching an annual turnover of 430 million dollars. In general, the better economic situation of the countries where Tissue operates derived in greater dynamism during the year. The GDP grew in these countries from 5% to 8% with respect to the previous year. Cost increases due to rises in oil prices, and repeated restrictions of natural gas supply in Argentina and Chile affected this business area. These events impacted energy costs in the production processes, freight rates, as well as prices of oil-derived inputs. In Chile, during 2005, paper machine No.2 started-up in Talagante, which has had an excellent performance to date. The investment made was 31 million dollars with a production capacity of 34 thousand tons of paper per year. Furthermore, projects for 10 million dollars were completed, including two new converting lines for toilet paper, an automatic palletization system in Puente Alto, and new machines for disposable handkerchiefs, napkins, and interleaved products. The subsidiary PROTISA Peru maintained high growth rates both in sales, and sales volume of tissue and diapers, resulting in improved results. This sustained growth in Peru over several years now forced CMPC to reactivate the paper machine No.1, which may add a capacity of 10 thousand tons per year. Moreover, a distribution and conversion center was inaugurated, incorporating a new conversion line, as well as converting lines for napkins and interfolded towels. In Uruguay record market shares were attained in tissue products, and a significant market share in diapers has been maintained. In Argentina, CMPC obtained an important increase in sales and earnings. Such achievements were the result of applying a strategy of improved sales prices and development of higher added value categories.
040
In the sanitary products business, a new line of premium diapers aimed at the mediumhigh segment was introduced to the market. Furthermore, the production and sale of adult diapers started, and a new image for Ladysoft products was launched. Given the growth of sales in the sanitary market, it was necessary to install a third diaper machine in Argentina and a new line for towels in Chile, which will start operating in the second quarter of 2006. In January 2006, CMPC Tissue concluded an agreement to acquire a majority interest in Grupo ABS, a company engaged in the business of diapers and tissue in Mexico. This agreement means an important step in this business, since it gives CMPC the opportunity to start a development in the largest Latin American market of tissue products.
CMPC PRODUCTOS DE PAPEL S.A.
In 2005, corrugated boxes sales volume was 4% lower than in 2004. Two offsetting effects were present: a decrease in sales to the horticultural segment and a market share increase in the industrial segment. The foregoing, along with increased costs and low prices, resulted in a deterioration of the performance of Envases Impresos. Roble Alto, in turn, obtained better results because of an increase in sales volume and prices of its products. In this business, projects for 16 million dollars designed to expand the production capacity have been recently approved. In order to materialize these projects, the relevant permits from the respective authorities are now being processed. Multiwall Sacks
In 2005, the total sales of multiwall sacks reached its historical maximum. In Chile, sacks exports continue to be the primary source of growth, attaining 59% of the total multiwall sacks sold by this subsidiary. In the export markets, Mexico is still the major one. In the domestic market, the main segment continues to be cement sacks. Sales in this line were similar to those of 2004, due to the increase in bulk dispatch of cement. On the other hand, sales to other sectors increased by 10%. The sack production level at Chillรกn plant reached 156 million units, which represents a 9% growth in respect of 2004. In October 2005 a state-of-the-art sack production line was installed in this plant, which will provide an additional capacity of 50 million units per year. The investment amounted to 6.2 million dollars. In Argentina, FABI intensified the development of high added value sacks and focused on the sale of products with higher margin, following a strategy of optimizing the profitability
041 Businesses Analysis
of the installed capacity. The Hinojo plant is working 24 hours a day in continuous rotating shifts, which has facilitated an improvement in operational results. In Peru, FORSAC closed the fiscal year with the highest sales figure ever since it started operations in 1997. In Chile, Chimolsa had a difficult year. Sales of trays for apples, its main product, declined 24% as compared to the preceding year, in line with the market reduction. Moreover, it was affected by shortages in natural gas supply, incurring a significant cost increase. In order to reduce this impact a propane/air mixing plant was set up.
Financial Information
Financial Analysis
045
Ownership Structure
056
General Information
059
Consolidated Financial Statements
071
Financial Analysis Detailed analysis of CMPC’s Individual and Consolidated Financial Statements as of December 31, 2005.
046
1.- VALUATION OF ASSETS AND LIABILITIES
Assets and liabilities in the Individual and Consolidated Financial Statements are valued in accordance with instructions issued in this regard by the Superintendency of Securities and Insurance, and with generally accepted accounting principles and standards. These principles and standards are described in detail in Note No. 2 to the consolidated financial statements. The following criteria are worthy of note: Time deposits and marketable securities are shown at their investment or acquisition cost, plus adjustments and interests accrued. The book value of these investments does not exceed their respective market values. Trade accounts for sales and notes receivable are shown at their estimated realizable value and include deductions for provisions to cover bad and difficult to collect debts. Inventories of manufactured goods are valued at direct production cost plus the cost of some indirect inputs. This cost is below market value, as the sales price includes a profit margin. Property, buildings, machinery and equipment are valued at inflation-adjusted cost, and have been duly depreciated. Forest plantations are shown at their assessed value. This valuation method aims to reflect in the accounts the higher asset and equity values resulting from the natural growth of plantations. Forest plantations due to be harvested within a year are shown in current assets under Inventories. Investments in related companies represent Empresas CMPC S.A.’s and its subsidiaries’ share of the respective companies’ equity. The liabilities of Empresas CMPC S.A. and its subsidiaries are shown according to the amounts committed for disbursement, both in the short and long term (Notes Nos. 14, 15, and 16). Assets and liabilities in foreign currencies are shown in Chilean pesos according to the respective exchange rate thereof at the close of the year. Fixed assets in subsidiaries abroad (Argentina, Uruguay and Peru), are valued at historic cost in US dollars on the acquisition date, net of the appropriate depreciation charges. They amount to ThCh$ 146,597,817, (equivalent to 286 million dollars) as of December 31, 2005 and to ThCh$ 154,902,102, (equivalent to 268 million dollars) as of December 31, 2004. Said valuation is based on the Rules contained in Technical Bulletin No. 64 issued by the Colegio de Contadores de Chile A.G. (Chilean Accountants Association). The Company’s Management has estimated that the book value of its fixed assets does not exceed their replacement or market value in the current circumstances. The above-mentioned standards are intended to present the consolidated financial position of Empresas CMPC S.A. and its subsidiaries in a reasonable manner. Consequently, there should be no significant differences between the financial or market and the book value of the assets as of December 31, 2005.
047 Financial Analysis
2.- ANALYSIS OF INCOME SATATEMENT AND OPERATING ACTIVITIES 2.1.- Analysis of Consolidated Income Statement
The main components of the Consolidated Income Statement, in valores as of December 31, 2005, are as follows:
ThCh$
12/31/2005 ThUS$
ThCh$
12/31/2004 ThUS$
Operating Results Operating Revenue Less: Operating Costs Operating Margin
1,091,279,723 (700,197,067)
2,129,326
1,116,365,412
1,933,213
(1,366,238)
(656,638,717)
(1,137,103)
391,082,656
763,088
459,726,695
796,110
(232,320,133)
(453,308)
(233,799,621)
(404,871)
158,762,523
309,780
225,927,074
391,239
Less: Administration and Sales Expenses Operating Profits Plus (Less): Non-Operating Results
(15,848,690)
(30,924)
Results before Income Tax
142,913,833
278,856
208,710,877
(17,216,197)
(29,813)
(18,554,209)
(36,203)
(33,557,536)
(58,112)
(2,996,489)
(5,847)
(3,037,368)
(5,260)
361,426
Less: Income Tax Minority Interest Amortization of Negative Goodwill of Investments Net income
1,623,772
3,168
2,056,497
3,561
122,986,907
239,974
174,172,470
301,615
The net income for the present fiscal year amounted to Ch$ 122,987 million - US$ 240.0 million (Ch$ 174,172 million - US$ 301.6 million the previous year). Profits (millions of Chilean pesos)
Net income performance was as follows: Consolidated Operating Results
2005 122,987
2004 174,172
2003 132,329
2002 71,441
The sustained decrease in the US dollar and euro exchange rate compensates negatively the positive effects of the better export
2001 67,651
Consolidated sales revenues for this year present similar levels to 2004. During the year 2005 there was a decrease in long-fiber pulp price and lower sales of corrugated products. These lower revenues were offset with higher prices of foreign subsidiaries’ products, greater volumes and better prices in sawn wood and folding boxboard exports, as well as higher volumes in pulp exports.
2000 134,280
Consolidated operating profits for the year 2005 were Ch$ 158,763 million - US$ 309.8 million, below the operating profits in the preceding year, which amounted to Ch$ 225,927 million - US$ 391.2 million.
048
prices of wood, newsprint paper and folding boxboard, and of higher export volumes of pulp, folding boxboard and sawn wood exports. Taken together, consolidated operating, administrative and sales costs represent 85.5% of sales for the current year, experiencing an increase as compared to the year 2004, where they represented 79.8%. This increase reflects the higher cost of wood, the main raw material, and rises in the price of oil and other inputs. In addition, negative effects resulted from the higher cost of replacing natural gas with oil for power and steam generation. Export freight rates and other services, and sales expenses have also experienced increases. Consolidated Non-Operating Results
Empresas CMPC S.A. and its subsidiaries’ consolidated nonoperating result shows a loss of Ch$ 15,849 million - US$ 30.9 million for 2005. Non-operating result for the previous year amounted to Ch$ 17,216 million - US$ 29.8 million. Non-operating results include profits in the sale of forest property (Ch$ 13,442 million - US$ 26.2 million in 2005 and Ch$ 9,122 million - US$ 15.8 million in 2004). These profits compensate for financial expenses, and monetary correction for both years. The foregoing leads to profits after taxes of Ch$ 122,987 million - US$ 240 million for this fiscal year (Ch$ 174,172 million - US$ 301.6 million the previous year). Consolidated Financial Ratios
The main Financial Ratios that relate to the Consolidated Income Statement are as follows: • Assets Turnover: Indicates the relationship between consolidated operating revenue and average total assets. This ratio was 0.34 times in 2005 and 0.36 times in 2004. • Profit on Consolidated Revenue: Represents profit as a proportion of operating revenue. This ratio was 11.3% in 2005 and 15.6% in 2004. • Annual Return on Equity: Indicates the ratio of profit for the period to average equity. Annual return amounted to 5.3% in 2005 and 7.9% in 2004. • Earnings per Share: Amounted to Ch$ 614.93 - US$ 1.2 in 2005 and Ch$ 870.86 US$ 1.5 in 2004. • Return on Dividends: The ratio of dividends paid during the year to the market share price at the end of the fiscal year amounted to 3.4% in 2005 and 2.0% in 2004. • Consolidated Financial Expense Coverage: Profit before tax and interest payments divided by financial. expenses. This ratio was 5.6 times in 2005 and 7.8 times in 2004. • Total Inventory Rotation: Annual sales cost divided by the average stock of goods and raw materials. This ratio was 4.4 times in 2005 and 4.8 times in 2004.
049 Financial Analysis
• Inventory Turnover: Indicates the possible number of days of sales with the inventory on hand, at the end of the period. This ratio was 82.4 days in 2005 and 74.9 days in 2004. • Consolidated Asset Annual Return: Indicates a return on average total assets. It amounted to 3.8% in 2005 and 5.6% in 2004. • Consolidated Annual Operational Asset Yield: Indicates the ratio of operating profit to operational assets. Fixed assets, stocks and accounts, and notes receivable are considered operational assets. This indicator was 5.6% in 2005 and 8.4% in 2004. Income Statement of Business Centers
Subsidiaries engaged in the different business activities had the following results for this fiscal year:
In millions of dollar Operating Revenue Operating Costs
Forestal Mininco S.A. and its subsidiaries
CMPC Celulosa S.A. and its subsidiaries
CMPC Papeles S.A. and its subsidiaries
CMPC Tissue S.A. and its subsidiaries
CMPC Productos de Papel S.A. and its subsidiaries
418.4
700.1
638.1
507.2
232.2
(314.0)
(438.7)
(473.8)
(315.1)
(178.0)
Operating Results
21.2
122.4
108.6
55.8
14.0
Financial Results
(4.1)
(29.5)
(7.3)
(1.7)
(8.4)
Non-operating Results
13.8
(68.3)
(14.3)
(20.1)
(9.1)
E.B.I.T.D.A. (*)
31.5
192.4
143.7
79.2
21.1
Net Income
26.9
45.1
85.4
37.1
5.9
(*) Earnings before interest payments, taxes, depreciation, amortization and other extraordinary and non-operating items.
2.2.- Analysis of CMPC’s Individual Income Statement
Industrial, business and forestry operations are carried out by Empresas CMPC S.A.’s subsidiaries. Therefore, an appropriate analysis of financial statements should be made based on the consolidated financial statements of Empresas CMPC S.A. and its subsidiaries. The results for the year show a profit of Ch$ 122,987 million - US$ 240 million (Ch$ 174,172 million - US$ 301.6 million in 2004), and mainly corresponds to the recognition of related companies’ profits (Ch$ 119,493 million - US$ 233.2 million as of December 31, 2005 and Ch$ 168,592 million - US$ 292 million as of December 31, 2004). 3.- ANALYSIS OF THE GENERAL BALANCE SHEET 3.1.- Analysis of Consolidated Assets and Liabilities.
Broad figures indicate that the main components of assets, in currency as of December 2005, are as follows:
050
ThCh$ Current Assets Fixed Assets Other Assets Total Assets
12/31/2005 ThUS$
ThCh$
12/31/2004 ThUS$
600,147,561
1,171,020
815,195,293
1,411,676
2,533,946,708
4,944,286
2,311,563,165
4,002,939
96,703,590
188,690
71,088,926
123,105
3,230,797,859
6,303,996
3,197,847,384
5,537,720
These assets are financed by: Current Liabilities
187,179,426
365,228
311,152,817
538,824
Long-term Liabilities
655,102,747
1,278,250
543,968,527
941,992
Minority Interest
63,993,911
124,866
64,834,775
112,274
Equity
2,324,521,775
4,535,652
2,277,891,265
3,944,630
Total Liabilities and Equity
3,230,797,859
6,303,996
3,197,847,384
5,537,720
The analysis of the relevant figures Consolidated General Balance Sheet as of December 31, 2005, in respect of 2005, is as follows: Current Assets
Current Assets show a net decrease of Ch$ 215,048 million - US$ 419.6 million, mainly due to a decrease in Time Deposits and Marketable Securities by Ch$ 228,857 million - US$ 446.6 million, resulting from the use of funds for paying debts and strong investments in fixed assets made in the period, as well as a reduction in Trade Accounts for sales amounting to Ch$ 33,457 million - US$ 65.2 million. The foregoing is partly offset by an increase in Inventories of Ch$ 34,989 million - US$ 68.3 million, Refundable Taxes for Ch$ 10,689 million - US$ 20.9 million, and Sundry Receivables for Ch$ 3,929 million - US$ 7.7 million. Fixed Assets
Fixed Assets show a net increase of Ch$ 222,384 million - US$ 433.9 million. The main movements in fixed assets relate to: • Incorporation of new fixed assets for Ch$ 377,657 million - US$ 736.9 million. • Increase due to forestry growth. This revaluation reached Ch$ 57,755 million - US$ 112.7 million in 2005 (Ch$ 95,587 million - US$ 165.5 million the previous year). • Decrease due to depreciation for the fiscal year by Ch$ 85,417 million - US$ 166.7 million (Ch$ 85,029 million - US$ 147.2 million in the previous year).
051 Financial Analysis
• Reduction for sale of forest property, land and buildings, and other equipment, and operating cost of forests by Ch$ 68,142 million - US$ 133 million. Other Assets
Non-current Other Assets recorded a net increase of Ch$ 25,615 million - US$ 50 million, which originates mainly from the increase of investments in related companies for Ch$ 11,544 million - US$ 22.5 million, as a result of the capital increase made in Inversiones El Raulí S.A., and the recognition of the relevant result arising out of these investments; from the increase of Long-term Trade Accounts by Ch$ 11,255 million - US$ 22 million and Others by Ch$ 7,938 million - US$ 15.5 million. The foregoing is offset with a (net) decrease due to Amortization of the item Positive and Negative Goodwill of Investments by Ch$ 5,063 million - US$ 9.9 million. Current Liabilities
Current Liabilities show a net decrease of Ch$ 123,973 million - US$ 241.9 million, which is mainly explained by the reduction in Liabilities to the Public by Ch$ 143,701 million US$ 280.4 million, resulting from payment of the US$ 250 million Bond issued by the Company in 1998, Unpaid Dividends for Ch$ 24,686 million - US$ 48.2 million and Other Current Liabilities by Ch$ 1,853 million - US$ 3.6 million. These reductions are partly offset by an increase in Short-Term Liabilities to banks and financial institutions by Ch$ 19,150 million - US$ 37.4 million, Long-term Liabilities to banks and financial institutions by Ch$ 21,497 million - US$ 41.9 million, and Accounts Payable by Ch$ 9,614 million - US$ 18.8 million. Long-term Liabilities
Long-term Liabilities recorded a net increase of Ch$ 111,134 million - US$ 216.8 million, mainly explained by: • Obtaining of a syndicated loan of US$ 100 million in June 2005. • Placement of a Bond in Chile for UF 7 million, with a term of ten years. • Anticipated payment of Liabilities to banks and financial institutions for US$ 210 million, of which US$ 175 million were Long-term Liabilities. • Prepayment and transfer to short term of notes payable for Ch$ 4,774 million - US$ 9.3 million. • Increase in Deferred Taxes by Ch$ 4,677 million - US$ 9.1 million and Other Long-term Liabilities by Ch$ 6,539 million - US$ 12.8 million. Equity
Equity increased by Ch$ 46,631 million - US$ 91 million, mainly due to profits for the year 2005, in addition to the recognition
052
of revaluations of forest plantations, net of dividends distributed, and the decrease of the reserve relating to operations in a part of forests. The principal financial indicators related to the Consolidated General Balance Sheet are as follows: • Current Liquidity Ratio: Indicates how many times current assets cover current liabilities. This figure was 3.2 times in 2005 and 2.6 times in 2004. • Quick (or Acid Test) Ratio: Indicates how many times liquid assets cover current liabilities. This ratio was 1.7 times in 2005 and 1.8 times in 2004. • Debt to Equity Ratio: Represents debt as a proportion of equity. This ratio was 0.36 times in 2005 and 0.38 in 2004. 3.2.- Analysis of CMPC’s Individual Assets and Liabilities
Broad figures indicate that the main components of assets, in currency as of December 2005, are as follows:
ThCh$
12/31/2005 ThUS$
ThCh$
12/31/2004 ThUS$
Current Assets
17,913,638
34,953
181,721,310
Fixed Assets
13,589,946
26,517
14,114,682
314,687 24,443
Other Assets
2,353,269,142
4,591,745
2,244,173,090
3,886,240
Total Assets
2,384,772,726
4,653,215
2,440,009,082
4,225,370
These assets are financed by: Current Liabilities
7,092,788
13,840
160,870,273
278,580
Long-term Liabilities
53,158,163
103,723
1,247,544
2,160
Equity
2,324,521,775
4,535,652
2,277,891,265
3,944,630
Total Liabilities and Equity
2,384,772,726
4,653,215
2,440,009,082
4,225,370
Any financial analysis should be based on the Consolidated Financial Statements. However, for information purposes, below we present an analysis of the Individual Financial Statement of the Parent Company, Empresas CMPC S.A. Attention is drawn to the item Other Assets, which includes investment in subsidiaries and associated companies. The analysis of the relevant figures of the individual General Balance Sheet as of December 31, 2005, in respect of the previous year, is as follows: Current Assets
Current Assets fell by Ch$ 163,808 million - US$ 319.6 million, mainly due to a reduction of Ch$ 163,211 million - US$ 318.5 million in the balance of Short-Term Notes and Accounts Receivable from related companies. Fixed Assets
Fixed Assets fell by Ch$ 525 million - US$ 1.0 million, mainly as a result of depreciation charges for the year totaling Ch$ 525 million - US$ 1.0 million.
053 Financial Analysis
Other Assets
Non-current Other Assets show a net increase of Ch$ 109,096 million - US$ 212.9 million, generated mainly by the proportional recognition of net profits of subsidiaries and associated companies during the period for Ch$ 119,493 million - US$ 233.2 million and to the capital increase in Inversiones El Raulí S.A. amounting to Ch$ 5.506 - US$ 10.7 million. All this was setoff by a (net) decrease in the forest reserve in related companies by Ch$ 13,685 million - US$ 26.7 million. Current Liabilities
Current Liabilities fell by Ch$ 153,777 million - US$ 300 million, owing to payment of debts to related companies for Ch$ 129,721 million - US$ 253.1 million, and to a decrease in the balance of Unpaid Dividends by Ch$ 24,689 million - US$ 48.2 million. Long-term Liabilities
Long-term Liabilities rose by Ch$ 51,911 million - US$ 101.3 million, as a result of a decrease in indebtedness to related companies. Equity
Equity showed a net increase of Ch$ 46,631 million - US$ 91 million, mainly due to profits for the fiscal year, the recognition of revaluation of forest plantations, net of operations, and after deduction of dividends paid. Financial Indicators
The main financial indicators relating to the Consolidated General Balance Sheet must be determined on the basis of the Consolidated Financial Statements. Below is the book value of CMPC shares: • Book Value per Share: Ch$ 11,622.61 - US$ 22.7 in 2005 and Ch$ 11,389.45 - US$ 19.7 in 2004. Other financial indicators based on the Individual Financial Statements: The main financial indicators relating to the Income Statement must be determined on the basis of the Consolidated Financial Statements. However the chief financial indicators relating to the Individual Income Statement are as follows: • Annual Return on Equity: Indicates the ratio of profit for the period to average equity. It amounted to 5.3% in 2005 and 7.9% in 2004. • Annual Return on Assets: Indicates the ratio of profit for the period to average total assets. It amounted to 5.1% in 2005 and 7.4% in 2004. • Profit per Share: Amounted to Ch$ 614.93 - US$ 1.2 in 2005 and Ch$ 870.86 - US$ 1.5 in 2004. • Return on Dividends: The ratio of dividends paid during the year to the market price of CMPC share at closing is 3.4% in 2005 and 2.0% in 2004.
054
4.- CASH FLOW ANALYSIS 4.1.- Consolidated Cash Flow Analysis
The performance of the main components of the consolidated cash flow, valued as of December 31, 2005 is as follows: Consolidated liquid financial investments and cash amount to Ch$ 102,475 million - US$ 200 million as of December 31, 2005 (Ch$ 330,469 million - US$ 572.3 million as of December 31, 2004). Consolidated operating activities generated positive operational cash flows of Ch$ 202,981 million - US$ 396.1 million in the current year (Ch$ 224,698 million - US$ 389.1 million in the previous year). Negative net consolidated financing flows for this year represent a net use of funds of Ch$ 46,118 million - US$ 90 million, basically arising out of dividend payments (Ch$ 88,320 million - US$ 172.3 million), as the resources obtained from new financings (Ch$ 199,264 million - US$ 388.8 million), were significantly offset by payment of credits and expenses relating to the obtaining thereof (Ch$ 157,062 million - US$ 306.5 million). Positive net consolidated financing flows in 2004 represented a net generation of funds for Ch$ 94,312 million - US$ 163.3 million, mainly due to a syndicated loan obtained for US$ 475 million, which were offset with dividend payments for Ch$ 58,853 million - US$ 101.9 million, and payment of financial credits for Ch$ 158.775 million - US$ 275 million. Consolidated investment activities in 2005 generated negative net flows (use of funds) for Ch$ 365,315 million - US$ 712.8 million (Ch$ 197,778 million - US$ 342.5 million in 2004). These flows are mainly due to net investment in fixed assets (purchase/sale) for Ch$ 359,707 million - US$ 701.9 million (Ch$ 192,635 million - US$ 333.6 million in 2004) and the subscription and payment of shares in Inversiones El RaulĂ S.A. (Ch$ 5,506 million - US$ 10.7 million) in the year 2005 and in Bicecorp in the previous year (Ch$ 5,145 million - US$ 8.9 million). 4.2.- Individual Cash Flow Analysis
As mentioned above, forestry, trade, industrial and the chief financial operations of the Company are carried out through subsidiaries; therefore, any analysis should be based on the Consolidated Financial Statements. However, the performance of the main components of the Individual Cash Flow for the parent Company is shown below: In operating activities flows for Ch$ 4,138 million - US$ 8.1 million were obtained as of December 31, 2005 (Ch$ 15,458 million - US$ 26.8 million as of December 31, 2004). Net financing flows represent a use of funds for Ch$ 216,990 million - US$ 423.4 million as of December 31, 2005 (Ch$ 54,870 million - US$ 95 million as of December 31, 2004), resulting mainly from payment of dividends in both fiscal years and from anticipated payment of the debt to Cartulinas CMPC S.A.
055 Financial Analysis
Investment activities recorded net flows amounting to Ch$ 213,019 million - US$ 415.6 million as of December 31, 2005 (Ch$ 39,570 million - US$ 68.5 million as of December 31, 2004). These flows principally generate from the collection of funds from subsidiaries, offset by a capital increase made in Inversiones El Raulí S.A. In the previous year, these flows stemmed from loan repayment from related companies. 5.- RISK ANALYSIS AND EXCHANGE RATE EXPOSURE
Empresas CMPC S.A. and its subsidiaries export approximately 53% of total sales, principally markets in Europe, Latin America, Asia and the United States. Most part of these sales is made in US dollars. Domestic sales - both in Chile and in our subsidiaries in Argentina, Peru and Uruguay - are made in local currency and indexed to the US dollar. In consequence, Empresas CMPC S.A. and its subsidiaries’ revenue flow, which is in, or indexed to, US dollars, amounts to over 70% of total sales. As regards disbursements, both raw materials and investments in fixed assets are principally in, or indexed to, US dollars. In very specific cases only are export sales or payment commitments made in foreign currencies other than the US dollar. In order to avoid exchange rate risk in non-US dollar currencies, derivatives are used to fix the exchange rates in question. As of December 31, 2005 our main positions were forward purchases of 34 million euros to hedge machinery imports denominated in that currency. Approximately 50% of the expected flows from sales of folding boxboard in the next years in Europe, in turn, is covered by forward sales contracts. As of the same date, 6.5% of the Company’s short-term liquid assets were held in euros, so as to pay eurodenominated imports related to the Santa Fe Pulp Mill expansion project. Derivatives are used to structure these investments. Considering that CMPC’s revenue flow structure is highly indexed to the US dollar, liabilities have been incurred in this currency. It has been a Company policy to reduce the accounting mismatch between assets and liabilities expressed in US dollars in order to minimize losses on account of exchange rate fluctuations that affect profit for the year. To this end the currency composition of the financial investment portfolio is carefully managed and Chilean peso-US dollar forwards are occasionally made use of. The greater stability of the Argentinean and Uruguayan pesos, as well as a reduction in working capital over the past few years, have maintained the effects of exchange rate fluctuations under control. The Company actively handles the interest rate structure of its debt through derivatives in order to optimize financial expenses as a function of operating income. A combination of derivatives and interest rate swap contracts allows us to fix the Libor rate and establish the range of interest within which CMPC should make use of floating rates in its liabilities. Considering the Libor rate as of December 31, 2005, consolidated debt of the Company is 86% fixed rate and 14% floating rate. This combination ensures an average debt interest rate for CMPC of 4.5% in US dollars.
056
Ownership Structure
99.99%
In Chile
3
99.9%
99.9%
0.01%
99.9%
CMPC PRODUCTOS DE PAPEL S.A.
0.1%
ENVASES ROBLE ALTO S.A.
0.1%
CMPC TISSUE S.A.
1
2
99.99%
INVERSIONES PROTISA S.A.
2
INVERSIONES CMPC S.A. 99.9%
0.1%
1
0.01%
2
CMPC PAPELES S.A.
99.9%
EDIPAC S.A.
0.1%
0.1%
1
2
99.9%
ENVASES IMPRESOS S.A.
0.1%
2
99.99%
COMERCIAL HIGIENE INTEGRAL S.A.
0.01%
2
81.95%
INFORSA 99.999%
99.9%
99.9%
99.9%
PROPA S.A.
AUSTRAL S.A.
CHIMOLSA
0.1%
0.1%
0.1%
2
50%
SOREPA S.A.
50%
CRECEX S.A.
99.99%
2
99.9%
2
PAPELES CORDILLERA S.A.
CARTULINAS CMPC S.A.
0.001%
0.01%
0.1%
5
2
2
33.34%
16%
16%
16%
93.48%
Abroard
GESTUM INVERSIONES S.L. (ESPAÑA)
6.44%
0.08%
100% 100%
CMPC ASIA LTD. (JAPÓN)
100%
100%
16.49%
FABI BOLSAS INDUSTRIALES S.A. (ARGENTINA)
CMPC EUROPE LTD.
LA PAPELERA DEL PLATA S.A. (ARGENTINA) 83.50%
100%
CMPC INVERSIONES DE ARGENTINA S.A.
100%
NASCHEL S.A. (ARGENTINA)
100%
TISSUE CAYMAN LTD.
PROPA CAYMAN LTD. 99.9%
FORSAC PERÚ S.A. (PERÚ)
COMPAÑÍA PRIMUS DEL URUGUAY S.A.
100%
CELULOSAS DEL URUGUAY S.A.
100%
0.1%
IPUSA (URUGUAY)
PROTISA (PERÚ)
99.61%
100%
2.94%
PAPELERA DEL RIMAC S.A. (PERÚ)
97.06%
4
057 EMPRESAS CMPC S.A.
99.99%
1 5
0.01%
FORESTAL MININCO S.A. FORESTAL Y AGRÍCOLA MONTE ÁGUILA S.A.
7 99.95%
CMPC CELULOSA S.A.
0.05%
13.774%
1
CMPC MADERAS S.A.
86.226%
5
0.001%
FORESTAL COIHUECO S.A.
6
4
6
11.10%
INMOBILIARIA Y FORESTAL MAITENES S.A.
3 0.01%
INMOBILIARIA PINARES S.A.
INVERSIONES EL RAULÍ S.A.
BICECORP S.A.
1 4
33.33%
PORTUARIA CMPC S.A.
99.99%
18.35%
10.66%
4
99.999%
88.90%
7
CONTROLADORA DE PLAGAS FORESTALES S.A.
99.75%
38.77%
8.61%
33.33%
20% 16%
SERVICIOS COMPARTIDOS CMPC S.A.
16%
48%
99.6%
PROTISA DO BRASIL LTDA.
0.4%
2
100%
INVERSIONES CMPC CAYMAN LTD.
99%
100%
CMPC INVESTMENTS LTD. (CHANNEL ISLAND) 100%
CMPC USA INC.
1%
FORESTAL BOSQUES DEL PLATA S.A. (ARGENTINA)
SYMBOLOGY 1
EMPRESAS CMPC S.A.
CMPC Productos de Papel S.A.
2
INVERSIONES CMPC S.A.
3
INMOBILIARIA PINARES S.A.
4
CMPC CELULOSA S.A.
5
FORESTAL MININCO S.A.
6
FORESTAL COIHUECO S.A.
CMPC Celulosa S.A.
7
FORESTAL Y AGRÍCOLA MONTE ÁGUILA S.A.
CMPC Forestal
CMPC Tissue S.A.
CMPC Papeles S.A.
General Information
060
SHARE CAPITAL
The Company’s share capital as of December 31, 2005, after annual restatement as provided by the law, amounts to ThCh$ 102,521,936 - ThUS$ 200,043 divided into 200 million shares. Empresas CMPC S.A’s net worth as of December 31, 2005 amounts to ThCh$ 2,324,521,775 - ThUS$ 4,535,652. SHARE OWNERSHIP
In accordance with General Rule No. 30, issued by the Superintendency of Securities and Insurance, below we list the twelve largest shareholders, indicating the number of shares owned by each as of December 31, 2005. Shareholder
Number of shares
Forestal Cominco S.A.
39,254,440
Forestal Constructora y Comercial del Pacifico Sur S.A.
38,432,339
Forestal O’Higgins S.A.
13,976,744
AFP Provida S.A. para Fondos de Pensiones
12,056,412
Forestal Bureo S.A.
8,068,615
AFP Habitat S.A. para Fondos de Pensiones
7,861,851
AFP Cuprum S.A. para Fondos de Pensiones
5,416,436
Inmobiliaria Ñague S.A.
4,145,628
AFP Santa Maria S.A. para Fondos de Pensiones
3,920,524
AFP Bansander S.A. para Fondos de Pensiones
3,868,151
Coindustria Ltda.
3,577,021
Constructora Santa Marta Ltda.
3,309,907
Additionally, the number and ownership in shares in Empresas CMPC S.A., belonging to companies that directly or through some type of relationship between them control 55.44% of equity with voting rights. Shareholder
Number of shares
Forestal Cominco S.A.
39,254,440
Forestal Constructora y Comercial del Pacifico Sur S.A.
38,432,339
Forestal O’Higgins S.A.
13,976,744
Forestal Bureo S.A.
8,068,615
Inmobiliaria Ñague S.A.
4,145,628
Coindustria Ltda.
3,577,021
Forestal y Minera Ebro Ltda.
795,534
Forestal y Minera Volga Ltda.
712,069
Inmobiliaria y Forestal Chigualoco S.A.
523,112
Forestal Peumo S.A.
414,930
Forestal Calle Las Agustinas S.A.
311,792
Forestal Choapa S.A.
188,222
Others
475,080
061 General Information
All the shareholders listed above belong to a same corporate group, but do not have a formal joint action agreement. Final controllers are the following natural persons: Mr. Eliodoro Matte Larraín, taxpayer identification No. 4,436,502-2, Ms. Patricia Matte Larraín, taxpayer identification No. 4,333,299-6, and Mr. Bernardo Matte Larraín, taxpayer identification No. 6,598,728-7. Control of the above-mentioned companies is shared equally by the final controllers. SHARE TRANSACTIONS
Transactions of CMPC shares in 2005 by related shareholders are as follows: Unit Price
Amount
Number of Shares Purchase/(Sale)
Ch$
US$
ThCh$
ThUS$
(5,000)
13,178.00
25.71
65,890
128.6
Eliodoro Matte Capdevila
5,000
13,178.00
25.71
65,890
128.6
Eliodoro Matte Capdevila
(5,000)
13,801.62
26.93
69,008
134.6
(700)
13,300.00
25.95
9,310
18.2
79
13,001.00
25.37
1,027
2.0
Director Eliodoro Matte Larraín Relative of a Director
María del Pilar Matte Capdevila María Josefina Marín Correa Related to a Director El Mayorazgo S.A.
41,642
13,131.23
25.62
546,811
1,066.9
Inversiones Amolanas Limitada
22,604
13,102.42
25.57
296,167
577.9
Rentas e Inversiones San Antonio Ltda.
3,615
13,000.00
25.37
46,995
91.7
Inversiones La Pinta Limitada
3,000
13,490.00
26.32
40,470
79.0
Inversiones Cruz Grande S.A.
748
12,600.00
24.59
9,425
18.4
1,500
13,710.00
26.75
20,565
40.1
62
12,934.06
25.24
802
1.6
Moira Nicoll Benson
378
13,200.00
25.76
4,990
9.7
Brian Wilson Grothe
367
13,419.00
26.18
4,925
9.6
Alan Wilson Grothe
290
13,575.00
26.49
3,937
7.7
(57,111)
13,895.74
27.11
793,599
1,548.5
Managers Luis Llanos Collado Gonzalo García Balmaceda Relative of a Manager
Common Controller Compañía de Seguros de Vida La Construcción S.A.
062
QUARTERLY STATISTICS OF SHARE TRANSACTIONS Amount Quarter
Units
Ch$
Average Price Ch$ US$
US$
1st quarter 2003
2,983,658
19,216,931,903
37,496,452
6,440.73
12.6
2nd quarter 2003
3,956,835
29,585,049,495
57,726,926
7,476.95
14.6
3rd quarter 2003
3,536,218
34,071,376,073
66,480,734
9,634.98
18.8
4th quarter 2003
4,678,243
51,803,839,115
101,080,662
11,073.35
21.6
1st quarter 2004
1,955,632
22,964,024,972
44,807,854
11,742.51
22.9
2nd quarter 2004
2,399,865
27,581,460,649
53,817,484
11,492.92
22.4
3rd quarter 2004
3,198,157
40,246,451,542
78,529,662
12,584.26
24.6
4th quarter 2004
3,051,588
39,496,701,281
77,066,734
12,943.00
25.3
1st quarter 2005
1,681,911
22,007,785,179
42,942,020
13,084.99
25.5
2nd quarter 2005
2,818,749
36,889,578,987
71,979,666
13,087.22
25,5
3rd quarter 2005
3,355,043
46,163,217,894
90,074,572
13,759.35
26,8
4th quarter 2005
3,857,764
52,992,411,162
103,399,827
13,736.56
26,8
Note: Statistics include information from the Santiago Stock Exchange, the Electronic Stock Exchange of Chile, and the Brokers’ Exchange. Conversion into US dollars has been made at the exchange rate effective as of December 31, 2005.
REMUNERATION AND EXPENSES OF THE BOARD OF DIRECTORS AND COMMITTEE OF DIRECTOS, AND MANAGEMENT REMUNERATION
Pursuant to the provisions of Law 18,046, the Annual General Meeting of Shareholders of Empresas CMPC S.A., held on April 29, 2005, established, as in the previous year, that the remuneration of the Board of Directors would be 1% of regular dividends paid during the year 2005, duly restated, shared out in equal parts among Directors, with the Chairman entitled to a double share. As of December 31, 2005 a provision of ThCh$ 875,808 - ThUS$ 1,708.9 was set up for this purpose, corresponding to 1% of dividends distributed during the period. This remuneration shall be paid in the first half of 2006. The Board of Directors’ remuneration paid during the years 2005 and 2004 (at discounted values) amounted to:
Director Eliodoro Matte Larrain
ThCh$
12/31/2005 ThUS$
ThCh$
12/31/2004 ThUS$
137,744
268.7
93,841
162.5
Ernesto Ayala Oliva
68,872
134.4
46,920
81.3
Patricio Grez Matte
68,872
134.4
46,920
81.3
Jorge Marín Correa
68,872
134.4
46,920
81.3
Jorge Gabriel Larraín Bunster
68,872
134.4
46,920
81.3
Manuel Mardones Restat
68,872
134.4
46,920
81.3
Bernardo Matte Larraín
68,872
134.4
46,920
81.3
550,976
1,075.1
375,364
650.3
Total
This remuneration corresponds to 1% of dividends paid during the years 2005 and 2004. The amounts were agreed upon and ratified by the respective Annual Meetings of Shareholders of the Company.
063 General Information
Additionally, Mr. Eliodoro Matte L. received ThCh$ 65,957 - ThUS$ 128.7 (ThCh$ 65,413 - ThUS$ 113.3 in 2004), on account of financial advice on business strategies; study of development projects, and comparative analysis of the national and international industry. Remuneration paid by subsidiaries to Directors (at discounted values) who are also Directors of Empresas CMPC S.A amounted to: 12/31/2005 ThUS$
ThCh$
Eliodoro Matte Larrain
75,649
147.6
70,555
122.2
Ernesto Ayala Oliva
30,434
59.4
28,470
49.3
Patricio Grez Matte
15,071
29.4
14,844
25.7
Juan Claro Gonzalez
10,030
19.6
-
-
Jorge Gabriel Larraín Bunster
45,506
88.8
32,229
55.8
Bernardo Matte Larraín
60,575
118.2
55,706
96.5
237,265
463.0
201,804
349.5
Total
ThCh$
12/31/2004 ThUS$
Director
The above remuneration refers to financial/economic advice in respect of domestic and export market development; business strategies; study of development projects; business development support technologies; comparative analysis of the competitiveness of this and other industries; and analysis of both the national and international business environment. Committee of Directors
The Committee of Directors established pursuant to Law 18,046 exercises the powers and duties contemplated under Article 50 Bis of said Law. Fees paid (at discounted values) and relationship with the controlling group are detailed below: 12/31/2005 ThCh$ ThUS$
12/31/2004 ThCh$ ThUS$
Director
Relationship
Ernesto Ayala Oliva
Independent
897
1.8
2,116
3.7
Patricio Grez Matte
Controller
2,149
4.2
2,116
3.7
Jorge Marín Correa
Independent
2,149
4.2
2,116
3.7
Martín Costabal Llona
Independent
Total
1,251
2.4
-
-
6,446
12.6
6,347
11.1
On April 29, 2005, Mr. Ernesto Ayala Oliva ceased to be a member of the Committee of Directors, being replaced by Mr. Martín Costabal Llona. The principal activities conducted by the Committee of Directors during the period include, among others: Monthly analysis of transactions regulated by the provisions of articles 44, 89 and 93 of Law 18,046 on Stock Corporations. The Committee found that these transactions were performed in accordance with equity conditions similar to those prevailing in the market, and that the same were conducted in the Company’s ordinary course of business (See the
064
detail of transactions in Notes No. 4 of the Individual Financial Statements and No. 6 of the Consolidated Financial Statements of Empresas CMPC and subsidiaries). The financial statements of Empresas CMPC S.A. and its subsidiaries for the period ended on December 31, 2004 were reviewed and examined at the meeting held in the month of March, with no remarks being made. The meeting also analyzed the background information relating to Empresas CMPC S.A.’s agreement to a capital increase in the investment company El Raulí S.A., and recommended to the Board of Directors to agree to such increase. Additionally and in the fulfillment of its duties, the Committee examined the remuneration systems for managers and chief executive officers, making no in this respect. The Committee’s meeting of the month of April approved the offer made by Empresa INDURA, the successful bidder of a bidding process called by CMPC Celulosa S.A., for the supply of oxygen gas to the Pacifico Pulp Mill. The same meeting approved the sale of the interest of Empresas CMPC S.A. in Sociedad Hidroeléctrica El Melocotón Limitada to Colbún S.A. Likewise, it recommended to the Board of Directors to approve the hiring of financial advisors, proposed by the Finance Management to support CMPC in the placement of a bond for 7 million Unidades de Fomento. The meeting further proposed to the Board of Directors a list of external auditors to be suggested to the Meeting of Shareholders, as well as the appointment of risk classification agencies to the same effects. At a meeting held in the month of July, CMPC Celulosa S.A. was authorized to purchase 100 thousand cubic meters of wood from Forestal Valdivia. At the meeting of December, it was resolved to recommend to the Board of Directors of CMPC the approval of a merger of the companies Bicecorp and Renta Urbana S.A. In respect of the financial operations conducted with subsidiaries of Bicecorp S.A. (Common Controller) and with subsidiaries of Banco Security (Common Director) margins and limits according to types of operation were set forth, which were complied with by the management of Empresas CMPC S.A. and its subsidiaries. These operations were carried out under strict market conditions. The expenses of the Board of Directors for 2005 only include travel expenses and amount to ThCh$ 385 - ThUS$ 0.8 (ThCh$ 4,449 - ThUS$ 7.7 in 2004). Total gross remuneration received by the Companies’ executives amounts to ThCh$ 1,362,608 - ThUS$ 2,658.7 in 2005 (ThCh$ 1,522,579 - ThUS$ 2,636.7 in 2004). The executive staff has an incentive plan consisting of a variable annual bonus, depending on profits and on meeting of the Company’s operational budget targets. The amount of this component of remuneration is included in the above figure. During the year 2005 no staff severance indemnities for years of service were paid to managers or chief executive officers.
065 General Information
FINANCIAL STATEMENTS
Empresas CMPC S.A.’s Financial Statements for the fiscal year ended on December 31, 2005, which are submitted for consideration of the shareholders, have been prepared in accordance with the Rules issued by the Superintendency of Securities and Insurance. These require the inclusion of the proportion corresponding to Empresas CMPC S.A. of the assets and profit/loss of related companies at close of the current period in the assets and profit/loss statement of Empresas CMPC S.A. These Financial Statements show a net profit of ThCh$ 122,986.907 - ThUS$ 239,974, which may be entirely distributed as dividends, and includes amortization of negative goodwill of investments in related companies totaling ThCh$ 1,623,772 - ThUS$ 3,168, as detailed in Note No. 13 to the Consolidated Financial Statements. DISTRIBUTION OF PROFITS
In accordance with General Rule No. 30, issued by the Superintendency of Securities and Insurance, a statistic of dividends paid per share in the last five years is shown below. Year
Ch$
US$
2001
196,00
0.4
per share
2002
111,00
0.2
per share
2003
181,00
0.4
per share
2004
260,00
0.5
per share
2005
427,00
0.8
per share
At its meeting held on December 9, 2004, the Board of Directors resolved to distribute provisional dividend No. 232 of Ch$ 120 - US$ 0.23 per share, out of the profits of the fiscal year ended on December 31, 2004. This dividend was paid in January 2005. As resolved by the Annual Meeting of Shareholders of April 29, 2005, the Company distributed in May 2005 final dividend No. 233 of Ch$ 127 - US$ 0.25 per share, out of the profits of the year 2004. The dividend policy agreed by the above-mentioned Annual Meeting of Shareholders consisted of the payment of two provisional dividends, in September and December or January, and a final dividend that the Meeting of Shareholders resolved to pay in May, such that total dividends paid amount 40% of the profits for the fiscal year. According to said policy, the Board of Directors resolved to distribute provisional dividends No. 234 of Ch$ 90 - US$ 0.18 per share and No. 235 of Ch$ 90 - US$ 0.18 per share, out of the profits of 2005, in the months of September and December 2005, respectively. Note No. 20 of the Consolidated Financial Statements specifies the dividends paid during the period. Pursuant to the legal provisions in force, it is the duty of the Meeting of Shareholders to determine how profits for the period are to be distributed and dividends allocated.
066
PERSONNEL
As of December 31, 2005 the Company’s personnel amounted to 8,842 workers, distributed as follows:
Companies Forestal Mininco S.A.
Managers and Chief Executive Officers
Professionals and Technicians
Workers
Total
665
1,120
33
422
CMPC Celulosa S.A.
61
348
822
1,231
CMPC Papeles S.A.
43
576
1,169
1,788
CMPC Tissue S.A.
40
726
2,085
2,851
CMPC Productos de Papel S.A.
34
270
1,345
1,649
Empresas CMPC S.A.
11
113
79
203
222
2,455
6,165
8,842
Totals
INSURANCE
Empresas CMPC S.A. and its subsidiaries maintain insurance contracts to cover the main risks their physical industrial and forest properties are exposed to, the revenue flows and financial risks. Note No. 11 of the Consolidated Financial Statements describes such coverage, the property covered and amounts insured, which, in brief, comprise the following:
Main Facilities:
Physical Damage and Business Interruption Millions of US$
Pulp Mills Sawmills Paper Mills Tissue Products Mills Converters and Others
1,730 245 1,033 728 357
Forest Plantations
1,657
Total
5,750
RELEVANT FACTS
a. On January 4, 2006, the subsidiary CMPC Tissue S.A. entered into a share purchase and sale agreement for the acquisition of 66.7% of ABS Internacional S.A. de C.V., the parent company of Absormex group of Mexico. To be valid, this agreement is subject to the release by the Company’s creditor banks of the restrictions imposed on shares and to approval or the operation by the Federal Competition Commission of Mexico. This should take place before the date of conclusion, which is scheduled for the next month of February 2006. The total amount of the transaction will be 15 million dollars.
067 General Information
b. On October 14, 2005, Forestal Mininco S.A., a subsidiary of Empresas CMPC S.A., signed a Memorandum of Agreement for the purchase of the industrial and forest assets belonging to Forestal Copihue S.A. and to Empresa Bosques de Chile S.A. This agreement is subject to the favorable outcome of a review process of the relevant accounting, financial, legal, labor, environmental and corporate background information, which will take from 30 to 60 days following the date hereof. The transaction includes the industrial assets of Forestal Copihue S.A., consisting of a sawmill and a pole impregnating facility located in Constitucion, a remanufacturing plant, as well as a door manufacturing plant located in Coronel. It further includes the purchase of Empresa Bosques de Chile S.A., which owns forest assets consisting of approximately 17,000 hectares planted with radiata pine, located in the 7th Region. The industrial assets of the furniture manufacturing business are not included in the operation, and will remain the property of Forestal Copihue S.A. The total amount of the transaction will be US$ 110 million for the aforesaid industrial and forest assets. c. On June 15, 2005, Empresas CMPC S.A. became guarantor, co-debtor and surety of its subsidiary Inversiones CMPC S.A., in respect of the Bond for 7 million Unidades de Fomento placed in the local market with a term of 10 years, which contemplates a single amortization of principal at maturity. A 3,22% rate was achieved in the placement. This Bond is registered with the Register of Securities of the Superintendency of Securities and Insurance under No. 413 of May 12, 2005. More than 20 investors, including pension fund administrators (AFP´s), insurance companies and banks, participated in the placement of these Bonds. The placing agents were BICE Corredores de Bolsa S.A. and JP Morgan Chase Bank N.A. The resources obtained from this placement will be allocated to the financing of capital investments. d. Empresas CMPC S.A. became guarantor, co-debtor and surety of its subsidiary Inversiones CMPC S.A., acting though its agency in Cayman Islands, in respect of the bank loan signed by the latter on June 3, 2005 with a group of integrated financial institutions, the administrative agent being JP Morgan Chase Bank N.A. The loan subscribed amounts to 100 million US dollars, and is payable in 5 equal semiannual amortizations of 20 million dollars over 7 years, starting from the fifth year, at interest rate of Libor, plus a spread or margin over Libor of 0.225% annually for the first 2 years of the loan, of 0.25% for years 3 to 5, and of 0.275% annually for years 6 and 7. The purpose of the above-mentioned loan is refinancing liabilities and financing capital investments. e. The Annual Meeting of Shareholders held on April 29, 2005 elected a new Board of Directors of the Company for the 3-year period commencing on April 30. The following persons were elected: Juan Claro González, Martín Costabal Llona, Patricio Grez Matte, Jorge Gabriel Larraín Bunster, Jorge Eduardo Marín Correa, Bernardo Matte Larraín and Eliodoro Matte Larraín.
068
f. At a special meeting of the Board of Directors held on April 29, 2005, Mr. Eliodoro Matte Larraín was appointed Chairman of the Board of Directors of the Company. The meeting also appointed the members of the Committee of Directors, which will be composed of the following persons: Martín Costabal Llona (independent), Jorge Eduardo Marín Correa (independent) and Patricio Grez Matte (elected with the votes of the controller). g. The Board of Directors, at its meeting of held on March 29, 2005, convened the General Meeting of Shareholders for April 29, 2005. The matters addressed include, among others: approval of the Annual Report and Balance Sheet for the year 2004, determination of the final dividend, and dividend policy for the year 2005, election of the Board of Directors, and approval of auditors and risk classification agencies. h. At the same meeting it was proposed to issue a bond through the subsidiary Inversiones CMPC S.A. amounting to UF 7,000,000, for a term of 10 years and with coupons payable semi-annually.
069 General Information
ENDORSEMENT OF THE ANNUAL REPORT
The Directors and the Chief Executive Officer of Empresas CMPC S.A., identified below, being duly sworn, declare themselves liable in respect of the truth of all the information contained in this Annual Report, and sign hereafter.
ELIODORO MATTE LARRAIN Chairman Rut: 4.436.502-2
PATRICIO GREZ MATTE Director Rut: 1.854.776-7
JORGE GABRIEL LARRAIN BUNSTER Director Rut: 4.102.581-6
JORGE EDUARDO MARIN CORREA Director Rut: 7.639.707-4
BERNARDO MATTE LARRAIN Director Rut: 6.598.728-7
MARTIN COSTABAL LLONA Director Rut: 5.593.528-9
JUAN CLARO GONZALEZ Director Rut: 5.663.828-8
ARTURO MACKENNA Iテ選GUEZ Chief Executive Officer Rut: 4.523.287-5
Consolidated Financial Statements December 31, 2005 (Translation of the original in Spanish)
Ch$ - Chilean pesos ThCh$ - Thousands of Chilean pesos US$ - United States dollars ThUS$ - Thousands of United States dollars A$ - Argentinean pesos
Consolidated balance sheet
072
S$ - New Peruvian soles
Consolidated statement of income
074
UF - The Unidad de Fomento is a Chilean inflation index-linked, peso-denominated unit, set daily in advance on the basis of the previous month’s inflation rate
Consolidated statement of cash flows
075
Notes to the consolidated financial statements
077
Report of independent accountants
135
Ur$ - Uruguayan pesos
â‚Ź - Euros
072
Consolidated Balance Sheet (Translation of the original in Spanish)
At december 31, Assets
2005 ThCh$
2004 ThUS$
ThCh$
ThUS$
Current assets Cash and banks
5,756,440
11,232
4,892,588
8,473
Time deposits
44,963,687
87,734
145,475,317
251,920
Marketable securities
15,994,302
31,208
130,293,385
225,629
Trade accounts receivable (net)
118,421,007
231,065
151,878,319
263,008
Notes receivable (net)
36,780,987
71,768
40,948,044
70,910
Sundry debtors
22,835,816
44,558
18,906,322
32,740
387,110
670
268,628,155
524,153
233,639,132
404,593
39,042,538
76,181
28,353,609
49,100
Prepaid expenses
6,215,773
12,128
6,988,321
12,102
Deferred taxes
5,747,922
11,216
3,486,284
6,037
Other current assets
35,760,934
69,777
49,946,862
86,493
Total current assets
600,147,561
1,171,020
815,195,293
1,411,675
1,196,755,412
2,335,132
1,199,405,477
2,077,013
461,268,221
900,036
452,676,811
783,902
1,592,626,442
3,107,564
1,583,882,282
2,742,813
434,627,129
848,053
165,692,243
286,930
48,081,974
93,818
49,250,898
Notes and accounts receivables to related companies Inventories (net) Recoverable taxes
Fixed assets Land and plantations Buildings and constructions Machinery and equipment Other fixed assets Increased value from technical appraisal of fixed assets
85,288
Depreciation
(1,199,412,470)
(2,340,317)
(1,139,344,546)
(1,973,006)
Total net fixed assets
2,533,946,708
4,944,286
2,311,563,165
4,002,940
39,488,111
77,050
27,943,821
48,390
Other assets Investment in related companies Investment in other companies Goodwill (net) Negative goodwill (net) Long-term debtors
134,238
262
134,238
232
54,506,973
106,355
61,182,342
105,950
(24,323,985)
(47,461)
(25,936,415)
(44,914)
15,660,920
30,558
4,405,463
7,629
Intangibles (net)
1,800,960
3,514
1,861,499
3,224
Others
9,436,373
18,412
1,497,978
2,594
Total other assets Total assets
96,703,590
188,690
71,088,926
123,105
3,230,797,859
6,303,996
3,197,847,384
5,537,720
The accompanying Notes 1 to 35 are an integral part of these consolidated financial statements.
073
At december 31, Liabilities and shareholders’ equity
2005
2004
ThCh$
ThUS$
ThCh$
ThUS$
Liabilities with banks and financial institutions – short term
20,720,190
40,430
1,569,910
2,719
Short-term portion of long-term liabilities with banks and financial institutions
24,776,617
48,345
3,279,129
5,678
Bonds issued
1,374,720
2,682
145,075,380
251,227
Current portion of other long-term liabilities
3,419,677
6,673
5,722,072
9,909
Dividends payable
1,240,706
2,421
25,926,305
44,897
107,014,763
208,809
97,400,884
168,669
2,987,302
5,829
3,211,026
5,561
718,184
1,401
1,405,581
2,434
Current liabilities
Accounts payable Notes payable Sundry creditors Notes and accounts payable to related companies
436,776
852
71,765
124
15,306,551
29,866
16,880,861
29,233
Withholdings
7,841,756
15,301
7,160,608
12,400
Unearned income
Provisions
1,114,490
2,175
1,369,040
2,371
Other current liabilities
227,694
444
2,080,256
3,602
Total current liabilities
187,179,426
365,228
311,152,817
538,824
Liabilities with banks and financial institutions
273,335,469
533,338
274,296,540
475,000
Bonds issued
279,573,670
545,510
173,239,920
300,000
7,423,316
14,485
12,197,170
21,122
Long-term liabilities
Notes payable Provisions
28,498,296
55,606
29,178,690
50,529
Deferred taxes
59,733,151
116,552
55,056,207
95,341
Other liabilities
6,538,845
12,759
-
-
655,102,747
1,278,250
543,968,527
941,992
63,993,911
124,866
64,834,775
112,274
Total long-term liabilities Minority interest Shareholders’ equity Paid-in capital
102,521,936
200,043
102,521,936
177,537
Other reserves
802,507,433
1,565,868
816,192,631
1,413,403
Retained earnings: Reserve for future dividends Accumulated earnings Net income for the year Interim dividends
15,364,363
29,979
15,364,363
26,607
1,317,447,136
2,570,629
1,213,338,345
2,101,141
122,986,907
239,974
174,172,470
301,615
(36,306,000)
(70,841)
(43,698,480)
(75,673)
Total shareholders’ equity
2,324,521,775
4,535,652
2,277,891,265
3,944,630
Total liabilities and shareholders’ equity
3,230,797,859
6,303,996
3,197,847,384
5,537,720
The accompanying Notes 1 to 35 are an integral part of these consolidated financial statements.
074
Consolidated Statement of Income (Translation of the original in Spanish)
For the years ended december 31, 2005 ThCh$
2004 ThUS$
ThCh$
ThUS$
Operating results Sales
1,091,279,723
2,129,326
1,116,365,412
1,933,213
(1,366,238)
(656,638,717)
(1,137,103)
763,088
459,726,695
796,110
(232,320,133)
(453,308)
(233,799,621)
(404,871)
158,762,523
309,780
225,927,074
391,239
Financial income
7,757,412
15,136
7,189,529
12,450
Gain on investment in related companies
3,329,416
6,496
2,619,597
4,536
17,857,490
34,844
12,914,112
22,364
Cost of sales
(700,197,067)
Gross margin
391,082,656
Administrative and selling expenses Operating income Non operating results
Other non-operating income Loss on investment in related companies
(4,256)
(8)
(8,548)
(15)
(4,739,189)
(9,247)
(4,785,302)
(8,287)
(31,179,725)
(60,838)
(30,690,487)
(53,147)
Other non-operating expenses
(5,891,640)
(11,496)
(6,150,862)
(10,650)
Price-level restatements
(5,880,125)
(11,473)
(2,462,796)
(4,265)
2,901,927
5,662
4,158,560
7,201
Amortization of goodwill Financial expenses
Foreign exchange gains (losses) Non-operating loss
(15,848,690)
(30,924)
Income before income taxes
142,913,833
278,856
208,710,877
Income taxes
(18,554,209)
(36,203)
(33,557,536)
Consolidated income
124,359,624
242,653
175,153,341
Minority interest Net income Amortization of negative goodwill Net income for the year
(2,996,489)
(5,847)
(17,216,197)
(3,037,368)
(29,813) 361,426 (58,112) 303,314 (5,260)
121,363,135
236,806
172,115,973
298,054
1,623,772
3,168
2,056,497
3,561
122,986,907
239,974
174,172,470
301,615
The accompanying Notes 1 to 35 are an integral part of these consolidated financial statements.
Consolidated Statement of Cash Flows 075 (Translation of the original in Spanish)
For the years ended december 31, 2005
2004
ThCh$
ThUS$
ThCh$
ThUS$
Net income for the year
122,986,907
239,974
174,172,470
301,615
Profit on sale of fixed assets
(13,784,997)
(26,898)
Cash flows from operating activities
Loss in investment sales
(9,121,605)
(15,796)
343,162
670
-
-
85,416,563
166,666
85,029,233
147,245
8,578
17
30,167
52
Add (deduct) charges (credits) not representing movement of funds: Depreciation Amortization of intangible assets Write-offs and provisions Net income on investment in related companies Net loss on investment in related companies
4,218,567
8,231
4,355,615
7,543
(3,329,416)
(6,496)
(2,619,597)
(4,536)
4,256
Goodwill amortization Negative goodwill amortization Price-level restatements Foreign exchange differences Other credits not representing cash flows Other credits not representing movement of funds
8
8,548
15
4,739,189
9,247
4,785,302
8,287
(1,623,772)
(3,168)
(2,056,497)
(3,561)
5,880,125
11,473
2,462,796
4,265
(2,901,927)
(5,662)
(4,158,560)
(7,201)
(655,919)
(1,280)
(1,154,275)
11,473,952
22,388
(1,999)
12,999,380
22,511
Changes in assets which affect cash flows: Increase in trade accounts receivable
10,411,612
20,315
(31,747,524)
(54,977)
(28,285,911)
(55,192)
(23,435,464)
(40,583)
9,804,894
19,132
3,759,444
6,510
(Decrease) increase in accounts payable related to operating results
(3,096,104)
(6,041)
(4,884,054)
(8,458)
Decrease in interest payable
2,307,097
4,502
3,905,611
6,763
(4,744,764)
(9,258)
8,394,167
14,536
1,903,536
3,714
2,152,252
3,727
(1,090,659)
(2,128)
(1,217,083)
(2,108)
Increase in inventories (Increase) decrease in other assets Changes in liabilities which affect cash flows:
Increase in taxes payable Increase (decrease) in other accounts payable related to non-operating results (Decrease) increase in Value Added Tax and other similar taxes payable Minority interest Net positive cash flows from operating activities
2,996,489
5,847
3,037,368
5,260
202,981,458
396,061
224,697,694
389,110
The accompanying Notes 1 to 35 are an integral part of these consolidated financial statements.
076
Consolidated Statement of Cash Flows (Translation of the original in Spanish)
For the years ended december 31, 2005 ThCh$
2004 ThUS$
ThCh$
ThUS$
Cash flows from financing activities Loans received
78,464,979
153,102
311,941,154
540,189
Liabilities with public
120,799,103
235,706
-
-
Payment of dividends
(88,320,068)
(172,332)
(58,853,399)
(101,916)
(3,709,417)
(7,238)
(158,775,381)
(274,952)
(151,175,970)
(294,977)
-
-
(2,176,743)
(4,247)
-
-
(46,118,116)
(89,986)
94,312,374
163,321
17,950,420
35,025
38,357,818
66,424
(377,657,051)
(736,892)
Payment of loans Payment of bond issuance cost Payments for the placement of Public Bonds Net negative cash flows from financing activities Cash flows from investment activities Proceeds from sale of fixed assets Additions on fixed assets Other investment income Permanent investments
139,479 (5,747,945)
272
(230,992,654) 319,574
(400,010) 553
(11,215)
(5,462,805)
(9,460)
Net negative cash flows from investment activities
(365,315,097)
(712,811)
(197,778,067)
(342,493)
Net positive (negative) cash flows for the year
(208,451,755)
(406,735)
121,232,001
209,938
(19,541,539)
(38,130)
(27,095,371)
(46,922)
PRICE-LEVEL RESTATEMENT OF CASH AND CASH EQUIVALENTS NET CHANGE IN CASH AND CASH EQUIVALENT
(227,993,294)
(444,865)
94,136,630
163,016
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
330,468,657
644,817
236,332,027
409,257
CASH AND CASH EQUIVALENT AT END OF YEAR
102,475,363
199,952
330,468,657
572,273
The accompanying Notes 1 to 35 are an integral part of these consolidated financial statements.
Notes to the Consolidated Financial Statements 077 At december 31, 2005 and 2004 (Translation of the original in Spanish)
NOTE 1 - COMPANY’S REGISTRATION Empresas CMPC S.A. is registered as N° 0115 in the Official Company Register and is under the supervision of the Chilean Superintendency of Securities and Insurance (the “Superintendency”). The subsidiaries Industrias Forestales S.A., and Inversiones CMPC S.A. are registered under N° 0066, and N° 0672, respectively. During September 2004, the subsidiaries Forestal Mininco S.A. and Forestal Crecex S.A., cancelled their registration in the Securities Registry of the Superintendency of Securities and Insurance, pursuant to exempt resolutions N° 437 and N° 444, respectively. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a) Accounting period The consolidated financial statements cover the period January 1 to December 31, 2005 and are compared to the same period in 2004. b) Basis of preparation The consolidated financial statements have been prepared in accordance with Superintendency of Securities and Insurance regulations, which are consistent with accounting principles generally accepted in Chile issued by the Chilean Institute of Accountants. In the event of discrepancy, the Superintendency of Securities and Insurance regulations shall prevail. c) Basis of presentation For an adequate comparison, the balances in the consolidated financial statements as of December 31, 2004 have been restated out-of-book by the variation in the Consumer Price Index (CPI) for the period December 1, 2004 to December 31, 2005, amounting to 3.6%. In addition, minor reclassifications were made for consistency with the 2005 period. d) Basis of consolidation The consolidated financial statements include the assets, liabilities, income statement accounts and cash flows of the Parent Company Empresas CMPC S.A. and its subsidiaries. Significant amounts and results of transactions between the consolidated companies have been eliminated and the participation of the minority shareholders has been recognized in the financial statements under Minority interest. e) Price-level restatements The consolidated financial statements have been restated in order to reflect the effect of price-level changes on the Chilean peso in each year (Note 22). Restatements have been calculated on the basis of the Consumer Price Index published by the Chilean Institute of Statistics, which shows a variation of 3.6% for the period December 1, 2004 to November 30, 2005 (2.5% for the same period in the preceding year). Income and expense accounts have also been restated to present them in year-end constant pesos. The values in indexed unit have been translated into Chilean pesos at 1 UF: Ch$ 17,974.81 at December 31, 2005 (Ch$ 17,317.05 to UF 1 at December 31, 2004). f) Currency translation Assets and liabilities in foreign currency have been translated into Chilean pesos at the year-end exchange rate (Ch$ 512.5 US$ 1 at December 31, 2005 and Ch$ 557.40 to US$ 1 at December 31, 2004). The adjustment effect of assets and liabilities in foreign currency is shown in the Statement of Income under Foreign exchange differences, net of local inflation effects. To incorporate to the consolidated financial statements the financial statements of the productive foreign subsidiaries its assets and liabilities were translated to US dollars at the exchange rate of A$ 3.00 Argentine pesos to 1 US$ (A$ 2.98/US$ in 2004) Uruguayan pesos at 24.13 UR$ to 1 US$ (UR$ 26.38/US$ in 2004), and New Peruvian soles at the rate of 3.43 S$ to 1 US$ (S$ 3.28 in 2004).
078
g) Time deposits and marketable securities Time deposits in banks and financial institutions are valued at cost plus adjustments and interest accrued at each year end. Fixed-income securities are shown at restated investment cost plus interest accrued at each year end at the real interest rate determined on the purchase date. Mutual fund units and foreign investment founds are presented at the year-end unit value. Promissory notes and other bonds are shown at their restated purchase cost plus interest accrued at year end. The resulting amounts do not exceed their market values, and adjustments have been made when the market value is lower. The Company has invested resources in time deposits and marketable securities in Chilean pesos, which have been complemented with derivatives in dollars and euro, whereby the operation is redenominated to such currencies. h) Inventories Inventories of finished products and work in progress have been valued at the most recent direct production cost, including certain indirect inputs. Forest plantations which are deemed to be exploited within one year are included under inventories. Raw materials, supplies and other operating supplies are valued at restated cost at each year end. The resulting amounts do not exceed their related net realizable and replacement values, respectively. A provision has been set up to cover obsolescence of supplies, raw materials and other inputs based on the turnover and historical movements of these inventories. i) Allowance for unrecoverable accounts The Company and subsidiaries have set up a provision for the likelihood of unrecoverable notes and/or accounts receivable, which is determined on the basis of historical movements in the client portfolio and an analysis of accounts due from clients exceeding the normal period of collection. j) Fixed assets Fixed assets are shown at restated cost (Note 11). In addition, this caption includes the effect of technical reappraisals registered by Empresas CMPC S.A. and subsidiaries in prior years. Forest plantations have been appraised considering the market values in conformity with effective accounting standards and technical principles generally accepted for the appraisal of these assets. The higher value so determined above the restated balance in books, increases the plantation assets and is credited to Forest Reserve, an Equity account included under Other reserves. The corresponding deferred tax is deducted from these amounts. The portion of the Forest Reserve corresponding to the plantations exploited is annually netted of against the Forest Reserve account and credited to income in the corresponding sales’ year. k) Fixed asset depreciation Fixed assets depreciation is calculated on the restated cost of assets using the straight-line method over the estimated remaining useful lives of the assets. l) Leased assets Fixed assets acquired under leasing contracts are recorded at the current value of the contract and shown under Other fixed assets. These assets are not legally owned by the Company until they use purchase option.
079 Notes to the Consolidated Financial Statements
m) Intangibles Intangible assets are valued at restated purchase cost and are amortized over the estimated years of investment return. n) Investment in related companies (associates) Investments in related companies are valued using the equity method of accounting. This valuation includes recognizing participation in their results on an accrual basis after eliminating unrealized gains and losses on transactions with related companies. In the cases of buying companies, the differential between the Company’s equity value and the purchase price is shown as Goodwill/Negative goodwill under Other assets (Circular N° 368 dated December 12, 1983, issued by the Superintendency of Securities and Insurance). Pursuant to the new instructions issued by the Superintendency of Securities and Insurance through Circular N° 1,697 dated December 30, 2003, the new investments made as from January 1, 2004, are valued through the equity method, which considers the valuation of the investment upon buying at “fair value” of the equity of the acquired Company (market value of assets and liabilities). Investments in foreign companies are valued in accordance with Technical Bulletin N° 64 of the Chilean Institute of Accountants and Official Circular N° 5,294 dated October 20, 1998 issued by Superintendency of Securities and Insurance. In conformity with these regulations, the subsidiaries abroad, CMPC Investments Ltd., Inversiones CMPC Cayman Ltd., Gestum Inversiones S.L., Tissue Cayman Ltd., CMPC Europe Ltd., CMPC Asia Ltd. and Propa Cayman Ltd. are considered an extension of the Parent Company and are therefore controlled in Chilean pesos, restated in line with local inflation (CPI). Investments in subsidiaries in Argentina: CMPC Inversiones de Argentina S.A., La Papelera del Plata S.A., Naschel S.A., Forestal Bosques del Plata S.A. y Fabi S.A., the Subsidiary in Uruguay: Ipusa and the subsidiaries in Perú: Forsac Perú S.A., Protisa Perú S.A. and Papelera del Rimac S.A. are considered productive companies with own activities, therefore are controlled in US dollars. o) Goodwill and negative goodwill The difference generated between the purchase of interest in companies and their net book value, calculated on the respective purchase date is presented in Other Assets (as negative goodwill/goodwill). These differences are amortized over the estimated period of investment return, which is estimated at least in 20 years in the forest industry. p) Financial investments Securities purchased under resale agreements are valued at restated cost plus interest accrued at year end in accordance with their respective agreements’ clauses. These values are shown under Other current assets. Instruments sold under repurchase agreements are valued at restated purchase cost plus accrued interest at year end and are shown in Other current assets. The related obligation is shown at its original value plus interest and restatements accrued at financial statements under Other current liabilities. The Company has invested resources in resale agreements in Chilean pesos, complemented with derivatives in dollars and euros, where by the operation is redenominated to such currencies. q) Bonds payable This caption includes the obligation from two bond issued by Inversiones CMPC S.A., one placed abroad and the other registered under the Securities Registry of the Superintendency of Securities and Insurance, both are recorded at the restated nominal value and interest accrued at year end. The difference from commissions and other bond placement expenses was charged to income on the respective date, except discount in local placement which will be amortized over the bond period.
080
r) Income taxes and deferred taxes The Parent Company and subsidiaries set up income tax provisions, which were charged to income for the year, in conformity with current tax legislation in Chile and/or countries in which the respective income is generated or the tax liability should be payed. In accordance with instructions issued by the Superintendency under Circular N° 1466, as stipulated under Technical Bulletins N° 60, 68, 69 and 71 issued by the Chilean Institute of Accountants and timing differences arising from all timing differences between tax and financial balances are required to be recorded based on the current tax rate on the estimated date of reverse. s) Staff severance indemnities The provision set up to cover the liability for severance indemnities agreed with the Company’s staff is presented at the accrued value at each year end. That portion estimated to be paid within one year is shown in the short term. Vacation staff costs are recorded on an accrued basis. t) Operating income Operating income is originated from sales of products delivered and recorded at the value of billing. Operating income from exports is valued at the billing price. u) Derivative contracts Derivative contracts have been subscribed in order to cover global exchange rate risks of the Company and subsidiaries. Such contracts are valued according to the fair value they present at year end, and the difference against the face value is recorded in the respective income or deferred accounts based on the nature of the contracts, in accordance to Technical Bulletin N° 57 issued by the Chilean Institute of Accountants. v) Computer software Computer software used for administrative purposes by the Company and subsidiaries were developed internally in prior years with Company funds, and the related expenses for development are charged to income as incurred in the respective periods. The cost of computer software purchased from third parties is considered as part of the expenses during the course of its implementation. The cost of software associated to machines and other production assets is charged to income on the start-up date. w) Research and development costs The Parent Company and subsidiaries have recorded research and development costs incurred in the production process under expenses during the year. x) Cash flows The Company and subsidiaries have defined short-term investments considered as part of the general administration of cash surpluses as cash and cash equivalents in conformity with Technical Bulletin N° 50 issued by the Chilean Institute of Accountants. Cash equivalents include time deposits and marketable securities such as short-term investments under resale and repurchase agreements, Chilean Central Bank Promissory Notes, units in investment Funds, investments in mutual fund units and other investments. Cash flows from operating activities include all business-related cash flows as well as interest paid, financial income, dividends and other distributions received and, in general, all cash flows not defined as from investment or financing activities. The concept of operations used in this statement is more comprehensive than that used in the consolidated statement of income.
081 Notes to the Consolidated Financial Statements
The following subsidiaries have been included in consolidation:
Company Forestal Mininco S.A. Inversiones CMPC S.A. Forestal Coihueco S.A. Inmobiliaria Pinares S.A. Forestal y Agrícola Monteaguila S.A. CMPC Papeles S.A. CMPC Tissue S.A. CMPC Productos de Papel S.A. CMPC Celulosa S.A. Inmobiliaria y Forestal Maitenes S.A. Envases Roble Alto S.A. Propa S.A. Portuaria CMPC S.A. Sociedad Recuperadora de Papel S.A. Empresa Distribuidora de Papeles y Cartones S.A. Envases Impresos S.A. Productos Austral S.A. Cartulinas CMPC S.A. Servicios Compartidos CMPC S.A. Inversiones Protisa S.A. Papeles Cordillera S.A. Comercial Higiene Integral S.A. Chilena de Moldeados S.A. Servicios Forestales Escuadrón Ltda. CMPC Maderas S.A. Industrias Forestales S.A. Forestal Crecex S.A. Inversiones CMPC Cayman Ltd.-Cayman Island CMPC Investments Ltd. - Channel Island Gestum Inversiones S.L. - Spain CMPC Inversiones de Argentina S.A. CMPC Asia Ltd. - Japan Forestal Bosques de Plata S.A. - Argentina Naschel S.A. - Argentina Fabi Bolsas Industriales S.A. - Argentina Tissue Cayman Ltd.-Cayman Island Protisa S.A. - Peru Papelera del Rimac S.A. - Peru Compañía Primus del Uruguay S.A. Celulosas del Uruguay S.A. CMPC Europe Ltd. - United Kingdom Protisa do Brasil Ltda. Propa Cayman Ltd.-Cayman Island Forsac Perú S.A. La Papelera del Plata S.A. - Argentina Ipusa - Uruguay CMPC USA INC. - United States
Direct % 99.9999 99.9988 99.9999 99.9900 99.7480 0.1000 0.1000 0.1000 0.0480 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 20.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000
Ownership interest (%) 2005 Indirect Total % % 0.0001 100.0000 0.0012 100.0000 0.0001 100.0000 0.0100 100.0000 0.0000 99.7480 99.9000 100.0000 99.9000 100.0000 99.9000 100.0000 99.9520 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 80.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 0.0000 0.0000 97.5138 97.5138 81.9500 81.9500 81.9500 81.9500 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 99.6100 99.6100 97.5386 97.5386
2004 Total % 100.0000 100.0000 100.0000 100.0000 99.7480 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 99.9379 97.5138 81.9500 81.9500 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 100.0000 99.9999 99.6100 97.5386
082
NOTE 3 - ACCOUNTING CHANGES There are no changes in the application of generally accepted accounting principles in Chile in relation to the previous year which could significantly affect the interpretation of these financial statements. NOTE 4 - MARKETABLE SECURITIES Marketable securities correspond to funds (cash surpluses) invested in securities, which are used in normal operations of the Company and subsidiaries according to requirements. The Company expects total instruments to be settled in the short term. The book value of these investments does not exceed their market value, adjustments being recorded in case the former were higher than the latter. At December 31, 2005 and 2004 this caption includes the following instruments: a) Detail of marketable securities • Investments in mutual fund units: ThCh$
Financial Institution
2005 100,013 18,005 118,018 230
BCI Administradora General de Fondos S.A. Bancoestado S.A. Administradora General de Fondos Total ThUS$
2004 38,338 780,249 818,587 1,417
• Investments in foreing funds units: Financial Institution
Investment currency
BBH & Co Money Market Fund JP Morgan Money Market Fund JP Morgan Money Market Fund Total ThUS$
Dollars Euros Dollars
ThCh$ 2005 759 26,226 63,123 90,108 176
2004 6,580,213 5,961,995 34,883 12,577,091 21,780
• Central Bank bonds: (1) Financial Institution Central Bank bonds payable in dollars (BCX) Central Bank bonds in dollars (BCD) Central Bank bonds in Chilean pesos (BCP) Total ThUS$
ThCh$ 2005 15,644,769 15,644,769 30,526
2004 24,576,244 6,199,928 5,477,505 36,253,677 62,781
• Foreign Companies’ bonds Financial Institution Foreign enterprises bonds Foreign corporate bonds United States of America Treasure bonds Federal Government of United States of America bonds Total ThUS$
ThCh$ 2005 -
2004 37,399,898 14,493,422 14,391,444 14,330,068 80,614,832 139,601
083 Notes to the Consolidated Financial Statements
• Others ThCh$ 2005
2004
141,407
29,198
276
50
Total Marketable securities at December 31, 2005 ThCh$
15,994,302
130,293,385
Total Marketable securities at December 31, 2005 ThUS$
31,208
225,629
Total others ThUS$
(1) At December 31, 2005 the difference in marketable securities price amount to ThCh$ 37,928 - ThUS$ 74 (ThCh$ 620,566 - ThUS$ 1,075 in 2004) and the amortized value at year end was ThCh$ 461,376 - ThUS$ 900 (ThCh$ 1,289,669 - ThUS$ 2,233 in 2004).
b) Marketable securities recorded under Other current assets As outlined in Note 9, Other current assets include the following marketable securities: ThCh$ 2005 Marketable securities under resale agreement re- denominated to dollar
2004
30,786,354
14,756,940
4,974,580
26,396,346
Marketable securities under resale agreement re- denominated to euro
-
6,144,737
Marketable securities under resale agreement in Dollars
-
431,962
Marketable securities under repurchase agreement in Dollars
-
2,077,382
35,760,934
49,807,367
69,777
86,252
Marketable securities under resale agreement in Chilean Pesos
Total ThUS$
The detail of marketable securities is as follows: a) Account composition Book value ThCh$
Instruments 2005
2004
Mutual fund units
118,018
818,587
Investment fund units
90,108
12,577,091
15,644,769
36,253,677
-
80,614,832
Public offering promissory notes Foreign companies’ bonds Others Total marketable securities ThUS$
141,407
29,198
15,994,302
130,293,385
31,208
225,629
b) Fixed-income securities Instruments Central Bank bonds payable in dollars (BCX) Total ThUS$
Date of Purchase
Maturity
03-10-05
01-09-06
Par value ThCh$
ThCh$
Book value Market value Interest rate ThCh$
Provision ThCh$
15,629,131
15,644,769
4.54
15,644,769
22,290
15,629,131
15,644,769
-
-
-
30,496
30,526
-
-
-
084
NOTE 5 - SHORT-AND LONG-TERM RECEIVABLES These balances at December 31, 2005 and 2004 are presented net of provisions as follows: 2005 ThCh$
2004 %
ThCh$
%
a) Trade accounts receivable, net: Domestic customers
60,737,478
51.3
68,154,225
44.9
Foreign customers
43,854,382
37.0
71,164,123
46.9
Clients from foreign subsidiaries
13,829,147
11.7
12,559,971
8.2
118,421,007
100
151,878,319
100
Total ThUS$
231,065
263,008
b) Notes receivable, net: Domestic customers
14,976,714
40.7
15,527,796
37.9
Foreign customers
19,315,599
52.5
22,223,463
54.3
Clients from foreign subsidiaries
2,488,674
6.8
3,196,785
7.8
36,780,987
100
40,948,044
100
Total ThUS$
71,768
70,910
c) Sundry debtors: Advances to suppliers
9,473,758
41.5
4,343,446
23.0
Current accounts with third parties
5,868,505
25.7
3,173,144
16.8
Loans to personnel
3,010,194
13.2
2,847,063
15.1
Insurance claims
2,768,649
12.1
6,950,676
36.8
951,964
4.2
887,354
4.7
Drawbacks
108,694
0.4
70,624
0.3
Others
654,052
2.9
634,015
3.3
22,835,816
100
18,906,322
100
Debtors on fixed assets sales
Total ThUS$
44,558
32,740
The provision net of short-term receivables amounts to ThCh$ 4,958,852 - ThU$ 9,676 in 2005 (ThCh$ 5,305,864 - ThUS$ 9,188 in 2004). d) Long-term debtors Cross Currency Swap (Note 16)
12,039,162
76.9
-
-
Recoverable taxes in Argentina and PerĂş (1)
2,396,117
15.3
2,220,620
50.4
Debtors on fixed assets sales
1,068,936
6.8
1,900,290
43.1
156,705
1.0
284,553
6.5
15,660,920
100
4,405,463
100
Others Total ThUS$
30,558
(1) Amount included under the caption Other receivables - long term (see next table).
• Receivable Insurance This kind of insurance cover the risk for unrecoverable accounts, mainly foreing customers.
7,629
085 Notes to the Consolidated Financial Statements
Receivable Insurance: This kind of insurance cover the risk for unrecoverable accounts, mainly foreign customers. Maturities Maturity up to 90 days Maturity 90 days up to one year Subtotal ThCh$ ThCh$ ThCh$ 2005 2004 2005 2004 2005 Trade accounts receivable
113,377,959 137,376,424
Notes receivable
118,421,007
151,878,319
-
-
-
-
4,471,450
-
-
-
27,509,068
31,645,417
9,746,732
9,302,627
37,255,800
36,780,987
40,948,044
-
-
-
-
-
474,813
-
-
-
-
16,292,147
14,379,351
6,556,258
4,526,971
22,848,405
22,835,816
18,906,322
15,660,920
4,405,463
-
-
-
-
12,589
-
-
Allowance for doubtful accounts Sundry debtors Allowance for doubtful accounts
14,501,895 122,892,457
Total long-term (net) ThCh$ 2005 2004
-
Allowance for doubtful accounts
9,514,498
Total short-term (net) ThCh$ 2005 2004
Total
-
-
-
15,660,920
4,405,463
30,558
7,629
ThUS$
NOTE 6 - BALANCES AND TRANSACTIONS WITH RELATED COMPANIES Balances and transactions with related companies are originated by commercial operations related to the Company’s business carried at market value. Transactions with companies in which the Company has Directors and/or a controller in common (transaction analysis) correspond to business operations which are also carried at market values. Transactions with Copec S.A. (fuel) based in indexed prices, according ENAP prices. Transactions with Colbún S.A. and Nehuenco S.A. (electric power) are under contracts denominated in US dollars. The remaining transactions are carried in non-indexed Chilean pesos. Buying and selling transactions of timber between the Company’s subsidiaries and the companies Bosques Arauco S.A. and Forestal Celco S.A. are, in general, offset buying and selling operations. During 2004 were performed operations of purchase, selling and barter of forest properties with subsidiaries of Celulosa Arauco y Constitución S.A. Financial transactions: Financial transactions with intercompanies for the best presentation are shown at average basis. All of this kind of operations is performed at fair value market price and conditions. The composition of related-company accounts receivable and payable is as follows: a) Notes and accounts receivable Tax number
Company
96.565.750-9
Aserraderos Arauco S.A. Totales ThUS$
Short-term ThCh$ 2005 -
2004 387,110 387,110 670
b) Notes and accounts payable Tax number
Company
96.565.750-9 96.657.900-5
Aserraderos Arauco S.A. Controladora de Plagas Forestales S.A. Totales ThUS$
Short-term ThCh$ 2005 435,327 1.449 436.776 852
2004 71.765 71.765 124
96.573.780-4 96.505.760-9
99.520.000-7
Cerámicas Cordillera S.A.
Colbún S.A.
Compañía de Petróleos de Chile COPEC S.A.
Farm selling Farm selling- barter Timber selling Services buying
Director in common Director in common Director in common Director in common
Controladora de Plagas Forestales S.A. 96.657.900-5
Affiliate
Director in common
Service buying
Product selling
Electric power buying
Fuel buying
Sociedad Hidroeléctrica El Melocotón Ltda. Sale
Common Director in Holding
Electric power buying
Director in common in related
Products selling
Director in common in related
Common Director in Holding
Material buying
Services selling
Director in common
Common Director in Holding
Timber buying
Director in common
90.209.000-2
93.458.000-1
Celulosa Arauco y Constitución S.A.
Farm buying - barter
Director in common
Dollar selling
Compañía Industrial El Volcán S.A.
82.152.700-7
Bosques Arauco S.A.
Investment in mutual funds
Director in common Director in common
Dollar selling
Common Director in Holding
Product selling
96.514.410-2
BICE Administradora General de Fondos S.A.
Operations under resale agreements
Dollar selling
Common Director in Holding
Director in common
Dollar selling
Controller in common
Director in common
79.532.990-0
BICE Corredores de Bolsa S.A.
Investment in DPF
Controller in common Time Deposits
Forward operations
Controller in common
Director in common
Operations under resale agreements
Controller in common
Electric power buying
97.053.000-2
Banco Security
Operations under repurchase agreement
Controller in common
Product selling
Investment in mutual funds
Director in common
97.080.000-K
Banco BICE
Director in common
Collection operations
99.513.400-4
78.893.350-9
Alimentos Chacabuco Ltda.
Common Director in Holding
Director in common
CGE Distribución S.A.
96.639.280-0
Administradora de Fondos Mutuos Security S.A.
Description
Director in common
96.565.750-9
Aserraderos Arauco S.A.
Relation
Compañía Eléctrica del Río Maipo S.A. 96.557.330-5
Tax number
Company
c) Transactions:
147,317
1,864,627
4,066
1,579,276
697,065
19,079,604
52,298,102
7,161,724
179,794
88,844
21,452
-
-
-
38,481
-
-
-
7,221,492
1,207,029
15,856,915
531,834
-
90,505,500
2,379,247
8,920,909
669,846
5,591,158
22,528
2,724,602
18,679,818
287
3,638
8
3,082
1,360
37,228
(343,162)
13,974
351
173
42
-
-
-
75
-
-
-
14,091
2,355
30,940
1,038
-
176,596
4,642
17,407
1,307
10,910
44
5,316
36,448
Transaction amount ThCh$ ThUS$
2005
(147,317)
851,555
3,217
-
-
-
(669,6)
-
35,609
-
(21,452)
-
-
-
38,481
-
-
-
28,004
10,750
219,083
160
-
(9,692)
300,152
96,606
864
(19,725)
7,978
12,593
-
765,314
-
-
3,328,368
1,840,007
3,444,435
-
3,997,181
36,207
178,498
3,063,143
611,671
(287)
1,662
6
-
-
-
-
-
69
-
(42)
-
-
197,925
2,416,643
-
-
1,520,759
9,427,979
-
7,250,237
121,068
11,119
-
176,374
3,178,143
- 27,493,601
75
-
-
-
55 109,248,938
21 40,190,925
427
0,3
-
(19) 34,117,275
586
188 19,420,556
2
(38)
16
25
2004
343
4,185
-
-
2,634
16,326
-
12,555
209
19
-
305
5,504
47,611
63
309
5,304
1,659
189,187
69,599
5,965
-
6,922
59,081
3,186
33,631
1,325
-
-
5,764
27,383
Transaction amount ThCh$ ThUS$
- 15,812,730
Effect on results (expense) income ThCh$ ThUS$
(197,925)
1,240,683
-
-
-
-
-
-
31,327
-
-
1,196
-
7,026,571
36,207
-
-
(124)
295,348
123,415
76,499
-
50,886
50,262
100,099
(163,272)
16,531
-
-
15,847
-
343
2,148
-
-
-
-
-
-
54
-
-
2
-
12,168
63
-
-
-
511
214
132
-
88
87
173
(283)
29
-
-
27
-
Effect on results (expense) income ThCh$ ThUS$
086
Tax number
96.877.200-7 85.741.000-9 93.390.000-2 96.563.570-K 92.580.000-7 96.806.980-2 96.697.410-9 85.805.200-9
93.838.000-7 96.567.940-5 91.335.000-6 96.895.660-4 96.722.460-K 96.510.970-6 78.997.880-8 96.537.880-4 96.560.720-K 82.777.100-7
96.884.930-1 96.569.760-8 86.113.000-2 78.023.030-4
Company
Empresa Eléctrica Nehuenco S.A.
Bicecorp S.A.
Empresas Melon S.A.
Empresas Call Center S.A.
Entel Chile S.A.
Entel PCS Telecomunicaciones S.A.
Entel Telefonía Local S.A.
Forestal Celco S.A.
Forestal Cholguan S.A.
Forestal Valdivia S.A.
Industria y Comercio S.A.
Inversiones El Rauli S.A.
METROGAS S.A.
Paneles Arauco S.A.
Pesquera Frio Sur S.A.
Pesquera Grimar S.A.
Portuaria Lirquen S.A.
Puerto Lirquen S.A.
Renta Urbana S.A.
Sociedad Industrial Pizarreño S.A.
Sociedad Industrial Romeral S.A.
Sofruco Alimentos S.A.
c) Transacciones:
Farm selling- barter
Director in common
Director in common in related
Common Director in Holding
Common Director in Holding
Product selling
Product selling
Product selling
Services received
Product selling
Director in common
Service buying
Common Director in Holding
Product buying
Product selling
Product selling
Sub-Product selling
Natural gas buying
Common Director in Holding
Common Director in Holding
Director in common
Director in common
Director in common
Common Director in Holding
Capital payments
Product selling
Affiliate
Product and Service buying
Director in common
Farm selling
Director in common
Director in common
Farm selling - barter
Farm selling
Director in common
Director in common
Services buying
Director in common
Farm buying - barter
Services selling
Director in common
Director in common
Farm buying - barter
Service buying
Service buying
Service buying
Service buying
Product selling
Capital payments
Electric power buying
Description
Director in common
Common Director in Holding
Common Director in Holding
Common Director in Holding
Common Director in Holding
Common Director in Holding
Director in common
Director in common in related
Relation
233,496
1,747,589
1,391,839
30,426
48,157
2,370,682
14,878
32,482
260,786
282,075
3,624,902
5,747,945
-
66,161
-
-
-
-
-
1,541
15,753
-
282,031
226,377
378,296
6,478
435,203
-
6,712,375
(14,878)
13,192
87,639
46,672
-
-
-
(66,161)
-
-
-
-
-
(1,541)
15,753
-
(282,031)
(226,377)
(378,296)
(6,478)
152,385
-
-
456
3,410
2,716
59
94
9,515
94,733
825,097
775,631
(30,426)
19
185
1,610
1,513
(59)
2004
-
-
-
136,296
6,204,758
-
182,659
915,285
7,343,954
981,545
1,059,093
1,368,272
1,832,880
34,090
23,336
1,407,528
-
-
-
-
-
5,462,805
7,259,540
251,530
1,538,582
1,265,779
35,947
59,097
-
-
-
50,415
-
-
112,342
-
906,365
-
-
-
118,409
(34,090)
23,336
-
-
-
-
-
-
-
-
436
2,664
2,192
62
102
10,581
86,461
772,685
813,670
(35,947)
150
1,338
1,409
(62)
18
(4,098)
-
-
-
87
-
-
195
-
1,570
-
-
-
205
(59)
40
-
-
-
-
-
-
-
-
Effect on results (expense) income ThCh$ ThUS$
4,098 (2,366,684)
-
-
-
236
10,745
-
316
1,585
12,718
1,700
1,834
2,369
3,174
59
40
2,437
-
-
-
-
-
9,460
12,571
Transaction amount ThCh$ ThUS$
(4,626) 2,366,684
(29)
26
171
91
-
-
-
(129)
-
-
-
-
-
(3)
31
-
(550)
(442)
(738)
13
297
-
-
Effect on results (expense) income ThCh$ ThUS$
4,626 (2,370,682)
29
63
509
550
7,073
11,216
-
129
-
-
-
-
-
3
31
-
550
442
738
13
849
-
13,097
Transaction amount ThCh$ ThUS$
2005
Notes to the Consolidated Financial Statements
087
088
NOTE 7 - INVENTORIES Inventories include the following balances: ThCh$ Finished products Products in process
2005
2004
65,012,150
53,552,492
8,161,263
6,156,633
Raw materials and others
55,386,346
50,855,703
Supplies
54,077,437
55,814,172
Timber
2,893,350
1,534,416
Forestry plantations
79,881,179
62,458,978
Agricultural and other products Total ThUS$
3,216,430
3,266,738
268,628,155
233,639,132
524,153
404,593
The Company estimates that these inventories will be sold and/or consumed in the normal course of operations. The item Forestry plantations includes estimated plantations that will be exploited during the next twelve monthts. A provision has been set up to cover the likelihood of obsolescence of raw materials, supplies and spare parts amounting to ThCh$ 3,310,841 - ThUS$ 6,460 at December 31, 2005 (ThCh$ 4,255,191 - ThUS$ 7,369 at December 31, 2004), which is shown net of the respective Inventory accounts.
089 Notes to the Consolidated Financial Statements
NOTE 8 - INCOME TAXES AND DEFERRED TAXES a) Income tax provisions At December 31, 2005, the consolidated income tax provision amounts to ThCh$ 14,457,299 - ThUS$ 28,209 (ThCh$ 23,113,209 - ThUS$ 40,025 at December 31, 2004), which is shown within recoverable taxes on current assets, once the prepaid income taxes, credit on training expenses and others credits in total amount of ThCh$ 25,220,732 - ThUS$ 49,211 (ThCh$ 25,206,565 - ThUS$ 43,650 at December 31, 2004, have been deducted. The excedents for prepaid income taxes and others tax credits in favor of Company, and subsidiaries amount to ThCh$ 39,042,538 - ThUS$ 76,181 (ThCh$ 28,353,609 - ThUS$ 49,100 at December 31, 2004, it’s showing under recoverable taxes on currents assets. Recoverable taxes under Current assets includes the remainder of Value Added Tax (VAT) fiscal credit in favor of the Company in Chile and Argentina, amounting to ThCh$ 19,804,299 - ThUS$ 38,643 (ThCh$ 12,451,078 - ThUS$ 21,562 at December 31, 2004), as well as the balance of recoverable tax corresponding to profits whit income tax paid and absorbed by tax losses of ThCh$ 4,029,549 - ThUS$ 7,863 (ThCh$ 10,048,091 - ThUS$ 17,400 at December 31, 2004), and other taxes in recover process of ThCh$ 4,445,257 - ThUS$ 8,674 (ThCh$ 3,761,084 - ThUS$ 6,513 at December 31, 2004). Tax losses presented by some of the companies total ThCh$ 50,238,026 - ThUS$ 98,025 at December 31, 2005 (ThCh$ 42,994,845 - ThUS$ 74,454 at December 31, 2004). b) Tax profits The balance of undistributed profits in Empresas CMPC S.A. with Corporate income tax paid and subject to distribution with credit for the shareholders is composed of: 2005 ThCh$ Profits with 17% credit Profits with 16,5% credit
3,483,643
2004 ThUS$ 6,797
ThCh$ 2,394,906
ThUS$ 4,147
108,800
212
108,800
188
Profits with 16% credit
1,131,981
2,209
1,131,981
1,960
Profits with 15% credit
177,993,150
347,304
257,904,320
446,614 17,905
Profits with 10% credit Profits without credit Total
4,662,286
9,097
10,339,368
29,978,671
58,495
32,439,225
56,175
217,358,531
424,114
304,318,600
526,989
In addition, accumulated non-taxable income amounting to ThCh$ 194,069,954 - ThUS$ 378,673 (ThCh$ 194,069,954 - ThUS$ 336,071 in 2004) are distributed upon depletion of the accumulated taxable income mentioned earlier and shareholders are not taxed. c) Deferred taxes Restatement of Forest Plantations and its credit to the Forest Reserve equity account is recorded net of Deferred Tax effect in accordance with the Income tax rate applicable when the respective reserve is done (Note 2j).
090
Deferred taxes: 2005 ThCh$ Assets
2004 ThCh$ Liabilities
Short-term
Long-term
Short-term
Assets
Long-term
Short-term
Liabilities
Long-term
Short-term
Long-term
Timing differences Bad debt provision
1,139,968
188,233
-
-
1,202,805
-
-
Unearned income
57,127
-
-
-
76,900
-
-
Provision for staff vacations
-
1,272,908
-
-
-
1,177,146
-
-
-
Leased assets
-
-
-
323,245
-
-
-
389,357
Fixed asset depreciation
-
-
-
67,519,710
-
-
-
64,638,371
Other events
768,350
-
435,134
-
406,931
860,722
449,955
Obsolescence provision
629,322
-
-
-
778,987
-
-
-
18,568
127,156
-
-
293,560
-
-
-
2,296,813
6,274,447
-
-
-
7,494,346
-
-
Supplementary accounts net ofaccumulated amortization
-
23,093
-
1,543,061
-
25,919
-
1,960,127
Valuation provision
-
-
-
-
-
317,755
-
-
6,183,056
6,566,743
435,134
66,299,894
3,936,329
8,011,394
449,955
63,067,601
12,065
12,813
849
129,365
6,816
13,873
779
109,214
Provision for labor matters Tax loss Others (less)
Total ThUS$
Income tax: ThCh$ 2005 Income tax provision Prior-year expense adjustment Deferred tax assets or liabilities for year Tax refund (due to accumulated tax losses) Amortization of supplementary accounts from assets and liabilities accumulated at the beginning of the year Effect on deferred tax assets and liabilities by evaluation Provisions Other charges Total ThUS$
(14,457,299) 135,195 (4,593,878)
2004 (23,113,209) (369,516) (21,175,574)
852,100
4,242,307
(347,028)
1,887,487
306,713
4,970,969
(450,012)
-
(18,554,209)
(33,557,536)
(36,203)
(58,112)
091 Notes to the Consolidated Financial Statements
NOTE 9 - OTHER CURRENT ASSETS This item includes the following investments in marketable securities: a) Marketable securities under resale agreement: Institution
ThCh$ 2005
2004
Bice Corredores de Bolsa S.A.
12,822,370
-
BBVA Corredores de Bolsa S.A.
7,699,444
-
In Chilean pesos re-denominated to dollar:
LarraĂn Vial S.A. Corredores de Bolsa
5,132,441
-
Bancoestado S.A. Corredores de Bolsa
5,132,099
8,967,755
-
5,789,185
30,786,354
14,756,940
60,071
25,554
Bice Corredores de Bolsa S.A.
-
6,144,737
ThUS$
-
10,641
Total re-denominated marketable securities ThCh$
(1) 30,786,354
20,901,677
Total re-denominated marketable securities ThUS$
60,071
36,195
BBVA Corredores de Bolsa S.A.
-
431,962
ThUS$
-
748
4,401,320
-
573,260
14,273,751
Banchile Corredores de Bolsa S.A. Total ThUS$ In Chilean pesos re-denominated to euro:
In US dollars:
In Chilean Pesos: Santander S.A. Agente de Valores Bancoestado S.A. Corredores de Bolsa S.A. Bice Corredores de Bolsa S.A
-
9,011,901
LarraĂn Vial S.A. Corredores de Bolsa
-
3,110,694
4,974,580
26,396,346
Total ThUS$
9,706
45,711
Total Marketable securities under repurchase agreement ThCh$
35,760,934
47,729,985
Total Marketable securities under repurchase agreement ThUS$
69,777
82,654
b) Marketable securities under repurchase agreement: ThCh$ 2005
2004
Bancoestado S.A.
-
2,077,382
Total Marketable securities under resale agreement ThCh$
-
2,077,382
Total Marketable securities under resale agreement ThUS$
-
3,597
69,777
ThCh$ 2004
86,493
49,946,862
242
139,495
Placement date
20/12/2005
20/12/2005
23/12/2005
21/12/2005
21/12/2005
27/12/2005
22/11/2005
Code
CRV
CRV
CRV
CRV
CRV
CRV
CRV
20/01/2006
05/01/2006
03/01/2006
03/01/2006
03/01/2006
03/01/2006
02/01/2006
Date of maturity
Bancoestado S.A. Corredores de Bolsa
BICE Corredores de Bolsa S.A.
Larrain Vial S.A. Corredores de Bolsa
Bancoestado S.A. Corredores de Bolsa
BICE Corredores de Bolsa S.A.
BBVA Corredores de Bolsa S.A.
BBVA Corredores de Bolsa S.A.
Institution
Ch$
US$
US$
US$
US$
US$
Ch$
Currency
Sales under repurchase agreements and purchases under resale agreements:
570,000
7,717,500
5,110,000
5,110,000
5,145,000
7,740,000
4,400,000
Initial amount ThCh$
0.44
0.47
0.47
0.45
0.45
0.46
0.45
Interest rate %
574,932
7,698,150
5,134,842
5,134,399
5,132,582
7,703,004
4,402,640
Final amount ThCh$
Pagaré NR
Pagaré NR - Pagaré R - Cero
BCP - Pagaré R
Pagaré R
Pagaré R
Pagaré NR - Pagaré R
Pagaré NR - Pagaré R
Instrument
573.260
7.692.103
5.132.441
5.132.099
5.130.267
7.699.444
4,401,320
Market value ThCh$
Both concepts are shown in Other current assets and the obligation of the securities under repurchase agreement is presented in Other current liabilities, as set forth in Circular N° 768 issued by the Chilean Superintendency of Securities and Insurance.
At December 31, 2004 there are sales operations under repurchase agreements in the amount of ThCh$ 2,077,382 - ThUS$ 3,597.
At December 31, 2005 transactions under resale agreements amount to ThCh$ 35,760,934 - ThUS$ 69,777 (ThCh$ 47,729,985 - ThUS$ 82,654 in 2004). Some of these investments were re-denominated to dollar through the subscription of forward contracts.
NOTE 10 - FINANCIAL INVESTMENTS
(1) Marketable securities re-denominated to other currencies refer to operations with forward contracts (Synthetical). On the one hand, they consider the value of the marketable securities under resale agreements in Chilean pesos, valued as of the closing date, based on the value of principal plus the accrued interest of ThCh$ 30,862,236 - ThUS$ 60,219 (ThCh$ 21,707,056 - ThUS$ 37,590 as of December 31, 2004) of these securities. Furthermore, they consider the spread of the value of the signed forward contracts to re-denominate these operations to dollar or euro for ThCh$ (75,882) - ThUS$ (148) as of December 31, 2005 and ThCh$ (805,379) - ThUS$ (1,395) as of December 31, 2004. They are recorded at the “fair value” of each year end.
Total Other current assets US$
35,760,934
-
ThUS$
Total Other current assets
-
2005
Forward Contract Rights
c) Other
092
093 Notes to the Consolidated Financial Statements
NOTE 11 - FIXED ASSETS The balances of fixed assets are as follows: ThCh$ Land Forestry plantations Land and plantations Buildings
2005
2004
250,432,650
245,664,984
946,322,762
953,740,493
1,196,755,412
1,199,405,477
323,944,803
323,371,955
Constructions and others
137,323,418
129,304,856
Accumulated depreciation
(203,645,728)
(158,512,925)
Buildings and constructions net Machinery Vehicles Spare part and others
257,622,493
294,163,886
1,573,128,030
1,562,769,522
4,991,747
6,321,036
14,506,665
14,791,724
Accumulated depreciation
(924,140,912)
(911,840,324)
Machinery and equipments net
668,485,530
672,041,958
37,475,048
42,324,485
374,502,613
97,226,386
Other fixed assets Constructions in progress Furniture and office equipment
22,649,468
26,141,372
Accumulated depreciation
(41,374,701)
(42,931,904)
Other fixed assets net
393,252,428
122,760,339
Increased value from technical appraisal of: Land Buildings and constructions
8,264,175
8,689,364
20,862,438
20,867,161
Machinery and equipments
18,955,361
19,694,373
Accumulated depreciation
(30,251,129)
(26,059,393)
Increase in value from technical appraisal
17,830,845
23,191,505
2,533,946,708
2,311,563,165
4,944,286
4,002,940
Total net fixed assets ThUS$
Fixed asset depreciation, calculated as outlined in Note 2k), amounts to ThCh$ 85,416,563 - ThUS$ 166,666 in 2005 (ThCh$ 85,029,233 - ThUS$ 147,245 in 2004) and is shown in Operating Costs in the statement of income, amounting to ThCh$ 81,777,049 - ThUS$ 159,565 (ThCh$ 80,545,852 - ThUS$ 139,481 in 2004) and in Administrative expenses, amounting to ThCh$ 3,639,514 - ThUS$ 7,101 (ThCh$ 4,483,381 - ThUS$ 7,764 in 2004). The balance under Other fixed assets includes leased assets in foreign subsidiaries amounting to ThCh$ 36,634,525 ThUS$ 71,482 in 2005 (ThCh$ 41,278,453 - ThUS$ 71,482 in 2004). The main characteristics of the lease contract on assets in Argentina, which maturity was extended pursuant to a rescheduling agreement dated April 6, 2005 are: Description
Initial amount ThUS$
Interest rate %
Initial date
Final maturity date
Paper machinery
MUS$ 71,482
3.29
October 1999
April 2009
The Company determines the forest appraisal for its forest using a model that basically properly considers that the estimated volumes of lumber available will be progressively realized once the respective plantations have reached optimal exploitation age and conditions. The model uses different variables, such as the overage exchange rate in the last 36 month of United States dollar.
094
Fixed assets abroad: Fixed assets of subsidiaries in Argentina, Uruguay and Perú are valued at the equivalent of their historical value in US dollars of acquisition date, net of depreciation and adjustment for devaluation of assets and others. They amount to ThCh$ 146,597,817, at December 31,2005 (equivalent to ThUS$ 286,045), and to ThCh$ 154,902,102 at December 31, 2004 (equivalent to ThUS$ 268,244). Such valuation is based on accounting standards of Technical Bulletin N° 64 issued by the Chilean Institute of Accountants. The amounts presented under this standard could differ in certain cases from the market value or current replacement value of fixed assets, derived from the respective currencies of such countries with regard to the dollar. Notwithstanding the above, the Company’s Management estimates that the book value of its fixed assets does not exceed its replacement or market value in the current circumstances and that future income will be enough to cover all the costs and expenses, taken as a whole. Therefore, in its opinion, no adjustments to these values are necessary at this date. The main insurance policies of Empresas CMPC and subsidiaries are: a) All Industrial and equipment damage risks: • Assets covered: Physical fixed assets, inventories, and damage due to stoppages Physical fixed assets are mainly comprised of three cellulose plants, two cardboard plants, two paper plants, five tissue products plants, two liner plants, one newspaper plant and several other paper production and conversion plants and other buildings. • Risks covered: Any risks of loss and/or damage and/or partial or total destruction of all items insured against fire, explosion, earthquakes, malicious acts, sabotage and other risks, equipment breakdown, and damages resulting from operation stoppages (terrorist acts excluded). All assets are insured at their replacement value or replacement for a new asset (buildings, machinery, equipment and plants). • Insured amounts: ThUS$ 3,369,382 on Physical assets and ThUS$ 722,927 on damages from stoppages, annually. b) All Forest Risks • Assets covered: Forest plantations of radiata pine, eucalyptus, and other species, including timber inventories. • Risks covered: Fire, explosions, and earthquakes; damages caused by wind, snow or ice; malicious acts and other. • Insured amount: Plantations amounting to ThUS$ 1,657,897. c) Transport risk • Coverage for physical assets such as machinery, equipment, products, raw materials, etc, during transport from and to the warehouses of the Company and subsidiaries. Also, the transfer from Supplier warehouses and to Client warehouses.
095 Notes to the Consolidated Financial Statements
NOTE 12 - INVESTMENTS IN RELATED COMPANIES Significant information on the subsidiaries: a) Incorporation, purchases, sales, capital increases and dividends of the subsidiaries and associates: • Servicios Forestales Escuadrón Ltda. On November 2005, the holding company Forestal Minico S.A. merged the related company Servicios Forestales Escuadrón Ltda. • Servicios Compartidos CMPC S.A. On September 1, 2005, Empresas CMPC S.A., acquired a 20% of the shares of Abastecimientos CMPC S.A. to its subsidiaries Forestal Mininco S.A. (4%), CMPC Celulosa S.A. (4%), CMPC Papeles S.A. (4%), CMPC Productos de Papel S.A. (4%) and CMPC Tissue S.A. (4%). Later, according the Official Company Register of September 5, 2005, the Company change the name to Servicios Compartidos CMPC S.A. and increase the main activities. • Sociedad Hidroeléctrica El Melocotón Ltda. On June 29, 2005, Empresas CMPC S.A., sold its participation in Sociedad Hidroeléctrica El Melocotón Ltda. to Colbun S.A. No significant effects were generated from this operation. • Inversiones El Rauli S.A. On March 8, 2005, Empresas CMPC S.A., subscribed and paid 7,754,498 shares regarding a capital increase for Inversiones El Rauli S.A. Based in this transaction the Company maintain the same participation in this investment. This operation amounted ThCh$ 5,505,694 - ThUS$ 10,743. • Inmobiliaria y Forestal Maitenes S.A. On December 6, 2004, the companies Forestal Mininco S.A. and Forestal Coihueco S.A. purchased the total shares of Inmobiliaria y Forestal Maitenes S.A. The equity ownership in such company is 88.9% and 11.1%, respectively. • Bicecorp S.A. On August 3, 2004, CMPC underwrote and paid for 1,714,888 shares corresponding to a capital increase of Bicecorp S.A., whereby the percentage of equity ownership was maintained. The cost paid for such shares amounted to ThCh$ 5,144,664 - ThUS$ 9,230 historical value. On August 20, 2004, a number of 24,161 shares not underwritten by the preferred shareholders were underwrote and paid in the amount of ThCh$ 72,483 - ThUS$ 130 historical value, whereby the equity ownership was increased by 0.0316%. This underwriting and payment of shares was recorded at the “Fair Value” of the investment, pursuant to the new regulations described in Note 2n).
096
• Dividend Payment During 2005 and 2004 (at historic values) the following companies paid dividends. 2005 CMPC Papeles S.A.
2004
ThCh$
ThUS$
ThCh$
ThUS$ 50,440
21,908,579
42,748
28,115,314
CMPC Tissue S.A.
7,400,000
14,439
4,200,000
7,535
CMPC Productos de Papel S.A.
5,648,346
11,021
11,400,000
20,452
Bicecorp S.A
632,829
1,235
421,537
756
Inversiones El Raulí S.A.
170,208
332
396,398
711
CMPC Celulosa S.A.
-
-
70,316,370
126,151
Inversiones CMPC S.A.
-
-
16,400,000
29,422
b Foreign subsidiaries • Argentina Investment in the Company through subsidiaries in Argentine amount to ThCh$ 136,752,135 - ThUS$ 266,833 in accordance with its equity value at December 31, 2005, and to ThCh$ 144,704,643 - ThUS$ 250,585 at December 31, 2004. Sales by the aforementioned companies amount to ThCh$ 74,022,425 - ThUS$ 144,434 in 2005 and ThCh$ 69,071,911 ThUS$ 119,612 in 2004. • Uruguay Investment of the Company in Uruguay amount to ThCh$ 5,733,754 - ThUS$ 11,188 at December 31, 2005 and to ThCh$ 5,855,475 - ThUS$ 10,140 at December 31, 2004. Sales amount to ThCh$ 14,172,675 - ThUS$ 27,654 in 2005 and to ThCh$ 12,185,118 - ThUS$ 21,101 in 2004. • Potential income from remittance It is not expected that the main Company will receive income from the productive foreign subsidiaries in the short-term. Potential income from remittance by foreign subsidiaries is as follows: ThCh$
ThUS$
Tissue Cayman Ltd.
10,058,863
19,627
Protisa S.A. - Perú
2,421,265
4,724
Papelera del Rimac S.A. - Perú
1,716,583
3,349
Forsac Perú S.A.
1,197,841
2,337
Industria Papelera Uruguaya S.A.
768,295
1,499
Propa Cayman Ltd.
658,567
1,285
CMPC Europe Ltd.
487,623
951
La Papelera del Plata S.A.
622,786
1,215
097 Notes to the Consolidated Financial Statements
c) Liabilities held and accounted for as hedge instruments Inversiones CMPC S.A. has established hedge instruments for investments in foreign companies, These instruments include long-term liabilities in US dollars, represented by the Bond issued abroad in 1998 for US$ 250 million, as required under the United States Securities Act (Note 16) Rule 144a, and a portion of the long-term syndicate loans from BBVA S.A. for US$ 85 million, for US$ 475 million used as pre-payment for the syndicate loan form Dresdner Bank Luxembourg S.A. As agreed, on date term on June 2005, Inversiones CMPC payed the ThUS$ 250,000 bond is sued in 1998. The company uses own resources (ThUS$ 150,000) and ThUS$ 100,000 from a syndicate loan. According to this, since June 2005 the hedge established for investments in foreign companies amount ThUS$ 185,000. d) Equity value demonstration Bicecorp S.A. Book Value 31/12/2004 Equity
Adjustment
ThCh$
ThUS$
241,696,696
433,614
ThCh$
Market Value ThUS$
4,420,864 (*)
ThCh$
ThUS$
7,931
246,117,560
441,546
Number of shares held
76,500,948
-
76,500,948
-
76,500,948
-
Market value by share
3,159
6
58
-
3,217
6
Ownership in Shareholders’ Equity “fair value” (0.0315826%)
77,724
139
Investment at restated equity value at December 31, 2005
80,522
139
ThCh$
ThUS$
8,513
17
13,540
26
Accrued result as of December 31, 2005: ThCh$ Profit as per balance sheet of issuer Accrued result Reserves over issuer
42,871,708 (***)
VP over reserves Distributed dividends
(7,353,271)
VP over distributed dividend Investment at equity value as of December 31, 2005 (*)
ThUS$
26,956,063 (**)
-
52,597 83,652 (14,348) -
(2,322) 100,253
(4.5) 177.5
With regard to the adjustment to market value, it has been assigned to the investment Bicecorp S.A. holds in Banco Bice, which will be reversed accordingly, as required by such valuation. That value has been modified in accordance to profit recognitions and additional reserves presented by the company during the possession of those shares.
(**) Profit corresponding to period ended - December 2005. (***) Changes in reserves corresponding to the period ended - December 2005.
098
Investments:
Holding %
Equity ThCh$
Country
Control currency
Number of shares held
2005
2004
2005
2004
Bicecorp S.A.
Chile
Pesos
6,559,580
8.57451
8.57451
312,854,430
250,397,777
96.895.660-4
Inversiones El Raulí S.A.
Chile
Pesos
13,919,324
38.77249
38.77249
32,234,320
15,292,351
86.856.100-9
Sociedad Hidroeléctrica El Melocotón Ltda.
Chile
Pesos
-
-
25
-
1,581,441
96.657.900-5
Controladora de Plagas Forestales S.A
Chile
Pesos
2,901
29.01
29.01
220,872
235,542
85.741.000-9
Bicecorp S.A.
Chile
Pesos
24,161
0.03158
0.03158
312,854,430
250,397,777
Tax number
Company
85.741.000-9
Total ThUS$
NOTE 13 - GOODWILL AND NEGATIVE GOODWILL Goodwill and negative goodwill are amortized in a period of 20 years considering the useful life of industrial plants and periods of growth and re-plantation involved in these industrial activities. The remaining months are: Negative goodwill
Month
CMPC Tissue S.A.
115
Forestal y Agrícola Monte Aguila S.A.
207
Forestal Coihueco S.A.
215
Chilena de Moldeados S.A.
209
Goodwill
Month
CMPC Celulosa S.A.
144
La Papelera del Plata S.A.
124
CMPC Tissue S.A.
144
Propa S.A.
144
Sociedad Anónima Agropecuaria 4M
179
Forestadora Caabi Pora S.A.
155
Baserri S.A.
155
Chilena de Moldeados S.A.
169
Envases Roble Alto S.A.
187
099 Notes to the Consolidated Financial Statements
Equity of Companies at fair value ThCh$
Net income ThCh$
Income at fair value ThCh$
Share of income (loss) ThCh$
Book value of investments ThCh$
Net book value of investments ThCh$
2005
2004
2005
2004
2005
2004
2005
2004
2005
2004
2005
2004
26,956,063
25,392,399
-
-
-
-
2,311,350
2,177,274
26,825,734
21,470,382
26,825,734
21,470,382
2,603,783
1,131,675
438,778
-
-
-
-
1,009,552
(2)
-
-
-
-
1
(29,463)
-
-
-
-
317,456,106 254,977,792
26,956,063
25,392,399
(14,671) 26,956,063
25,392,399
12,498,049
5,929,226
12,498,049
5,929,226
(1)
-
395,360
-
395,360
(4,256)
(8,547)
64,075
68,331
64,075
68,331
8,513
3,545
100,253
80,522
100,253
80,522
39,488,111
27,943,821
39,488,111
27,943,821
77,050
48,390
77,050
48,390
a) Goodwill Balance at December 31, 2005 ThCh$ Amortized amount during the year Net amount
Balance at December 31, 2004 ThCh$ Amortized amount during the year Net amount
CMPC Celulosa S.A.
2,313,391
27,775,631
2,312,447
30,076,322
La Papelera del Plata S.A.
1,275,187
11,870,854
1,294,418
14,635,411
CMPC Tissue S.A.
404,059
4,851,319
403,895
5,253,165
Propa S.A.
265,145
3,183,443
265,036
3,447,136
Sociedad An贸nima Agropecuaria 4m
117,942
1,533,240
132,999
1,860,492
Chilena de Moldeados S.A.
127,043
1,790,199
125,039
1,916,426
Envases Roble Alto S.A.
103,890
1,619,827
102,248
1,722,976
Forestadora Caabi Pora S.A.
85,296
1,272,311
96,126
1,529,701
Baserri S.A.
47,236
610,149
53,094
740,713
4,739,189
54,506,973
4,785,302
61,182,342
9,247
106,355
8,287
105,950
Total ThUS$
b) Negative goodwill Balance at December 31, 2005 ThCh$ Amortized amount during the year Net amount Forestal y Agr铆cola Monte Aguila S.A.
786,411
Forestal Coihueco S.A. CMPC Tissue S.A. Chilena Moldeados S.A. Bicecorp S.A. Total ThUS$
Balance at December 31, 2004 ThCh$ Amortized amount during the year Net amount
13,567,987
977,312
14,348,026
297,818
5,411,353
301,527
5,706,636
517,687
4,963,790
517,471
5,479,216
21,856
380,855
21,510
402,537
-
-
238,677
-
1,623,772
24,323,985
2,056,497
25,936,415
3,168
47,461
3,561
44,914
Institution
-
JP Morgan Chase Bank
Foreign
-
195,441
Banco Santander
Banco Frances - Argentina
Banco ABN - Argentina
Citibank N.A. - Uruguay
Other
Total
97.015.000-5
Foreign
Foreign
Foreign
J.P. Morgan Chase Bank
J.Aron & Co
Foreign
Foreign
63,2783 36,7217
Total in local currency (%)
2.35%
Average annual interest rate
Total in foreign currency (%)
41,662
21,352,031
48,345
24,776,617
90,066
153,857
24,532,694
-
227
116,184
381
-
ThUS$
Principal outstanding
ThUS$
Total
BBVA
Foreign
Short term portion of long-term liabilities to banks
Average annual interest rate
ThUS$
Principal outstanding
ThUS$
-
97.004.000-5 Banco Chile -
-
97.006.000-6 Banco Credito Inversiones
195,441
-
Banco Crédito de Perú
Foreign
-
-
-
287
165,730
-
-
-
-
-
-
-
165,730
-
-
2004
-
-
5,678
3,279,129
1,255,811
-
2,023,318
Dollars 2005
97.080.000-K Banco Bice
Corto plazo (código 5.21.10.10)
Tax number
Liabilities to banks and financial institutions - short-term
NOTE 14 - SHORT -TERM BANK LIABILITIES
-
-
-
-
-
-
-
6.18%
7,048
3,612,062
7,449
3,817,531
273,018
281,668
569,536
643,112
-
-
-
-
2,050,197
-
-
-
-
-
-
-
-
4.20%
908
524,402
908
524,402
-
-
-
-
-
-
-
-
524,402
-
-
-
-
-
-
-
-
5.436%
32,513
16,663,035
32,600
16,707,218
-
-
-
-
91,212
15,444,183
-
-
-
1,171,823
-
-
-
-
-
-
-
-
1,524
879,778
1,524
879,778
-
-
-
-
-
-
930
-
-
878,848
Denominated in ThCh$ Other foreign currencies Non-indexed Chilean pesos 2005 2004 2005 2004
41,662
21,352,031
48,345
24,776,617
90,066
153,857
24,532,694
-
39,788
20,391,281
40,430
20,720,190
273,018
281,668
569,536
643,112
91,212
15,444,183
-
195,441
2,050,197
1,171,823
2005
Total
-
-
5,678
3,279,129
1,255,811
-
2,023,318
-
2,432
1,404,180
2,719
1,569,910
-
-
-
-
-
-
930
165,730
524,402
878,848
2004
100
Banco Bilbao Vizcaya Argentaria S.A.
J.P. Morgan Chase Bank
Foreign
Foreign
(%) (%)
Total in local currency
US$
US$
Currency
Total in foreign currency
ThUS$
Total
Institution
Tax number
-
100,00
83,338
42,710,468
-
42,710,468
Over one year, up to two years
116,667
59,791,838
-
59,791,838
over two years, up to three years
273,333
140,083,163
20,500,000
119,583,163
Over three years, up to five years
Maturities ThCh$
60,000
30,750,000
30,750,000
-
Over five years, up to ten years
533,338
273,335,469
51,250,000
222,085,469
Total long-term
-
-
4.9125
4.1625
Average annual interest rate %
At December 31, 2005 ThCh$
475,000
274,296,540
-
274,296,540
Total long term
At December 31, 2004 ThCh$
The combination of swap contracts allow to fix the Libor rate, as well as establish ranges for which, Inversiones CMPC S.A. again has a scheme of variable rate for the said syndicated loan.
Similarly, in September 2004 the derivatives contracts subscribed with a number of banks during August 2004 came into force, to cover the remaining US$ 350 million of the syndicated loan of US$ 475 million.
In September 2004, Inversiones CMPC rescheduled the contracts entered into in December 2002, swing to the syndicated loan of US$ 125 million to adjust them to the schedule of payment of the first three amortization of the syndicated loan of US$ 475 million, amortization totaling US$ 125 million.
Interest rate Swaps
These loans involve compliance of certain financial indicators (covenants) for Empresas CMPC S.A., which are easily complied with at each year end, and which refer to maintaining a minimum equity, a maximum leverage and a minimum coverage of financial expenses.
In September 2004, subsidiary company Inversiones CMPC S.A., through its Cayman Islands agency, obtained a syndicated loan amounting to US$ 475 million at a Libor rate plus a 0.225% margin. Such margin increases to 0.25% since the third year. It is amortized in payments starting in December 2006 until September 2009. Banco Bilbao Vizcaya Argentaria S.A. acts as Managing Agent.
In June 2005, Inversiones CMPC S.A., through its agency in the Cayman Islands, obtained a syndicated loan amounting to US$ 100 million at a Libor rate plus a margin of 0.225%. Such margin increases to 0.25% from the second semester in 2007 and to 0.275% from the second semester in 2010. It is amortized in four payments starting in June 2010 until June 2012, and the JP Morgan Chase Bank acts as the Managing Agent. Resources from that credit were used to pay off the debt for the foreign bond issued totalizing US$ 250 million which expired on the same date and it was used a derivative financial instrument for hedging external investments. As per as it continue to classified as hedging instrument (Notes N째12 and 16).
Liabilities are as follows:
NOTE 15 - LONG-TERM BANK LIABILITIES
Notes to the Consolidated Financial Statements
101
ThUS$
Total long-term
Bond N°413
Bond Rule 144 A
Long-term bonds
ThUS$
Total short-term
A
single
single
Bond Rule 144 A
A single
Bond Rule 144 A
Bond N°413
Long-term bonds - short-term portion
Series
7,000,000
300,000,000
300,000,000
250,000,000
7,000,000
Nominal value
UF
US$
US$
US$
UF
Restatement index
All Swap contracts accrued interest since March 1, 2005.
3.22%
4.875%
4.875%
7.375%
3.22%
Interest rate
01/03/2015
18/06/2013
18/06/2013
15/06/2005
01/03/2015
Expiration date
The Cross Currency Swap effects are shown in Long- term debtors (Note 5).
Bi-annual
Bi-annual
Bi-annual
Bi-annual
Bi-annual
Interest
At the maturity
At the maturity
At the maturity
At the maturity
At the maturity
Principal
Payments dates
545,510
279,573,670
125,823,670
153,750,000
2,682
1,374,720
249,844
-
2004 ThCh$
-
300,000
173,239,920
-
173,239,920
251,227
145,075,380
281,515
144,793,865
Par value
1,124,876
2005 ThCh$
Chile
Abroad
Abroad
Abroad
Chile
Bond placement
Additionally, the Company subscribed an interest rate Swap contract to fix the Libor rate. Consequently the effective cost of the dollar portion (US$ 100 million) is 5.2%.
Through this contract, the Company recovered 50% of the discount produced in the placement of the Bond. This gain will be amortized during the term of the contract, net of the effects of the original discount.
On June 15, 2005, Inversiones CMPC S.A. subscribed a Swap contract to re-denominate 50% of the Bond issued in UF to a liability for US$ 100 million at a Libor variable rate plus spread.
Interest rate Swaps:
These obligations involve compliance with certain financial covenants for Empresas CMPC S.A., which are amply complied with at each year end (Notes 15 and 27).
On June 5, 1998, Inversiones CMPC S.A., through its agency in the Cayman Islands, issued a bond abroad in the amount of US$ 250 million, in accordance with Rule 144a of the United States Securities Act. This obligation involves the payment of semiannual interest, at an annual 7.375% interest rate, being the total principal paid in June 2005, which is shown in the short tem.
On June 11, 2003, Inversiones CMPC S.A., through its agency in the Cayman Islands, issued a bond abroad in the amount of US$ 300 million, in accordance with Rule 144a of the United States Securities Act. This obligation involves semiannually interest, at an annual 4.875% interest rate, being the total principal paid in June 2013.
This bond was submitted to discount with an effective rate of 3.2% in UF. The Company will amortize this discount during the term of the Bond. This discount is presented below the item: “Other Non-Current Assets”.
On June 15th, 2005 Inversiones CMPC S.A. issued a serie “A” Bonds registered under number 413 in the “Chilean Superintendency of Securities and Insurance Companies”for UF 7 million. This debt includes interest paying half-annually, with a 2.0% annual rate, semester basis. Capital will be paid off in March 2015.
Bonds payable:
NOTE 16 - BONDS PAYABLE - SHORT-AND LONG-TERM
102
103 Notes to the Consolidated Financial Statements
NOTE 17 - PROVISIONS AND WRITE-OFFS The provisions shown under Current liabilities are as follows: ThCh$ 2005
2004
6,892,641 3,281,411 649,980 2,594,100 875,808 109,225 903,386
6,736,005 4,519,634 2,073,935 1,649,981 549,385 141,312 1,210,609
15,306,551
16,880,861
29,866
29,233
Long-term provisions Staff severance indemnity Other provisions
28,134,993 363,303
28,427,895 750,795
Total
28,498,296
29,178,690
55,606
50,529
Short-term provisions Vacation provisions Staff bonuses and other benefits Provision for investments projects Staff severance indemnity short term Provision for directories remuneration Provision for labor suits Other provisions Total ThUS$
ThUS$
There were no significant write-offs in 2005 and 2004. NOTE 18 - STAFF SEVERANCE INDEMNITIES Movement in and the balance of this provision, calculated as described in Note 2 s), are as follows: ThCh$ Balance from prior year (historic) Increase for the year Payments made during the year Balance at December 31, 2005
2005
2004
29,032,699
28,916,039
4,031,625
4,190,987
(2,335,231)
(3,029,150)
30,729,093
30,077,876
59,959
52,086
2,594,100
1,649,981
Long-term provisions
28,134,993
28,427,895
Total
30,729,093
30,077,876
59,959
52,086
ThUS$ Presentation in Balance sheet Short-term provisions
ThUS$
104
NOTE 19 - MINORITY INTEREST a) The portion of minority interest in equity of subsidiaries owned by third parties is as follows: Subsidiary
ThCh$ 2005
2004
63,867,584
64,722,920
Forestal y Agrícola Monte Aguila S.A.
95,637
80,302
Ipusa - Uruguay
22,449
22,926
8,241
8,614
Industrias Forestales S.A.
La Papelera del Plata S.A. Others Total ThUS$
-
13
63,993,911
64,834,775
124,866
112,274
b) Minority interest in the portion of income of subsidiaries owned by third parties is as follows: Subsidiary Industrias Forestales S.A.
ThCh$ 2005 (2,994,367)
2004 (3,026,529)
Forestal y Agrícola Monte Aguila S.A.
4,092
(7,018)
IPUSA - Uruguay
(6,214)
(4,250)
La Papelera del Plata S.A. Total ThUS$
-
429
(2,996,489)
(3,037,368)
(5,847)
(5,260)
NOTE 20 - SHAREHOLDERS’ EQUITY • Capital Paid-in capital of the Parent Company amounts to ThCh$ 102,521,936 - ThUS$ 200,043, which is divided into 200,000,000 shares. • Dividends There is no restriction on distributing retained earnings as dividends. The Board of Directors, in its session dated October 27, 2005, agreed to distribute interim dividend N° 235 of Ch$ 90, recording a charge to net income for the year ended December 31, 2005. Such dividend was paid starting on December 15, 2005. The Board of Directors, in its session dated August 4, 2005, agreed to distribute interim dividend N° 234 of Ch$ 90, recording a charge to net income for the year ended December 31, 2005. Such dividend was paid starting on September 7, 2005. The Shareholders’ annual meeting held on April 29, 2005 agreed to distribute final dividend N° 233 of Ch$ 127 per share, recording a charge to net income for the year ended December 31, 2004. Such dividend was paid starting on May 9, 2005 and the balance of the undistributed earnings was transferred to the reserve of retained earnings. Further, such meeting agreed the dividend policy for 2005, consisting of the distribution of two interim dividends, payable in September, December 2005 or January 2006, as well as a final dividend, to be agreed by the next Meeting, payable in May 2006, until completing 40% of the net income for 2005. The Board of Directors, in its session held on December 9, 2004 agreed to distribute interim dividend N° 232 of Ch$ 120 per share, recording a charge to net income for year 2004, which was paid on January 6, 2005. The Board of Directors, in its session held on August 5, 2004 agreed to distribute interim dividend N° 231 of Ch$ 90 per share, recording a charge to net income for year 2004, which was paid on September 2, 2004. The Shareholders’ annual meeting held on April 30, 2004 agreed to distribute final dividend N° 230 of Ch$ 90 per share, recording a charge to net income for the year ended December 31, 2003. Such dividend was paid starting on May 12, 2004 and the balance of the undistributed earnings was transferred to the reserve of retained earnings.
105 Notes to the Consolidated Financial Statements
• Other reserves: The following is a breakdown of this balance: ThCh$ Forestry appraisals and other adjustments to net worth recorded by subsidiaries
2005
2004
764,985,313
778,670,511
Increased value on appraisal of fixed assets
16,541,620
16,541,620
Reserve for future capital increases
20,980,500
20,980,500
802,507,433
816,192,631
1,565,868
1,413,403
Total ThUS$
The reserve for future capital increases originates from prior-year revaluation and reappraisal of fixed assets, which can only be capitalized in conformity with the Superintendency of Securities and Insurance. The balance of the related-company negative goodwill arises from the book value adjustment of investments as follows: ThCh$ 2005
2004
Forestal Mininco S.A.
549,861,399
560,041,482
Industrias Forestales S.A.
137,480,671
150,596,724
Forestal y Agrícola Monte Aguila S.A.
7,991,390
8,232,605
Forestal Bosques del Plata S.A.
4,600,403
1,555,311
La Papelera del Plata S.A.
9,988,387
5,225,658
Forestal Coihueco S.A.
3,249,988
560,079
Other investments
51,813,075
52,458,652
764,985,313
778,670,511
1,492,654
1,348,426
Total ThUS$
Significant changes in the Negative goodwill reserve correspond to the revaluation of forest plantations which reflect natural growth of forests amounting to ThCh$ 56,382,265 - ThUS$ 110,014 in 2005 (ThCh$ 91,807,672 - ThUS$ 158,984 in 2004); reduced in the value of the forest reserve corresponding to the exploited portion amounting to ThCh$ 70,067,463 - ThUS$ 136,717 in 2005 (ThCh$ 58,943,942 - ThUS$ 102,073 in 2004). Details of foreign exchange: Movements in foreign exchange adjustments shown in Other reserves, item Related-company negative goodwill, is as follows: ThCh$ Balance at the prior year
2005
2004
1,604,317
1,604,317
Movement during the year
(13,647,546)
-
Balance at December 31, 2005
(12,043,229)
1,604,317
(23,499)
2,778
ThUS$ The movement during the year is as follows: Increase from CPI and dollar variations applied to foreign investments (LPP and others in Argentina, IPUSA in Uruguay and Protisa in Perú) Less: Effect of adjustment between CPI and dollar variations in the liabilities associated to these investments as hedges Total ThUS$
(21,557,719)
(18,130,467)
7,910,173
18,130,467
(13,647,546)
-
(26,629)
-
106
Shareholders’ distribution at December 31, 2005 is as follows: Total participation %
Type of shareholder
Number of shareholder
Holding of 10% or more
38,85
2
Holding of less than 10%, with an investment of UF 200 or more
60,99
3,529
Holding of less than 10% with an investment of under UF 200 Total Controlling interest
0,16
4,452
100,00
7,983
55,44
23
Changes in shareholders’ equity: 2005 ThCh$
Balances at January 1, 2005
Paid-up capital
Other reserves
Reserve for future dividends
Accumulated profits
Dividends
98,959,398
787,830,726
14,830,466
1,171,176,009
(42,180,000)
Distribution of previous year income
-
-
-
125,940,145
42,180,000
Final dividend payment
-
-
-
(25,400,000)
Adjustments to net worth recorded by subsidiaries
-
-
3,562,538
26,902,351
533,897
45,730,982
Net income for the year
-
-
-
-
Interim dividends
-
-
-
-
(36,000,000)
102,521,936
802,507,433
15,364,363
1,317,447,136
(36,306,000)
Restatement of invested capital
Balances at December 31, 2005 Balances at December 31, 2005 restated for comparison ThUS$
-
(12,225,644)
-
-
-
-
-
200,043
1,565,868
29,979
2,570,629
(306,000) -
(70,841)
107 Notes to the Consolidated Financial Statements
Number of shares: Series
Number of subscribed shares
Number of paid in shares
Number of shares with voting rights
Single
200,000,000
200,000,000
200,000,000
Equity: ThCh$
Series
Subscribed capital
Paid-in capital
Single
102,521,936
102,521,936
ThUS$
200,043
200,043
2004 ThCh$ Net income for the year
Paid-up capital
Other reserves
Reserve for future dividends
Accumulated profits
Dividends
168,120,145
96,545,754
737,273,646
14,468,747
1,068,008,455
(31,984,000)
124,603,846
-
-
-
92,619,846
31,984,000
(124,603,846)
-
-
-
(18,000,000)
-
-
33,264,786
-
-
-
2,413,644
17,292,294
361,719
28,547,708
122,986,907
-
-
-
-
-
-
-
-
-
(42,000,000)
-
122,986,907
98,959,398
787,830,726
14,830,466
1,171,176,009
(42,180,000)
168,120,145
-
102,521,936
816,192,631
15,364,363
1,213,338,345
(43,698,480)
174,172,470
239,974
177,537
1,413,403
26,607
2,101,141
(75,673)
301,615
(168,120,145) -
Net income for the year
-
-
-
-
(180,000) -
168,120,145
108
NOTE 21 - OTHER NON-OPERATING INCOME AND EXPENSES The balance of Other non-operating income is as follows: ThCh$ Income on sale of forest property and other fixed assets (net income)
2005
2004
13,441,835
9,121,605
Forestry Insurance claims
2,240,517
301,972
Fixed asset rental
1,245,947
2,123,998
Others Total ThUS$
929,191
1,366,537
17,857,490
12,914,112
34,844
22,364
Other non-operating expenses This balance includes the following: ThCh$ Commissions, taxes and others expenses Write-offs, provision and net result on sale of other assets Project expenses Provision for labor lawsuits
2005
2004
2,538,978
1,892,850
1,127,126
2,954,436
532,284
-
21,062
484,722
Other
1,672,190
818,854
Total
5,891,640
6,150,862
11,496
10,650
ThUS$
109 Notes to the Consolidated Financial Statements
NOTE 22 - PRICE-LEVEL RESTATEMENT Restatement index
ThCh$ 2005
2004
Assets (charges) credits Inventories
CPI
5,880,096
4,897,170
Fixed assets
CPI
78,802,774
54,429,412
Investments in related companies
CPI
1,153,868
535,678
Foreign exchange cash and banks
CPI/US$
Time deposits and marketable securities
Indexed unit
Goodwill
CPI
Negative goodwill
CPI
Accounts receivable with third parties
CPI/ Indexed unit
Time deposits and marketable securities
CPI/US$
Other non-monetary assets
CPI
Cost and expense accounts
CPI
Total credits
(80,877)
30,023
-
258,624
1,827,238
1,390,226
(877,307)
(678,626)
320,017
803,315
10,550,303
6,529,137
(27,052)
665,232
25,022,977
18,664,745
122,572,037
87,524,936
(50,179,037)
Liabilities (charges) / credits Equity
CPI
(76,423,768)
Minority interest
CPI
(2,111,983)
(1,514,096)
Liabilities to banks
CPI/US$
(11,847,813)
(4,459,596)
Bonds
CPI/US$
(8,665,786)
(8,460,832)
Current and long-term liabilities
CPI
(242,468)
Accounts payable to third parties
CPI
475,695
(3,031,230)
Other non-monetary liabilities
CPI/ Indexed unit
590,406
(368,493)
Income accounts
CPI
Total (charges) Balance of the price-level restatement account ThUS$
(54,168)
(30,226,445)
(21,920,280)
(128,452,162)
(89,987,732)
(5,880,125)
(2,462,796)
(11,473)
(4,265)
110
NOTE 23 - FOREIGN EXCHANGE GAINS (LOSSES) The foreign exchange gains (losses) adjustment is detailed as follows: Currency
ThCh$ 2005
2004
Assets (charges) credits Cash and banks
US$
(969,715)
(624,288)
Time deposits and marketable securities
US$
(13,185,167)
(21,946,550)
Time deposits and marketable securities
EURO
(8,496,321)
1,463,273
Fixed assets
US$
(11,144,726)
(1,469,124)
Inventories
US$
(5,837,633)
(3,243,453)
Accounts receivable with third parties
US$
(10,564,795)
(11,815,081)
Other non-monetary assets
EURO
(10,458,425)
(1,097,906)
Other non-monetary assets
Other currencies
Total (charges)
85,610 (60,571,172)
(38,733,129)
Liabilities (charges) credits Short and long term liabilities
US$
Accounts payable with third parties
US$
735,582
1,408,292
Due to banks and financial institutions - short term
US$
34,083,240
25,728,669
Bonds
US$
19,312,780
15,938,672
Other non monetary liabilities
US$
9,446,724
245,246
Translation adjustment on Asset / Liabilities of subsidiaries abroad
US$
Total credits Total net loss on foreign exchange ThUS$
326,063
(431,290)
317,183
(746,373)
63,473,099
42,891,689
2,901,927
4,158,560
5,662
7,201
111 Notes to the Consolidated Financial Statements
NOTE 24 - BOND ISSUED COSTS, On June 15, 2005 Inversiones CMPC S.A. issued a Bond in Chile. The amount of the issuance was UF 7,000,000. In this financial operation, the company incurred expenses, as follows: ThCh$ Stamp Tax Inscription and issuance expenses Legal advisories Total ThUS$
1,965,644 117,464 21,256 2,104,364 4,106
Additionally, the placement of the Bond has generated a discount amounting to ThCh$ 5,113,526, - ThUS$ 9,978 which will be deferred in the same term of the Bond (10 years) and is shown in Other Non Current assets, net of the deferred gain which was generated by the Swap contract, subscribed to hedge this operation, amounting to ThCh$ 2,553,915 - ThUS 4,983 at December 31, 2005. NOTE 25 - STATEMENT OF CASH FLOWS As part of the strategic investment plan, the Company has approved and started projects amounting to more than 1,289 million dollars which will generate negative cash flows on investment, regarding the payments of the outstanding investments. These flows amount to 449 million dollars and are described as follows: Million US$ Line 2 Project - Santa Fe Plant
266.4
Plywood board plant
54.3
Biomass Boiler - Pacifico plant
30.4
Capacity expansion MP-20- Cordillera
18.8
Expansion of Remanufacturing plant
12.3
Buin plant capacity expansion
11.4
MulchĂŠn new Boiler
10.1
Profal IV Project- Phase I
7.0
Changes in Paper Machine 2- Protisa Argentina
6.5
Secondary treatment plant - Maule, Valdivia, Maule, Nacimiento, Talagante and Puente Alto plants
4.0
Paper Machine N°2 Tissue, Talagante
3.8
Modernization of pulp circuits and water circuits closures - Puente Alto
2.4
Drying Project, Nacimiento Sawmill
2.2
SAP project- CMPC Celulosa
1.4
Other minor projects
18.2
112
NOTE 26 - DERIVATIVE CONTRACTS Type of Type of derivative contract
Contract amount ThCh$ ThUS$
Maturity
Risk hedged
Position purchase Name sale
Protected item or transaction Amount ThCh$ ThUS$
FR
CCPE
7,756,615
15,135
1st 2006
US$/$
C
Financial Investment
7,756,615
15,135
FR
CCPE
7,728,382
15,080
1st 2006
US$/$
C
Financial Investment
7,728,382
15,080
FR
CCPE
5,153,489
10,056
1st 2006
US$/$
C
Financial Investment
5,153,489
10,056
FR
CCPE
10,240,372
19,981
1st 2006
US$/$
C
Financial Investment
10,240,372
19,981
FR
CCPE
3,566,500
6,959
1st 2006
US$/$
C
Financial Investment
3,566,500
6,959
FR
CCPE
4,128,000
8,055
1st 2006
US$/$
C
Financial Investment
4,128,000
8,055
FR
CCPE
2,596,500
5,066
1st 2006
US$/$
C
Financial Investment
2,596,500
5,066
FR
CCPE
12,348,000
24,094
1st 2006
US$/$
C
Financial Investment
12,348,000
24,094
FR
CCPE
451,540
881
1st 2006
Br.Reales/US$
C
Sales to Brazil
451,540
881
FR
CCPE
453,680
885
1st 2006
Br.Reales/US$
C
Sales to Brazil
453,680
885
FR
CI
11,079,848
21,619
2nd 2006
EURO/US$
C
Fixed assets project
11,079,848
21,619
FR
CI
1,263,136
2,465
2nd 2006
EURO/US$
C
Fixed assets project
1,263,136
2,465
FR
CCPE
6,606,963
12,892
1st 2006
EURO/US$
C
Fixed assets project
6,606,963
12,892
FR
CCPE
3,097,336
6,044
1st 2006
EURO/US$
C
Fixed assets project
3,097,336
6,044
FR
CCPE
5,168,000
10,084
1st 2006
US$/$
C
Fixed assets project
5,168,000
10,084
FR
CCPE
5,169,500
10,087
1st 2006
US$/$
C
Fixed assets project
5,169,500
10,087
FR
CCPE
5,168,500
10,085
1st 2006
US$/$
C
Fixed assets project
5,168,500
10,085
FR
CCPE
5,169,000
10,086
1st 2006
US$/$
C
Fixed assets project
5,169,000
10,086
FR
CCPE
5,169,000
10,086
1st 2006
US$/$
C
Fixed assets project
5,169,000
10,086
FR
CCPE
5,168,000
10,084
1st 2006
US$/$
C
Fixed assets project
5,168,000
10,084
FR
CCPE
494,438
965
1st 2006
Pound/US$
C
Sales to Europe
494,438
965
FR
CCPE
434,388
848
1st 2006
US$/Br. Reales
V
Sales to Brazil
434,388
848
FR
CI
496,748
969
1st 2006
EURO/US$
C
Fixed assets project
496,748
969
FR
CCTE
1,401,489
2,735
4th 2006
US$/Pound
V
Sales to Europe
1,401,489
2,735
FR
CCTE
1,293,683
2,524
1st 2006
US$/Pound
V
Sales to Europe
1,293,683
2,524
FR
CCTE
1,293,683
2,524
2nd 2006
US$/Pound
V
Sales to Europe
1,293,683
2,524
FR
CCTE
1,401,489
2,735
3rd 2006
US$/Pound
V
Sales to Europe
1,401,489
2,735
FR
CCTE
148,806
290
3rd 2006
US$/EURO
V
Sales to Europe
148,806
290
FR
CCTE
446,417
871
4th 2006
US$/EURO
V
Sales to Europe
446,417
871
FR
CCTE
146,475
286
3rd 2006
US$/EURO
V
Sales to Europe
146,475
286
FR
CCTE
439,424
857
4th 2006
US$/EURO
V
Sales to Europe
439,424
857
FR
CCTE
144,173
281
3rd 2006
US$/EURO
V
Sales to Europe
144,173
281
FR
CCTE
432,518
844
4th 2006
US$/EURO
V
Sales to Europe
432,518
844
S
CCPE
24,812,800
48,415
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
24,812,800
48,415
S
CCPE
24,812,800
48,415
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
24,812,800
48,415
S
CCPE
27,914,400
54,467
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
27,914,400
54,467
S
CCPE
23,262,000
45,389
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
23,262,000
45,389
S
CCPE
31,016,000
60,519
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
31,016,000
60,519
S
CCPE
31,016,000
60,519
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
31,016,000
60,519
113 Notes to the Consolidated Financial Statements
Amount off protected item ThCh$ ThUS$
Account item related Name
Amount ThCh$
ThUS$
Effect in income Realized Not realized ThCh$ ThUS$ ThCh$ ThUS$
7,703,004
15,030
Other current assets
53,611
105
(53,611)
(105)
-
-
7,698,149
15,021
Other current assets
30,232
59
(30,232)
(59)
-
-
5,132,582
10,015
Other current assets
20,907
41
(20,907)
(41)
-
-
10,269,241
20,038
Other current assets
28,868
56
28,868
56
-
-
3,580,481
6,986
Time Deposit
20,834
41
20,834
41
-
-
4,140,811
8,080
Time Deposit
28,670
56
(28,670)
(56)
-
-
2,601,901
5,077
Time Deposit
34,135
67
(34,135)
(67)
-
-
12,356,232
24,110
Time Deposit
47,762
93
(47,762)
(93)
-
-
440,268
859
Other current liabilities
7,718
15
7,718
15
-
439,560
858
Other current liabilities
4,960
10
4,960
10
-
-
10,213,923
19,930
Other current liabilities
344,494
672
(344,494)
(672)
-
-
1,164,588
2,272
Other current liabilities
39,104
76
(39,104)
(76)
-
-
6,081,397
11,866
Other current liabilities
143,223
279
(143,223)
(279)
-
-
3,039,242
5,930
Other current liabilities
32,148
63
32,148
63
-
-
5,132,441
10,015
Other current liabilities
35,559
69
(35,559)
(69)
-
-
5,132,459
10,015
Other current liabilities
37,041
72
(37,041)
(72)
-
-
5,132,447
10,015
Other current liabilities
36,053
70
(36,053)
(70)
-
-
5,132,453
10,015
Other current liabilities
36,547
71
(36,547)
(71)
-
-
5,132,453
10,015
Other current liabilities
36,547
71
(36,547)
(71)
-
-
5,132,441
10,015
Other current liabilities
35,559
69
(35,559)
(69)
-
-
485,668
948
Other current liabilities
5,787
11
(5,787)
(11)
-
432,489
844
Other current liabilities
3,758
7
(3,758)
(7)
-
426,410
832
Other current liabilities
12,072
24
(12,072)
(24)
-
-
1,242,756
2,425
Other current liabilities
86,980
170
-
-
86,980
170
1,147,160
2,238
Other current liabilities
86,802
169
-
-
86,802
169
1,147,160
2,238
Other current liabilities
84,848
166
-
-
84,848
166
1,242,756
2,425
Other current liabilities
89,429
174
-
-
89,429
174
-
136,325
266
Other current liabilities
12,699
25
-
-
12,699
25
408,975
798
Other current liabilities
35,952
70
-
-
35,952
70
135,556
264
Other current liabilities
11,955
23
-
-
11,955
23
406,669
794
Other current liabilities
33,748
66
-
-
33,748
66
136,889
267
Other current liabilities
13,244
26
-
-
13,244
26
Other current liabilities
-
410,666
801
37,567
73
37,567
73
20,500,000
40,000
Due to banks and financial institutions
9,531
19
(9,531)
-
(19)
-
-
20,500,000
40,000
Due to banks and financial institutions
8,888
17
(8,888)
(17)
-
-
23,062,500
45,000
Due to banks and financial institutions
12,894
25
(12,894)
(25)
-
-
19,218,750
37,500
Due to banks and financial institutions
29,673
58
29,673
58
-
-
25,625,000
50,000
Due to banks and financial institutions
36,749
72
36,749
72
-
-
25,625,000
50,000
Due to banks and
40,368
79
40,368
79
-
-
114
NOTE 26 - DERIVATIVE CONTRACTS Type of Type of derivative contract
Contract amount ThCh$ ThUS$
Maturity
Risk hedged
Position purchase Name sale
Protected item or transaction Amount ThCh$ ThUS$
S
CCPE
31,016,000
60,519
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
31,016,000
60,519
S
CCPE
31,016,000
60,519
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
31,016,000
60,519
S
CCPE
23,262,000
45,389
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
23,262,000
45,389
S
CCPE
46,524,000
90,779
3rd 2009
Libor
C
Syndicate Loan ThUS $475,000
46,524,000
90,779
S
CCPE
28,677,500
55,956
1st 2015
Interest rate
C
National Market Bond
28,677,500
55,956
S
CCPE
28,677,500
55,956
1st 2015
Interest rate
C
National Market Bond
28,677,500
55,956
S
CCPE
57,355,000
111,912
1st 2015
Currency
C
National Market Bond
57,355,000
111,912
60,651,834
118,345
S
CCPE
60,651,834
118,345
1st 2015
Currency
C
National Market Bond
FR
CCTE
966,465
1,886
4th 2007
US$/EURO
V
Sales to Europe
966,465
1,886
FR
CCTE
1,449,697
2,829
1st 2008
US$/EURO
V
Sales to Europe
1,449,697
2,829
FR
CCTE
1,449,697
2,829
2nd 2008
US$/EURO
V
Sales to Europe
1,449,697
2,829
FR
CCTE
1,610,775
3,143
3rd 2008
US$/EURO
V
Sales to Europe
1,610,775
3,143
FR
CCTE
1,691,313
3,300
4th 2008
US$/EURO
V
Sales to Europe
1,691,313
3,300
FR
CCTE
1,771,852
3,457
1st 2009
US$/EURO
V
Sales to Europe
1,771,852
3,457
FR
CCTE
1,771,852
3,457
2nd 2009
US$/EURO
V
Sales to Europe
1,771,852
3,457
FR
CCTE
1,852,391
3,614
3rd 2009
US$/EURO
V
Sales to Europe
1,852,391
3,614
FR
CCTE
1,932,929
3,772
4th 2009
US$/EURO
V
Sales to Europe
1,932,929
3,772
FR
CCTE
1,932,929
3,772
1st 2010
US$/EURO
V
Sales to Europe
1,932,929
3,772
FR
CCTE
2,013,468
3,929
2nd 2010
US$/EURO
V
Sales to Europe
2,013,468
3,929
FR
CCTE
2,094,007
4,086
3rd 2010
US$/EURO
V
Sales to Europe
2,094,007
4,086
FR
CCTE
2,174,546
4,243
4th 2010
US$/EURO
V
Sales to Europe
2,174,546
4,243
FR
CCTE
2,094,007
4,086
1st 2011
US$/EURO
V
Sales to Europe
2,094,007
4,086
FR
CCTE
2,094,007
4,086
2nd 2011
US$/EURO
V
Sales to Europe
2,094,007
4,086
FR
CCTE
1,852,390
3,614
3rd 2011
US$/EURO
V
Sales to Europe
1,852,390
3,614
FR
CCTE
1,932,929
3,772
4th 2011
US$/EURO
V
Sales to Europe
1,932,929
3,772
FR
CCTE
2,094,007
4,086
1st 2012
US$/EURO
V
Sales to Europe
2,094,007
4,086
FR
CCTE
2,094,007
4,086
2nd 2012
US$/EURO
V
Sales to Europe
2,094,007
4,086
FR
CCTE
1,401,489
2,735
1st 2007
US$/Pound
V
Sales to Europe
1,401,489
2,735
FR
CCTE
1,617,103
3,155
2nd 2007
US$/Pound
V
Sales to Europe
1,617,103
3,155
FR
CCTE
1,617,103
3,155
3rd 2007
US$/Pound
V
Sales to Europe
1,617,103
3,155
FR
CCTE
1,940,524
3,786
4th 2007
US$/Pound
V
Sales to Europe
1,940,524
3,786
FR
CCTE
1,940,524
3,786
1st 2008
US$/Pound
V
Sales to Europe
1,940,524
3,786
FR
CCTE
1,940,524
3,786
2nd 2008
US$/Pound
V
Sales to Europe
1,940,524
3,786
FR
CCTE
1,940,524
3,786
3rd 2008
US$/Pound
V
Sales to Europe
1,940,524
3,786
FR
CCTE
2,156,138
4,207
4th 2008
US$/Pound
V
Sales to Europe
2,156,138
4,207
FR
CCTE
2,156,138
4,207
1st 2009
US$/Pound
V
Sales to Europe
2,156,138
4,207
FR
CCTE
2,156,138
4,207
2nd 2009
US$/Pound
V
Sales to Europe
2,156,138
4,207
FR
CCTE
2,156,138
4,207
3rd 2009
US$/Pound
V
Sales to Europe
2,156,138
4,207
FR
CCTE
2,263,944
4,417
4th 2009
US$/Pound
V
Sales to Europe
2,263,944
4,417
115 Notes to the Consolidated Financial Statements
Amount off protected item ThCh$ ThUS$
Account item related Name
Amount ThCh$
ThUS$
Effect in income Realized Not realized ThCh$ ThUS$ ThCh$ ThUS$
25,625,000
50,000
Due to banks and financial institutions
41,761
81
41,761
81
-
-
25,625,000
50,000
Due to banks and financial institutions
34,738
68
34,738
68
-
-
19,218,750
37,500
Due to banks and financial institutions
34,006
66
34,006
66
-
-
38,437,500
75,000
Due to banks and financial institutions
61,156
119
61,156
119
-
-
25,625,000
50,000
Bonds
54,848
107
(54,848)
(107)
-
-
25,625,000
50,000
Bonds
42,289
83
(42,289)
(83)
-
-
51,250,000
100,000
Bonds
805,878
1,572
(805,878)
(1,572)
-
-
63,289,162
123,491
Bonds
565,811
1,104
565,811
1,104
-
-
857,003
1,672
Other long-term liabilities
92,713
181
-
-
92,713
181
1,285,504
2,508
Other long-term liabilities
133,465
260
-
-
133,465
260
1,285,504
2,508
Other long-term liabilities
127,985
250
-
-
127,985
250
1,428,338
2,787
Other long-term liabilities
136,241
266
-
-
136,241
266
1,499,754
2,926
Other long-term liabilities
136,920
267
-
-
136,920
267
1,571,171
3,066
Other long-term liabilities
136,928
267
-
-
136,928
267
1,571,171
3,066
Other long-term liabilities
130,549
255
-
-
130,549
255
1,642,588
3,205
Other long-term liabilities
129,454
253
-
-
129,454
253
1,714,005
3,344
Other long-term liabilities
128,855
251
-
-
128,855
251
1,714,005
3,344
Other long-term liabilities
122,413
239
-
-
122,413
239
1,785,422
3,484
Other long-term liabilities
120,797
236
-
-
120,797
236
1,856,839
3,623
Other long-term liabilities
118,793
232
-
-
118,793
232
1,928,256
3,762
Other long-term liabilities
116,652
228
-
-
116,652
228
1,856,839
3,623
Other long-term liabilities
107,316
209
-
-
107,316
209
1,856,839
3,623
Other long-term liabilities
102,296
200
-
-
102,296
200
1,642,588
3,205
Other long-term liabilities
86,145
168
-
-
86,145
168
1,714,005
3,344
Other long-term liabilities
85,381
167
-
-
85,381
167
1,856,839
3,623
Other long-term liabilities
87,084
170
-
-
87,084
170
1,856,839
3,623
Other long-term liabilities
81,732
159
-
-
81,732
159
1,242,756
2,425
Other long-term liabilities
85,074
166
-
-
85,074
166
1,433,949
2,798
Other long-term liabilities
96,031
187
-
-
96,031
187
1,433,949
2,798
Other long-term liabilities
93,889
183
-
-
93,889
183
1,720,739
3,358
Other long-term liabilities
110,221
215
-
-
110,221
215
1,720,739
3,358
Other long-term liabilities
108,050
211
-
-
108,050
211
1,720,739
3,358
Other long-term liabilities
105,927
207
-
-
105,927
207
1,720,739
3,358
Other long-term liabilities
103,840
203
-
-
103,840
203
1,911,933
3,731
Other long-term liabilities
113,099
221
-
-
113,099
221
1,911,933
3,731
Other long-term liabilities
111,497
218
-
-
111,497
218
1,911,933
3,731
Other long-term liabilities
109,914
214
-
-
109,914
214
1,911,933
3,731
Other long-term liabilities
108,232
211
-
-
108,232
211
2,007,529
3,917
Other long-term liabilities
112,000
219
-
-
112,000
219
116
NOTE 26 - DERIVATIVE CONTRACTS Type of Type of derivative contract
Contract amount ThCh$ ThUS$
Maturity
Risk hedged
Position purchase Name sale
Protected item or transaction Amount ThCh$ ThUS$
FR
CCTE
892,834
1,742
1st 2007
US$/EURO
V
Sales to Europe
892,834
1,742
FR
CCTE
892,834
1,742
2nd 2007
US$/EURO
V
Sales to Europe
892,834
1,742
FR
CCTE
1,041,640
2,032
3rd 2007
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
1,116,043
2,178
4th 2007
US$/EURO
V
Sales to Europe
1,116,043
2,178
FR
CCTE
1,041,640
2,032
1st 2008
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
1,190,446
2,323
2nd 2008
US$/EURO
V
Sales to Europe
1,190,446
2,323
FR
CCTE
1,116,043
2,178
3rd 2008
US$/EURO
V
Sales to Europe
1,116,043
2,178
FR
CCTE
1,116,043
2,178
4th 2008
US$/EURO
V
Sales to Europe
1,116,043
2,178
FR
CCTE
1,116,043
2,178
1st 2009
US$/EURO
V
Sales to Europe
1,116,043
2,178
FR
CCTE
1,116,043
2,178
2nd 2009
US$/EURO
V
Sales to Europe
1,116,043
2,178
FR
CCTE
1,041,640
2,032
3rd 2009
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
1,041,640
2,032
4th 2009
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
1,041,640
2,032
1st 2010
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
1,041,640
2,032
2nd 2010
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
967,237
1,887
3rd 2010
US$/EURO
V
Sales to Europe
967,237
1,887
FR
CCTE
967,237
1,887
4th 2010
US$/EURO
V
Sales to Europe
967,237
1,887
FR
CCTE
967,237
1,887
1st 2011
US$/EURO
V
Sales to Europe
967,237
1,887
FR
CCTE
967,237
1,887
2nd 2011
US$/EURO
V
Sales to Europe
967,237
1,887
FR
CCTE
1,041,640
2,032
3rd 2011
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
1,041,640
2,032
4th 2011
US$/EURO
V
Sales to Europe
1,041,640
2,032
FR
CCTE
967,237
1,887
1st 2012
US$/EURO
V
Sales to Europe
967,237
1,887
FR
CCTE
967,237
1,887
2nd 2012
US$/EURO
V
Sales to Europe
967,237
1,887
FR
CCTE
1,636,863
3,194
3rd 2012
US$/EURO
V
Sales to Europe
1,636,863
3,194
FR
CCTE
1,636,863
3,194
4th 2012
US$/EURO
V
Sales to Europe
1,636,863
3,194
FR
CCTE
878,849
1,715
1st 2007
US$/EURO
V
Sales to Europe
878,849
1,715
FR
CCTE
878,849
1,715
2nd 2007
US$/EURO
V
Sales to Europe
878,849
1,715
FR
CCTE
1,025,324
2,001
3rd 2007
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
1,098,561
2,144
4th 2007
US$/EURO
V
Sales to Europe
1,098,561
2,144
FR
CCTE
1,025,324
2,001
1st 2008
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
1,171,798
2,286
2nd 2008
US$/EURO
V
Sales to Europe
1,171,798
2,286
FR
CCTE
1,098,561
2,144
3rd 2008
US$/EURO
V
Sales to Europe
1,098,561
2,144
FR
CCTE
1,098,561
2,144
4th 2008
US$/EURO
V
Sales to Europe
1,098,561
2,144
FR
CCTE
1,098,561
2,144
1st 2009
US$/EURO
V
Sales to Europe
1,098,561
2,144
FR
CCTE
1,098,561
2,144
2nd 2009
US$/EURO
V
Sales to Europe
1,098,561
2,144
FR
CCTE
1,025,324
2,001
3rd 2009
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
1,025,324
2,001
4th 2009
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
1,025,324
2,001
1st 2010
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
1,025,324
2,001
2nd 2010
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
952,086
1,858
3rd 2010
US$/EURO
V
Sales to Europe
952,086
1,858
117 Notes to the Consolidated Financial Statements
Amount off protected item ThCh$ ThUS$
Name
Account item related ThCh$
ThUS$
817,950
1,596
Other long-term liabilities
68,133
133
-
-
68,133
133
817,950
1,596
Other long-term liabilities
64,414
126
-
-
64,414
126
Amount
Effect in income Realized Not realized ThCh$ ThUS$ ThCh$ ThUS$
954,275
1,862
Other long-term liabilities
70,811
138
-
-
70,811
138
1,022,438
1,995
Other long-term liabilities
71,466
139
-
-
71,466
139
954,275
1,862
Other long-term liabilities
62,833
123
-
-
62,833
123
1,090,600
2,128
Other long-term liabilities
67,492
132
-
-
67,492
132
1,022,438
1,995
Other long-term liabilities
59,313
116
-
-
59,313
116
1,022,438
1,995
Other long-term liabilities
55,438
108
-
-
55,438
108
1,022,438
1,995
Other long-term liabilities
51,506
100
-
-
51,506
100
1,022,438
1,995
Other long-term liabilities
47,661
93
-
-
47,661
93
954,275
1,862
Other long-term liabilities
40,706
79
-
-
40,706
79
954,275
1,862
Other long-term liabilities
37,502
73
-
-
37,502
73
954,275
1,862
Other long-term liabilities
34,196
67
-
-
34,196
67
954,275
1,862
Other long-term liabilities
30,892
60
-
-
30,892
60
886,113
1,729
Other long-term liabilities
25,687
50
-
-
25,687
50
886,113
1,729
Other long-term liabilities
22,867
45
-
-
22,867
45
886,113
1,729
Other long-term liabilities
20,755
40
-
-
20,755
40
886,113
1,729
Other long-term liabilities
18,645
36
-
-
18,645
36
954,275
1,862
Other long-term liabilities
17,859
35
-
-
17,859
35
954,275
1,862
Other long-term liabilities
15,645
31
-
-
15,645
31
886,113
1,729
Other long-term liabilities
12,206
24
-
-
12,206
24
886,113
1,729
Other long-term liabilities
9,914
19
-
-
9,914
19
1,499,575
2,926
Other long-term liabilities
12,910
25
-
-
12,910
25
1,499,575
2,926
Other long-term liabilities
9,331
18
-
-
9,331
18
813,338
1,587
Other long-term liabilities
63,779
124
-
-
63,779
124
813,338
1,587
Other long-term liabilities
60,112
117
-
-
60,112
117
948,894
1,852
Other long-term liabilities
65,855
128
-
-
65,855
128
1,016,672
1,984
Other long-term liabilities
66,219
129
-
-
66,219
129
948,894
1,852
Other long-term liabilities
57,994
113
-
57,994
113
1,084,450
2,116
Other long-term liabilities
62,097
121
-
-
62,097
121
1,016,672
1,984
Other long-term liabilities
54,250
106
-
-
54,250
106
1,016,672
1,984
Other long-term liabilities
50,434
98
-
-
50,434
98
1,016,672
1,984
Other long-term liabilities
46,563
91
-
-
46,563
91
1,016,672
1,984
Other long-term liabilities
42,777
83
-
-
42,777
83
948,894
1,852
Other long-term liabilities
36,206
71
-
-
36,206
71
948,894
1,852
Other long-term liabilities
33,054
64
-
33,054
64
948,894
1,852
Other long-term liabilities
29,801
58
-
-
29,801
58
948,894
1,852
Other long-term liabilities
26,551
52
-
-
26,551
52
881,116
1,719
Other long-term liabilities
21,705
42
-
-
21,705
42
118
NOTE 26 - DERIVATIVE CONTRACTS Type of Type of derivative contract
Contract amount ThCh$ ThUS$
Maturity
Risk hedged
Position purchase Name sale
Protected item or transaction Amount ThCh$ ThUS$
FR
CCTE
952,086
1,858
4th 2010
US$/EURO
V
Sales to Europe
952,086
1,858
FR
CCTE
952,086
1,858
1st 2011
US$/EURO
V
Sales to Europe
952,086
1,858
FR
CCTE
952,086
1,858
2nd 2011
US$/EURO
V
Sales to Europe
952,086
1,858
FR
CCTE
1,025,324
2,001
3rd 2011
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
1,025,324
2,001
4th 2011
US$/EURO
V
Sales to Europe
1,025,324
2,001
FR
CCTE
952,086
1,858
1st 2012
US$/EURO
V
Sales to Europe
952,086
1,858
FR
CCTE
952,086
1,858
2nd 2012
US$/EURO
V
Sales to Europe
952,086
1,858
FR
CCTE
1,611,223
3,144
3rd 2012
US$/EURO
V
Sales to Europe
1,611,223
3,144
FR
CCTE
1,611,223
3,144
4th 2012
US$/EURO
V
Sales to Europe
1,611,223
3,144
FR
CCTE
865,035
1,688
1st 2007
US$/EURO
V
Sales to Europe
865,035
1,688
FR
CCTE
865,035
1,688
2nd 2007
US$/EURO
V
Sales to Europe
865,035
1,688
FR
CCTE
1,009,208
1,969
3rd 2007
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
1,081,294
2,110
4th 2007
US$/EURO
V
Sales to Europe
1,081,294
2,110
FR
CCTE
1,009,208
1,969
1st 2008
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
1,153,381
2,250
2nd 2008
US$/EURO
V
Sales to Europe
1,153,381
2,250
FR
CCTE
1,081,294
2,110
3rd 2008
US$/EURO
V
Sales to Europe
1,081,294
2,110
FR
CCTE
1,081,294
2,110
4th 2008
US$/EURO
V
Sales to Europe
1,081,294
2,110
FR
CCTE
1,081,294
2,110
1st 2009
US$/EURO
V
Sales to Europe
1,081,294
2,110
FR
CCTE
1,081,294
2,110
2nd 2009
US$/EURO
V
Sales to Europe
1,081,294
2,110
FR
CCTE
1,009,208
1,969
3rd 2009
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
1,009,208
1,969
4th 2009
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
1,009,208
1,969
1st 2010
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
1,009,208
1,969
2nd 2010
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
937,122
1,829
3rd 2010
US$/EURO
V
Sales to Europe
937,122
1,829
FR
CCTE
937,122
1,829
4th 2010
US$/EURO
V
Sales to Europe
937,122
1,829
FR
CCTE
937,122
1,829
1st 2011
US$/EURO
V
Sales to Europe
937,122
1,829
FR
CCTE
937,122
1,829
2nd 2011
US$/EURO
V
Sales to Europe
937,122
1,829
FR
CCTE
1,009,208
1,969
3rd 2011
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
1,009,208
1,969
4th 2011
US$/EURO
V
Sales to Europe
1,009,208
1,969
FR
CCTE
937,122
1,829
1st 2012
US$/EURO
V
Sales to Europe
937,122
1,829
FR
CCTE
937,122
1,829
2nd 2012
US$/EURO
V
Sales to Europe
937,122
1,829
FR
CCTE
1,585,898
3,094
3rd 2012
US$/EURO
V
Sales to Europe
1,585,898
3,094
FR
CCTE
1,585,898
3,094
4th 2012
US$/EURO
V
Sales to Europe
1,585,898
3,094
119 Notes to the Consolidated Financial Statements
Amount off protected item ThCh$ ThUS$
Account item related Name
Amount
Effect in income Realized Not realized ThCh$ ThUS$ ThCh$ ThUS$
ThCh$
ThUS$
881,116
1,719
Other long-term liabilities
18,934
37
-
-
18,934
37
881,116
1,719
Other long-term liabilities
16,869
33
-
-
16,869
33
881,116
1,719
Other long-term liabilities
14,806
29
-
-
14,806
29
948,894
1,852
Other long-term liabilities
13,775
27
-
-
13,775
27
948,894
1,852
Other long-term liabilities
11,611
23
-
-
11,611
23
881,116
1,719
Other long-term liabilities
8,505
17
-
-
8,505
17
881,116
1,719
Other long-term liabilities
6,259
12
-
-
6,259
12
1,491,119
2,910
Other long-term liabilities
6,801
13
-
-
6,801
13
1,491,119
2,910
Other long-term liabilities
3,297
6
-
3,297
6
821,333
1,603
Other long-term liabilities
71,326
139
-
-
71,326
139
821,333
1,603
Other long-term liabilities
67,568
132
-
-
67,568
132
958,221
1,870
Other long-term liabilities
74,446
145
-
-
74,446
145
1,026,666
2,003
Other long-term liabilities
75,314
147
-
-
75,314
147
958,221
1,870
Other long-term liabilities
66,382
130
-
-
66,382
130
1,095,110
2,137
Other long-term liabilities
71,500
140
-
-
71,500
140
1,026,666
2,003
Other long-term liabilities
63,026
123
-
-
63,026
123
1,026,666
2,003
Other long-term liabilities
59,107
115
-
-
59,107
115
1,026,666
2,003
Other long-term liabilities
55,132
108
-
-
55,132
108
1,026,666
2,003
Other long-term liabilities
51,242
100
-
-
51,242
100
958,221
1,870
Other long-term liabilities
44,236
86
-
-
44,236
86
958,221
1,870
Other long-term liabilities
40,765
80
-
-
40,765
80
958,221
1,870
Other long-term liabilities
37,419
73
-
-
37,419
73
958,221
1,870
Other long-term liabilities
34,075
66
-
-
34,075
66
889,777
1,736
Other long-term liabilities
28,607
56
-
-
28,607
56
889,777
1,736
Other long-term liabilities
25,751
50
-
-
25,751
50
889,777
1,736
Other long-term liabilities
23,605
46
-
-
23,605
46
889,777
1,736
Other long-term liabilities
21,460
42
-
-
21,460
42
958,221
1,870
Other long-term liabilities
20,854
41
-
-
20,854
41
958,221
1,870
Other long-term liabilities
18,604
36
-
-
18,604
36
889,777
1,736
Other long-term liabilities
14,921
29
-
-
14,921
29
889,777
1,736
Other long-term liabilities
12,595
25
-
-
12,595
25
1,505,776
2,938
Other long-term liabilities
17,390
34
-
-
17,390
34
1,505,776
2,938
Other long-term liabilities
13,749
27
-
-
13,749
27
120
NOTE 27 - CONTINGENCIES AND RESTRICTIONS • Direct guarantees: To guarantee Banco Bice full compliance with any and all current and future obligations incurred by Empresas CMPC S.A. and subsidiaries, the Company set up a first mortgage of ThCh$ 4,652,240 - ThUS$ 9,078 on the mezzanine and 2nd, 3rd, 4th and 5th floors of the building located at Agustinas 1343, per public deed dated March 16, 2001, before the Notary Enrique Morgan under digest number 1290. • Indirect guarantees The loans and bond issuances of the subsidiary Inversiones CMPC S.A., through its Agency in the Cayman Islands, were guaranteed by Empresas CMPC S.A. The UF bond issuance made by the subsidiary Inversiones CMPC S.A. in Chile, was guaranteed by Empresas CMPC S.A. In the case of indirect guarantees, the creditor of the guarantee backed by Empresas CMPC S.A., is the holder of the document, since such documents are transferable. Empresas CMPC S.A. guaranteed the compliance by La Papelera del Plata S.A. (subsidiary in Argentina), of a lease contract on the machinery this company subscribed with Citibank N.A. • Restrictions: Empresas CMPC S.A., as a result of certain debt contracts entered into by its subsidiary Inversiones CMPC S.A., and guaranteed by them, has to comply with certain financial indicators (“covenants”). These are to maintain a minimum equity, a maximum indebtness level and a minimum level of financial expenses coverage. At December 31, 2005, such indicators are amply complied with. • Lawsuits a) At December 31, 2005, the subsidiaries Forestal Mininco S.A. and Forestal Crecex S.A. have participated in a number of proceedings involving growers and landholders regarding boundaries and other disputes. At December 31, 2005, Forestal Mininco S.A. has a provision of ThCh$ 150,000 - ThUS$ 293. b) In August 2001, the Supreme Court unanimously confirmed the rule that accepted the claim presented by the subsidiary CMPC Celulosa S.A. declaring that the Central Bank had to pay the promissory notes issued by that public body, pursuant to the calculation rules contained in them upon issuance and not under a new calculation formula subsequently established by the debtor. The Central Bank did not accept the rule, invoking a technical impossibility to arrive at the determination of the proper amount. In view of that refusal, CMPC has had to begin new legal procedures in which the Central Bank has continued presenting any kind of dilatory motions. • Other lawsuits a) Tax Lawsuit filed against CMPC Celulosa S.A. for a claim over tax settlement made by the S.I.I. on April 30, 2003, and related to the appraisal of the value of shares internally transferred. The company lawyer’s have a favorable opinion, therefore, no allowances have been made. b) As of December 31, 2005, the subsidiary Papelera del Plata S.A. in Argentine, has several lawsuits in a number of Argentine labor courts, which involve committed amounts of ThCh$ 798,116 - ThUS$ 1,557. c) At December 31, 2005, the subsidiary Fabi Bolsas Industriales S.A. faces a labor lawsuit. The amount involved is ThCh$ 83,001 - ThUS$ 162 (ThCh$ 74,667 - ThUS$ 129 at December 31, 2004). There is a provision for this concept ascending to ThCh$ 61,337 - ThUS$ 120. This provision considers a contingency of maximum probability, but usually the sentences are less than the claimed amount.
121 Notes to the Consolidated Financial Statements
d) At December 31, 2005, the subsidiary CMPC Celulosa S.A. follows a labor lawsuit before the Court of Laja. The amount involved is ThCh$ 104,599 - ThUS$ 204 (ThCh$ 108,365 - ThUS$ 188 at December 31, 2004). A provision has been set up for this concept. e) Subsidiaries of the Company have presented an appeal to the Argentine Nation’s Court for it to suspend and annul proceedings issued by the Federal Administration of Public Revenue relating to taxes and interests on financial transactions occurring during the years 1995 and 1998 amounting to 3,220,843 Argentine pesos plus fines and interests. According to the Company and its legal advisors, these proceedings should not prosper because all transactions have been legally and administratively done following current legislation, therefore, no provisions have been established. f ) At December 31, 2005, the subsidiary Forestal y Agrícola Monte Aguila S.A. faces five labor lawsuits amounting to ThCh$ 3,500,000 - ThUS$ 6,829. During January, 2006, two of the five lawsuits representing fifty percent of the total were finished with a favorable sentence for the Company. The other lawsuits are still in process. There are associated insurance policies for these contingencies. • Other contingencies a) Responsibility in return of exports under consignment amounting to ThCh$ 16,081,370 - ThUS$ 31,378 at December 31, 2005 and ThCh$ 33,228,139- ThUS$ 57,541 in 2004. This amount represents the marketable price set up at the delivery date. b) As of December 31, 2005, the Company has a liability for the collection upon maturity of the portfolio of assigned loans of ThCh$ 34,072,797 - ThUS$ 66,484. As of December 31, 2004 there was no obligation for this concept. c) Empresas CMPC S.A. guarantees compliance of SWAP contracts entered into by Inversiones CMPC S.A. mainly with J.P. Morgan Chase N.A. and others, related to interest rates on a total notional amount of US$ 705,000,000. • Foreign investments The Company’s Financial Statements include the effect of the current economic context of Argentine, Uruguay and Peru over the economic and financial position of related companies in such countries, according to the administrations evaluations, as at the date of preparation. The real future results will depend on the evolution of said economies.
122
Direct guarantees: Deudor
Assets involved Book value ThCh$
Guarantee creditor
Entity
Relation
Type of guarantee
Type
BICE Bank
Empresas CMPC S.A.
Informant Agustinas 13
Mortgage
Floor 2,3,4 and 5
Nacional Fundo of Technology Development
Forestal Mininco S.A.
Subsidiary
Guarantee bill
Cash
General Treasury of the Republic
Inforsa S.A.
Indirect subsidiary
Promissory notes
Machinery
-
Customs
Inforsa S.A.
Indirect subsidiary
Bill of exchange
Machinery
17,166
Foreign supplier
Inforsa S.A.
Indirect subsidiary
Bill of exchange
Machinery
2,251,882
General Treasury of the Republic
CMPC Celulosa S.A.
Indirect subsidiary
Bill of exchange
Fixed Assets
1,176,088
General Treasury of the Republic
CMPC Celulosa S.A.
Indirect subsidiary
Promissory notes
Machinery
General Treasury of the Republic
CMPC Celulosa S.A.
Indirect subsidiary
Promissory notes
Machinery
-
Railroad State Company
CMPC Celulosa S.A.
Indirect subsidiary
Bill of exchange
Machinery
5,392
Telecommunications Company of Chile
CMPC Tissue S.A
Indirect subsidiary
Letters
Cash
3,595
Natural Gas
Protisa Perú S.A.
Indirect subsidiary
Guarantee letter
Cash
National Customs Superintendency
Protisa Perú S.A.
Indirect subsidiary
Guarantee letter
Machinery
Chilean Security Association
CMPC Tissue S.A
Indirect subsidiary
Letters
Cash
Roberto del Río Hospital
CMPC Tissue S.A
Indirect subsidiary
Letters
Cash
5,711
Roberto Arriarán Clinic Hospital
CMPC Tissue S.A
Indirect subsidiary
Letters
Cash
8,249
Sotero del Río Hospital
CMPC Tissue S.A
Indirect subsidiary
Letters
Cash
4,140
Assalud - National Hospital ED
Protisa Perú S.A.
Indirect subsidiary
Guarantee letter
Cash
4,296
4,652,240 18,707
-
71,750 109,569 4,021
123 Notes to the Consolidated Financial Statements
Balances pending at year end 2005 2004 ThCh$ ThCh$
2006 ThCh$
Assets
-
-
-
18,707
19,380
18,707
Guarantees released 2007 Assets ThCh$
2008 ThCh$
Assets
Fixed assets
-
-
-
-
Cash
-
-
-
-
-
620,644
-
-
-
-
-
-
17,166
180,398
17,166
Fixed Assets
-
-
-
-
2,251,882
3,894,808
2,251,882
Fixed Assets
-
-
-
-
1,176,088
1,325,263
1,176,088
Fixed Assets
-
-
-
-
-
1,574,941
-
-
-
-
-
-
-
-
-
-
-
Fixed Assets
-
-
-
-
Cash
-
-
-
6,493
-
5,392
10,047
5,392
3,595
3,480
-
71,750
-
71,750
109,569
69,296
109,569
4,021
-
-
-
3,395
Cash
-
-
-
-
Fixed Assets
-
-
-
-
Cash
-
-
-
4,021
5,711
-
5,711
Cash
-
-
-
-
8,249
-
8,249
Cash
-
-
-
-
4,140
-
4,140
Cash
-
-
-
-
4,296
-
4,296
Cash
-
-
-
-
Inversiones CMPC S.A. Cayman Island Agency Inversiones CMPC S.A. Cayman Island Agency Inversiones CMPC S.A. Inversiones CMPC S.A. Cayman Island Agency Papelera del Plata S.A. Industrias Forestales S.A. CMPC Celulosa S.A. Inversiones CMPC S.A. Cayman Island Agency
Bonds
UF Bonds
J.P. Morgan Chase Bank and others
Citibank N.A. - Argentina
Voith Paper Maq. y Equipam. Ltda.
Valmet Fibertech AB, Kvaerner Pulping AB y otros
Bonds
Entity
Deudor
BBVA S.A.
Guarantee creditor
Indirect guarantees:
Relation
Subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Guarantor
Guarantor
Guarantor
Guarantor
Guarantor
Joint debtor
Guarantor
Guarantor
Type of guarantee
No
No
No
No
No
No
No
No
Assets involved Type
-
-
3,968,650
6,901,336
51,250,000
125,823,670
153,750,000
243,437,500
2005
144,366,600
973,303
6,497,075
9,693,588
-
-
173,239,920
274,296,540
2004
Balances pending at year end ThCh$ 2006
-
445,976
1,707,719
1,701,699
-
-
-
21,352,031
-
-
1,744,355
1,701,699
-
-
-
42,710,469
2007
2008
-
-
516,576
1,701,699
-
-
-
59,791,838
Guarantees released ThCh$
124
125 Notes to the Consolidated Financial Statements
NOTE 28 - GUARANTEES FROM THIRD PARTIES Guarantees from third parties are as follows: Transaction
Amount ThCh$ ThUS$
Issuer
Relation
Investment Project
5,171,012
10,090
Andritz A.G.
Supplier
Investment Project
2,963,943
5,783
Kvarner Power
Supplier
Investment Project
4,192,031
8,180
Metso Paper Pori y Service
Supplier
Services
5,208,748
10,163
Constructora Tecsa
Supplier
Services
2,669,662
5,209
Andritz OY
Supplier
Services
1,144,177
2,233
Metso Paper Pori y Service
Supplier
Services
1,681,907
3,282
Owner Securing
Supplier
Investment Project
862,861
1,684
Siemens Demag
Supplier
Investment Project
431,131
841
Demagdelaval
Supplier
Investment Project
335,382
654
Saalasti Oy
Supplier
Services
436,964
853
Invensys Chile S.A.
Supplier
Services
403,699
788
Tecnasic
Supplier
Services
346,638
676
Claro, Vicuña, Valenzuela
Supplier
Services
304,413
594
Fibra S.A.
Supplier
Services
285,570
557
Constructora JCE S.A.
Supplier
Services
233,510
456
Rudel
Supplier
Services
650,925
1,270
Sundry
Supplier
Investment Project
255,400
498
Proyectos y Montajes Comin S.A.
Supplier
Investment Project
238,058
465
Voith Paper Maquinaria y Equipamientos Ltda.
Supplier
Investment Project
721,539
1,408
Sundry foreign suppliers
Supplier
Correct execution
198,335
387
Sundry suppliers
Supplier
Finished product sales
1,127,500
2,200
Papel y Carton Derivados S.A.
Customer
Finished product sales
626,481
1,222
Guedikian Impresores S.A.
Customer
Finished product sales
256,250
500
Establecimiento Gráfico Impresores S.A
Customer
Finished product sales
102,500
200
Caracas Paper Company
Customer
Finished product sales
184,500
360
Papelera Corrientes S.A..
Customer
Finished product sales
153,750
300
Productos El Cid S.A.
Customer
Finished product sales
128,125
250
Impresora Hispania
Customer
Alianza Gráfica S.A.
Customer
Sundry
Customer
Finished product sales
128,125
250
Finished product sales
532,585
1,039
Timber Sales
351,042
685
Proarauco S.A.
Customer
Transportation
138,000
269
Juan Carlos Cabrera R.
Outsourcing
Timber Sales
150,523
294
Forestal Santa Inés Ltda.
Customer
Road Construction
177,698
347
Constructora Tricam Ltda.
Outsourcing
Road Construction
106,000
207
Ingenieria y Construcciones Aninat Ltda.
Outsourcing
Timber Sales
130,000
254
Aserraderos Corsa S.A.
Supplier
Road Construction
325,000
634
Empresa Movimiento de Tierra I.N.B. Ltda.
Outsourcing
Timber Sales
248,299
484
Aserraderos Poco a Poco Ltda.
Customer
Timber Sales
242,245
473
Forestal Transporte y Const. Sta. Elena
Customer
Forest Protection
237,031
462
Helicópteros Agroforestales Ltda.
Outsourcing
Transportation Service
161,809
316
Sundry suppliers
Supplier
National Purchases
462,243
902
Sundry suppliers
Supplier
Sundry Services
194,650
380
Sundry suppliers
Supplier
126
NOTE 29 - LOCAL AND FOREIGN CURRENCY Current assets: Currency
2005 ThCh$
2004 ThUS$
ThCh$
ThUS$
Activos circulantes Cash and banks
Non indexed pesos
3,884,276
7,579
1,372,635
2,377
Cash and banks
Dollar
1,065,346
2,079
2,259,224
3,912
Cash and banks
Euro
462,288
902
400,223
693
Cash and banks
Argentinean pesos
5,158
10
446,784
774
Cash and banks
Other currencies
Time deposits and marketable securities
Non Indexed pesos
Time deposits and marketable securities
339,372
662
413,722
716
8,306,636
16,208
11,131,553
19,276
Dollar
46,022,412
89,800
179,848,661
311,444
Time deposits and marketable securities
Euro
6,352,777
12,396
84,432,901
146,213
Time deposits and marketable securities
Other currencies
276,164
539
355,587
616
Accounts receivable short-term
Non indexed pesos
74,612,918
145,586
80,327,406
139,104
Accounts receivable short-term
Dollar
80,325,995
156,734
110,622,509
191,565
Accounts receivable short-term
Euro
3,399,307
6,633
5,396,520
9,345
Accounts receivable short-term
Argentinean pesos
12,190,493
23,786
9,781,900
16,939
Accounts receivable short-term
Other currencies
7,509,097
14,652
5,604,350
9,705
Notes and accounts receivables to related companies
Non indexed pesos
Inventories
Indexed pesos
Inventories
Dollar
Inventories
Argentinean pesos
Inventories
Other currencies
Taxes recoverable
Indexed pesos
Taxes recoverable
Argentinean pesos
Taxes recoverable
Other currencies
Prepaid expenses Prepaid expenses Prepaid expenses
-
-
387,110
670
149,700,428
292,099
112,295,098
194,462
95,782,269
186,893
100,727,166
174,429
13,819,801
26,966
12,559,490
21,749
9,325,657
18,195
8,057,378
13,953
38,692,206
75,497
25,792,825
44,666
133,525
261
780,886
1,352
216,807
423
1,779,898
3,082
Non indexed pesos
2,890,592
5,640
2,762,497
4,785
Dollar
2,787,418
5,439
3,406,751
5,899
Argentinean pesos
203,650
397
484,773
840
Prepaid expenses
Other currencies
334,113
652
334,300
579
Deferred taxes
Non indexed pesos
5,014,107
9,785
2,961,534
5,129
Deferred taxes
Argentinean pesos
705,421
1,376
450,554
780
Deferred taxes
Other currencies
28,394
55
74,196
128
Other currents assets
Non indexed pesos
Other currents assets
Dollar
Other currents assets Other currents assets
4,974,580
9,706
26,396,346
45,710
30,786,354
60,071
17,266,285
29,900
Euro
-
-
6,144,737
10,641
Other currencies
-
-
139,494
242
127 Notes to the Consolidated Financial Statements
Currency
2005 ThCh$
2004 ThUS$
ThCh$
ThUS$
Fixed assets Fixed assets
Indexed pesos
2,213,515,164
4,319,053
2,125,382,599
3,680,530
Fixed assets
Dollar
Fixed assets
Euro
316,921,068
618,383
160,111,649
277,266
3,510,476
6,850
26,068,917
45,144
Investments in related companies Investments in other companies
Indexed pesos
39,488,111
77,050
27,943,821
48,390
Indexed pesos
134,238
262
134,238
232
Goodwill
Indexed pesos
54,506,973
106,355
61,182,342
105,950
Negative goodwill
Indexed pesos
(24,323,985)
(47,461)
(25,936,415)
(44,914)
Long-term debtors
Indexed pesos
13,227,923
25,811
2,083,140
3,607
Long-term debtors
Argentinean pesos
1,937,526
3,781
1,957,929
3,391
Long-term debtors
Other currencies
Intangibles
Indexed pesos
Intangibles
Other currencies
Others
Indexed pesos
Others
Dollar
Others
Other currencies
Total assets
Non indexed pesos
Others assets
Dollar
495,471
966
364,394
631
1,800,960
3,514
1,804,356
3,125
-
-
57,143
99
2,801,087
5,465
1,030,880
1,785
440,282
859
351,123
608
6,195,004
12,088
115,975
201
99,683,109
194,504
125,339,081
217,051
574,131,144
1,120,258
574,593,368
995,023
Euro
13,724,848
26,781
122,443,298
212,036
Argentinean pesos
28,995,574
56,577
26,462,316
45,825
Other currencies Indexed pesos
24,720,079
48,231
17,296,437
29,952
2,489,543,105
4,857,645
2,331,712,884
4,037,833
128
Current liabilities: Up to 2005 Currency
Amount ThCh $
ThUS$
Average annual interest rate
Liabilities to banks and financial institutions short-term
Argentinean pesos
273,018
533
-
Liabilities to banks and financial institutions short-term
Non indexed pesos
16,707,218
32,599
5.44%
Liabilities to banks and financial institutions short-term
Dollar
195,441
381
-
Liabilities to banks and financial institutions short-term
Other currencies
1,283,841
2,505
4.75%
Short-term portion of long term liabilities to banks and financial institutions
Dollar
3,424,586
6,682
-
Liabilities with public (Bonds)
Indexed pesos
1,124,876
2,195
-
Liabilities with public (Bonds)
Dollar
249,844
488
-
Short-term portion of long term liabilities
Dollar
253,706
495
-
Dividends payable
Non indexed pesos
1,240,706
2,421
-
Account payable
Non indexed pesos
67,832,496
132,356
-
Account payable
Dollar
22,934,103
44,749
-
Account payable
Argentinean pesos
8,217,936
16,035
-
Account payable
Other currencies
2,098,678
4,095
-
Notes payable
Non indexed pesos
-
-
-
Notes payable
Dollar
2,733,068
5,333
-
Notes payable
Euro
147,743
288
-
Notes payable
Other currencies
106,491
208
-
Sundry creditors
Indexed pesos
168,673
329
-
Sundry creditors
Non indexed pesos
496,389
969
-
Sundry creditors
Other currencies
53,122
104
-
Notes and accounts payable to related companies
Non indexed pesos
Notes and accounts payable to related companies
Dollar
Provisions
1,449
3
-
435,327
849
-
Non indexed pesos
12,357,414
24,113
-
Provisions
Argentinean pesos
377,704
737
-
Provisions
Other currencies
303,466
592
-
Withholdings
Non indexed pesos
6,201,679
12,101
-
Withholdings
Argentinean pesos
729,071
1,423
-
Withholdings
Other currencies
911,006
1,778
-
Unearned income
Non indexed pesos
643,719
1,256
-
Unearned income
Dollar
64,349
126
-
Other current liabilities
Non indexed pesos
-
-
-
Other current liabilities
Other currencies
-
-
-
Total current liabilities
Non indexed pesos
105,481,070
205,818
-
30,290,424
59,103
-
4,756,604
9,281
-
Dollar Other currencies Indexed pesos
1,293,549
2,524
-
Argentinean pesos
9,597,729
18,727
-
147,743
288
-
Euro
129 Notes to the Consolidated Financial Statements
90 days
90 days up to one year
2004 Amount ThCh $ ThUS$
2005 Average annual interest rate
2004
Amount ThCh $ ThUS$
Average annual interest rate
Amount ThCh $
ThUS$
Average annual interest rate
-
-
-
1,212,648
2,366
8.89%
-
-
-
879,777
1,524
-
-
-
-
-
-
-
165,730
287
-
-
-
-
-
-
-
524,403
908
4.20%
1,048,024
2,045
4.79%
-
-
-
3,279,129
5,678
-
21,352,031
41,662
2.35%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
145,075,380
251,227
7.38%
1,431,349
2,479
4.20%
3,165,971
6,178
4.06%
4,290,723
7,430
4.20%
25,926,305
44,897
-
-
-
-
-
-
-
60,305,295
104,431
-
2,801,595
5,467
-
1,081,396
1,873
-
21,066,582
36,481
-
3,129,955
6,107
-
3,816,373
6,609
-
8,282,060
14,342
-
-
-
-
-
-
-
2,849,178
4,934
-
-
-
-
-
-
-
35,162
61
-
-
-
-
-
-
-
2,983,906
5,167
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
191,958
332
-
-
-
-
-
-
-
154,775
268
-
-
-
-
-
-
-
1,237,982
2,144
-
-
-
-
-
-
-
12,824
22
-
-
-
-
-
-
-
71,765
124
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
10,915,305
18,903
-
2,267,967
4,425
-
4,614,290
7,991
-
395,446
685
-
-
-
-
-
-
-
955,820
1,655
-
-
-
-
-
-
-
5,950,483
10,304
-
-
-
-
-
-
-
676,763
1,172
-
-
-
-
-
-
-
533,362
924
-
-
-
-
-
-
-
857,500
1,485
-
406,422
793
-
-
-
-
511,540
886
-
-
-
-
-
-
-
2,080,256
3,602
-
-
-
-
-
-
-
-
-
-
227,694
444
-
-
-
-
108,259,830
187,475
-
5,475,984
10,685
-
5,695,686
9,863
-
29,438,236
50,978
-
27,647,957
53,947
-
153,182,476
265,266
-
5,067,545
8,775
-
1,275,718
2,489
-
-
-
-
154,775
268
-
-
-
-
-
-
-
9,354,269
16,199
-
1,212,648
2,366
-
-
-
-
-
-
-
-
-
-
-
-
-
130
Long-term liabilities - current period 2005
Currency
Amount 2005 ThCh$
One up to three years Average annual interest rate ThUS$ %
Liabilities to banks
Dollar
102,502,306
200,004
4.16
Liabilities with public (Bonds)
Dollar
-
-
-
Liabilities with public (Bonds)
Indexed pesos
Notes payable
Dollar
Notes payable
Indexed pesos
Provisions Provisions
-
-
-
7,409,996
14,459
4.06
13,320
26
-
Non indexed pesos
6,119,517
11,941
Argentinean pesos
363,303
709
-
Deferred taxes
Non indexed pesos
16,839,966
32,858
-
Deferred taxes
Other currencies
801,626
1,564
-
Other liabilities
Non indexed pesos
4,487,469
8,756
-
Other liabilities
Dollar
343,912
671
-
Total long-term liabilities
Dollar
110,256,214
215,134
Indexed pesos
13,320
26
Non indexed pesos
27,446,952
53,555
Argentinean pesos
363,303
709
Other currencies
801,626
1,564
Long-term liabilities - prior period 2004
Currency
Amount 2005 ThCh$
One up to three years Average annual interest rate ThUS$ %
Liabilities to banks
Dollar
72,183,300
125,000
2.35
Liabilities with public (Bonds)
Dollar
-
-
-
Notes payable
Dollar
9,362,903
16,214
4.30
Provisions
Non indexed pesos
4,949,944
8,572
-
Provisions
Argentinean pesos
750,795
1,300
-
Deferred taxes
Non indexed pesos
13,112,949
22,708
-
Deferred taxes
Other currencies
462,297
801
-
Total long-term liabilities
Dollar
81,546,203
141,214
Non indexed pesos
18,062,893
31,280
Argentinean pesos
750,795
1,300
Other currencies
462,297
801
131 Notes to the Consolidated Financial Statements
Three up to five years Amount 2005 ThCh$ ThUS$
Average annual interest rate %
ThCh$
Five up to ten years Amount 2005 ThUS$
Average annual interest rate %
More than 10 years Amount Average annual 2005 interest rate ThCh$ ThUS$ %
140,083,163
273,333
4.27
30,750,000
60,000
4.91
-
-
-
-
-
-
153,750,000
300,000
4.88
-
-
-
-
-
-
125,823,670
245,510
3.22
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,079,678
7,960
-
10,199,195
19,901
-
7,736,603
15,096
-
-
-
-
-
-
-
-
-
-
4,403,309
8,592
-
10,295,704
20,089
-
27,392,546
53,449
-
-
-
-
-
-
-
-
-
-
1,410,763
2,753
-
296,701
579
-
-
-
-
-
-
-
-
-
-
-
-
140,083,163
273,333
184,500,000
360,000
-
-
-
-
125,823,670
245,510
-
-
9,893,750
19,305
20,791,600
40,569
35,129,149
68,545
-
-
-
-
-
-
-
-
-
-
-
-
Three up to five years Amount 2005 ThCh$ ThUS$
Average annual interest rate %
ThCh$
Five up to ten years Amount 2005 ThUS$
Average annual interest rate %
More than 10 years Amount Average annual 2005 interest rate ThCh$ ThUS$ %
202,113,240
350,000
2.35
-
-
-
-
-
-
-
-
-
173,239,920
300,000
4.88
-
-
-
2,834,267
4,908
4.00
-
-
-
-
-
-
5,103,899
8,838
-
5,593,405
9,686
-
12,780,647
22,132
-
-
-
-
-
-
-
-
-
-
5,464,567
9,463
-
12,843,623
22,241
-
23,172,771
40,128
-
-
-
-
-
-
-
-
-
-
204,947,507
354,908
173,239,920
300,000
-
-
10,568,466
18,301
18,437,028
31,927
35,953,418
62,261
-
-
-
-
-
-
-
-
-
-
-
-
132
NOTE 30- PENALTIES No penalties were imposed on the Company and subsidiaries, nor on their Directors or General Managers by the Chilean Superintendency of Securities and Insurance or any other competent administrative authority. Just it is necessary to mention: a) Except the penalty of 15 UF imposed on the General Managers of Forestal Mininco S.A. and Forestal Crecex S.A. pursuant to exempt resolutions N° 183 and N° 184 issued by the Chilean Superintendency of Securities and Insurance, respectively, dated April 22, 2004, in connection with a delay in the sending of information relating to the shareholders listing. In September 2004 such companies cancelled their listing in the registry of the Superintendency (Note N°1). b) As consequence of an incident in Celulosa Pacífico Plant, located in the IX Region of Chile, the Company had to pay a penalty of 700 UTM (ThCh$ 21.578 - ThUS$ 42) in response to the resolution N°002983 dated August 17th, 2005, issued by the Regional office of the Ministry of Health. The company appealed to this penalty. NOTE 31 - SUBSEQUENT EVENTS There have been no subsequent events during the year ended December 31, 2005 and the date on which these financial statements were prepared (January 31, 2006) which could significantly affect their balances or interpretation. NOTE 32- ENVIRONMENTAL ISSUES Empresas CMPC S.A. and subsidiaries have a long-term policy in place consisting in the sustainable development of their forest and industrial activities in harmony with the environment. In this context, investments in fixtures, equipment, and industrial plants include cutting-edge technology, consistent with the latest breakthroughs in this matter. Accordingly, their costs have increased due to these advances. Most of the subsidiaries and factories have already obtained or have filed for certification for the ISO 9002 and 14001 international quality standards. In addition, annually vast land surface is recovered and protected from erosion through forestation. Expenses incurred in environmental projects during the year amount to ThCh$ 19,309,886 - ThUS$ 37,678 (ThCh$ 5,445,621 ThUS$ 9,430 in 2004), among which are expenses involving outflow treatment in industrial processes. NOTE 33 - TIME DEPOSITS At December 31, 2005 and 2004 this caption includes the following financial investments:
Institutions
ThCh$ 2005
2004
22,589,691
20,439,010
Time Deposits in pesos, re-denominated to dollars Banco Santander Chile Banco BICE
-
8,109,115
Banco BBVA
-
4,632,493
Deutsche Bank Chile S.A.
-
3,765,142
Banco Crédito Inversiones SubTotal ThUS$
-
2,434,484
22,589,691
39,380,244
44,077
68,195
133 Notes to the Consolidated Financial Statements
Institutions
ThCh$ 2005
2004
Banco Santander Chile
-
26,758,448
Banco Chile
-
25,678,105
Banco Crédito Inversiones
-
6,689,765
Banco BBVA
-
10,024,017
Time Deposits in pesos, re-denominated to Euros
Corp Banca
-
9,070,400
SubTotal
-
78,220,735
ThUS$
-
135,455
J.P. Morgan Chase Bank - New York
5,676,811
1,807,033
Citibank N.A. - New York
1,689,715
466,183
Banco de Crédito - Perú
196,201
-
19,936
22,579
Dresdner Bank A.G.
-
8,684,511
Bayerische Landesbank N.Y.
-
8,684,337
J.P. Morgan Chase Bank (Perú)
-
2,768,476
7,582,663
22,433,119
14,795
38,848
6,270,875
180,275
Time Deposits in dollars
HSBC Bank (Uruguay)
SubTotal ThUS$ Time Deposits in Euros. Citibank N.A. - London Mirlan Bank SubTotal ThUS$
55,676
69,896
6,326,551
250,171
12,345
433
Time Deposits in other currencies Banco Santander Chile
6,713,243
-
Banco Credito Inversiones
628,631
-
Banco Chile
571,606
-
Banco Bice
275,138
1,441
Banco Crédito - Perú (other currencies)
172,802
114,364
San Paolo IMI Bank - Asia (other currencies)
103,362
-
Banco BBVA
-
4,834,020
Citibank N.A. - London (other currencies)
-
241,155
Banco Sudamericano Perú
-
68
8,464,782
5,191,048
SubTotal ThUS$
16,517
8,989
Total deposits ThCh$
44,963,687
145,475,317
Total deposits ThUS$
87,734
251,920
Time deposits in Chilean pesos re-denominated to dollar and to euro, subscribed with financial institutions have been valued at the year end, considering the value of principal and accrued interest of such instrument, in the amount of ThCh$ 22,679,424 - ThUS$ 44,253 (ThCh$ 120,419,945 - ThUS$ 208,532 in 2004), net of the difference in the value of the forward contracts entered to re-denominate these transactions to dollar and to euro. They have been recorded at the year-end fair value ThCh$ (89,733) - ThUS$ (175) (ThCh$ (2,818,966) - ThUS$ (4,882) in 2004).
134
NOTE 34 - LONG-TERM NOTES PAYABLE Long-term Notes payable denominated in US dollars amount to ThCh$ 7,423,316 - ThUS$ 14,485 at December 31, 2005 (ThCh$ 12,197,170 - ThUS$ 21,122 in 2004), corresponding to loans from suppliers related to project of investments in fixed assets, accruing an annual average interest rate of 4.0643%. The breakdown of these loans is the following: ThCh$
Supplier
Destination
2005
2004
Leasing Argentina (1)
5,199,637
7,776,176
Machinery and equipment
Voith S.A.
Machinery and equipment
2,135,009
4,110,460
General Treasury of the Republic
55,419
284,541
Others
33,251
25,993
7,423,316
12,197,170
14,485
21,122
Total ThUS$
Custom taxes Other fixed assets
These loans mature between 2007 and 2009. The portion corresponding to current maturities which are shown in Long-term liabilities with current maturities under Current liabilities is as follows: ThCh$
Supplier
Destination
2005
2004
Leasing Argentina (1)
1,825,133
2,027,948
Machinery and equipment
Voith S.A.
1,554,212
1,764,809
Machinery and equipment
40,332
937,888
Custom taxes
-
973,304
Machinery and equipment
General Treasury of the Republic Valmet Fiber Tech A.B. Others Total ThUS$
-
18,123
3,419,677
5,722,072
6,673
9,909
Other fixed assets
NOTE 35 - FOREIGN CURRENCY TRANSLATION The accounting record of Empresas CMPC S.A. and local subsidiaries are in Chilean pesos. Foreign subsidiaries are converted to Chilean pesos as indicated in Note 2 f ). The accompanying financial statements have been translated into United States dollars as follows. The balance sheet statement of income, statement of cash flows and amounts in the notes to the financial statements as of December 31, 2005 have been translated into United States dollars at the year end exchanged rate of $ 512.50 to US$ 1. In the case of the prior year 2004, they were translated at the year end exchange rate of Ch$ 557.40 to US$ 1, but on a basis of it’s historical values in Chilean pesos at December 31, 2004.
Ricardo Hetz Vorpahl Controller
Arturo Mackenna IĂąiguez Chief Executive Officer
Report of Independent Accountants 135
136
Overseas Representatives
CMPC FORESTAL Benelux Koninklijke Eduard Van Leer B.V. Jodenbreestraat 152-154 1011 NS Amsterdam Holland, Belgium, Luxemburg Tel. : (31-20) 622 2324 Fax : (31-20) 624 4500 Tlx. : 11267 LEE Mr. Goderd H. Graafland Mr. Martin S. Den Butter CMPC Asia Limited Toto Bldg. 6F-5-1-4, Toranomon - Minato-ku, Tokyo 105-0001 Japan Tel. : (81-3) 5733 2570 Fax : (81-3) 3432 3005 Mr. Patricio Arenas CMPC USA CMPC USA, Inc. 1050 Crown Pointe Parkway Suite 1590, Atlanta, GA 30338 Tel. : 1 (770) 551 2640 Fax : 1 (770) 551 2641 USA Mr. Pablo Sufán China COPC International Ltd. 22F-1, 447, Sec 3, Win Hsin Road, Taichung, Taiwan, R.O.C Taiwan Tel. : (886-4) 2296 8736 Fax : (886-4) 2296 8430 Mr. Peter Chang Egypt Sherif Exp & Imp 4, Adib Street Alexandria, Egypt Tel. : (203) 597 2896 Fax : (203) 597 1463 / 38514650639 Mr. Murat Pasic Japan Sakin Corporation Toto Bldg. 6F-5-1-4, Toranomon-Minato-ku, Tokyo 105-0001 Japan Tel. : (81-3) 5733 2570 Fax : (81-3) 3432 3005 Mr. Kenji Hatogai Sato Middle East United Agencies Suite Nº.801, Khalid Al Attar Tower, Sheik Zayed Road, Post Box 2212 Dubai, U.A.E. Tel. : (971-4) 332 2443 Fax : (971-4) 332 2553 www.uadubai.com Mr. Vijai Nihalani Spain Eliz Atea 8-2º A 48280 Lekeitio Viscaya Spain Tel. : (34-94) 684 0007 Fax : (34-94) 684 3189 Mr. Ramón Zarandona García zarandona@zaranzabal.com
Taiwan COPC International Ltd. 22F-1, 447, Sec 3, Win Hsin Road, Taichung, Taiwan, R.O.C Taiwan Tel. : (886-4) 2296 8736 Fax : (886-4) 2296 8430 Mr. Peter Chang United Kingdom Price & Pierce Softwoods Limited Cavendish House, 40 Goldsworth Road, Woking Surrey GU21 6JT England Tel. : (44 1483) 221 800 Fax : (44 1483) 726 203 Mr. Stephen Pitt CMPC CELULOSA S.A. Argentina Productos Forestales S.A. PROFORSA Laprida 3278 piso 2, of: 43 1642 San Isidro, Buenos Aires Tel. : (54-11) 4735 2733 Fax : (54-11) 4735 2740 Australia Silvania Resources, Inc. 1820 N. Corporate Lakes Blvd. Suite 307 Weston, Florida 33326 U.S.A Tel. : (1-954) 385 4890 Fax : (1-425) 944 1836 Benelux Countries Euro Fibres S.A. 18 Avenue Lavoisier B-1300 Wavre Belgium Tel. : (32-10) 23 74 50 Fax : (32-10) 23 74 52 Bolivia Hein Ltda. Avda. Arce 2396 La Paz Tel. : (591-2) 244 2786 / 244 0945 Fax : (591-2) 244 1188 Brazil Claudio Maresca, Representante Rua Itapicuru, 369 - piso 10 Conj. 1003, Perdizes 05006 -000 Sao Paulo - SP Tel. : (55-11) 3864 1119 Fax : (55-11) 3675 7519 China China International Tourism & Trade Co., Ltd. (CITTC) 2F International Convention Center Nº. 8 Beichendonglu Beijing 100101 Tel. : (86-10) 8497 3322 Fax : (86-10) 8497 3339 CellMark AB, Shanghai Office Room 2007, 205 South Mao Ming Road, Rui Jin Building Shanghai 200020 Tel. : (86-21) 6473 0266 Fax : (86-21) 6473 0030
CMPC Europe Limited 5 Dukes Gate Acton Lane London W4 5DX Tel. : (44-20) 899 69960 Fax : (44-20) 899 69967 Colombia Herzig & Cía. S.A. Carrera 50 N 6-41, Medellín Tel. : (57-4) 255 2122 Fax : (57-4) 285 5805 Eastern Europe W. Heinzel A.G. Wagramer Strasse 28-30 Viena A-1223 Austria Tel. : (43-1) 260-110 Fax : (43-1) 263 6363 Ecuador Alter Cia. Ltda. Almagro 1550 y Pradera Edificio P.A. Kingman, piso 4B Quito Tel. : (593-2) 2905531 Fax : (593-2) 256 4571 France Unifibra S.A. 32, chemin Frank-Thomas CH-1208 Ginebra Switzerland Tel. : (41-22) 707 41 02 Fax : (41-22) 700 00 62 Germany and Austria GUSCO Handel - G. Schürfeld & Co. Mönckebergstrasse 31 D-20095 Hamburg Tel. : (49-40) 333 040 Fax : (49-40) 333 04100 India Seascope Pulp & Paper Pvt. Ltd. 158/33 Laxmi Industrial Estate New Link Road, Andheri (West) Mumbai 400 053 Tel. : ( 91-22) 26338484 sales@seascopegroup.com Indonesia CellMark Interindo Trade Pt. JI. Raya Jatiwaringin Nº 54 Pondok, Gede 17411 Jakarta Tel. : (62-21) 848 0130 Fax : (62-21) 848 0140 Italy CMP Cellulosa Marketing SARL 3 Chemin Frank-Thomas 32 CHF-1200 Geneva Switzerland Tel. : (41-22) 707 4101 Fax : (41-22) 700 0062 Japan Hirom Corporation Toto Bldg. 6th. Fl. 5-1-4 Toranomon Minato-ku Tokyo 105-0001 Tel. : (81-3) 5733 5893 Fax : (81-3) 5733 5894
Korea HB Corporation 4th Fl. HB Bldg., 627-17 Sinsa-Dong, Kangnam-Gu Seoul, 135-895 Tel. : (82-2) 3448 5131 Fax : (82-2) 3448 5132 Mexico Paxell International S.A. de CV. Fuente de Pirámides No 1-506 Tecamachalco Mex. 53950 Mexico Tel. : (52-55) 293 1403 Fax : (52-55) 293 1377 Peru Inunsa S.A. Av. Mariategui # 218 Lima 11 Tel. : (51-1) 471 8990 Fax : (51-1) 470 6061 Portugal Sanches de Gama & Cía. Lda. Rua Tomás Ribeiro, 50, 5th. Floor 1050-231 Lisboa Tel. : (351-21) 313 9260 Fax : (351-21) 357 6572
Uruguay Arturo Nogueira Representaciones 18 de Julio 1044 piso 2 Esc. 204 Montevideo Tel. : (598-2) 902 0630 Fax : (598-2) 902 0630 USA International Forest Products Corp. One Patriot Place Foxboro, Ma. 02035 Tel. : (1-508) 698 4600 Fax : (1-508) 6981500 Venezuela CellMark Pulp & Paper Inc. C/O Rero, C.A., Torre Phelps, Piso 19, Of. A. Plaza Venezuela Caracas, 1010-A Tel. : (58-212) 781 9501/2476 Fax : (58-212) 781 5932/6976 CARTULINAS CMPC S.A.
South Africa Dennis C. Money Esq. c/o Bimac International 58A Curzon Road Bryanston Sandton South Africa Tel. : (27-11) 462 9238 Fax : (27-11) 462 2493
Argentina Cartulinas CMPC Argentina Avda. Intendente Rabanal 3120 C1437FQS Capital Federal, Buenos Aires Tel. : (54-11) 4630 0290 Fax : (54-11) 4630 0295 apersico@cmpc.com.ar
Spain Northern Pulp Cellulose Sales S.A. Almagro 21 28010 Madrid Tel. : (34-91) 310 1526 Fax : (34-91) 319 1910
Brazil Knemitz International Ltda. Rua Des. Fco. Meirelles dos Santos, 120 04741-170 Sao Paulo SP Tel./Fax : 55 11 55221500 knemitz.cmpc@terra.com.br
Switzerland GUSCO Handel - G. Schürfeld & Co. Mönckebergstrasse 31 D-20095 Hamburg Tel. : (49-40) 333 040 Fax : (49-40) 333 04100 Taiwan Beauflex International Corp. 21 FL. No 27-5, Chung Cheng East Rd. Sec. 2 Tanshui 251 Taipei County Tel. : (886-2) 8809 8666 Fax : (886-2) 8809-8669 Thailand CellMark (Thailand) Co. Ltd. 2024/139-140 Rimtangrodfai Road Prakanong Bangkok 10250 Tel. : (66-2) 333 1300 Fax : (66-2) 333 1299 United Kingdom F.G. Evans & Co. (Pulp) Ltd. 15 Manor Courtyard Hughenden Avenue High Wycombe, Bucks HP13 5RE Tel. : (44-1494) 450692 Fax : (44-1494) 471457
China China International Tourism & Trade Co. Ltd. (CITTC) 2 F International Convention Center 8 Beichendonglu Ubeijing 100101 Beijing Tel. : (8610) 8497 3322 Fax : (8610) 6493 3339 cittc@mx.cei.gov.cn Great China Papers Co., Ltda. 2105 MassMutual Tower, 38 Gloucester Rd., Wanchai Hong Kong Tel. : (852) 2865 3618 Fax : (852) 2865 3077 gpapers@netvigator.com Colombia JAG Representaciones. Carrera 127 Nº 9-45, Casa Nº 7 Cali Tel. : (57-2) 555 1696 / 555 2412 Fax : (57-2) 682 0895 Mobile : (57-315) 558 0290 jagrepresent@uniweb.net.co
137
Costa Rica, El Salvador, Panama, Honduras and Nicaragua Jorosa 250 metros al Norte del Supersaretto Apartamento #4 San José Tel. : (506) 289 7736 Fax : (506) 289 7739 randallr@jorosacr.com Ecuador Alter y Cía. Ltda. Almagro 1550 y Pradera Edif. P.A. Kingman, Piso 4B, Quito Tel. : (593-2) 2509832 Fax : (593-2) 254 70 36 mreyes@alter-ec.com J.G.B. Representaciones (PROPAPEL) Córdova 810 y Víctor M. Rendón - Piso 17, of. 02 Guayaquil Tel. : (593-4) 2300 734 Fax : (593-4) 2313 070 jguzman@telconet.net European Community Gusco Handel G. Schurfeld + Co. Mönckebergstrasse 31 D-20095 Hamburg Tel. : (49-40) 333 040 Fax : (49-40) 3330 04100 info@gusco.hh.eunet.de Guatemala CellMark 20 Calle 20-79 Zona 10 interior “c” 01010 Guatemala Guatemala Tel. : (50-2) 2366 9315 Tel./Fax : (50-2) 2363 0993 cellmark@guate.net.gt Italy Paper One srl Via Borgazzi 183/185 20052 Monza (MI) Tel. : (39-039) 210 3456-64 Fax : (39-039) 214 9002 paper-one@paper-one.it Mexico Federico Escoto Tamuin Nº 4 Col. San Jerónimo, Aculco Deleg. Magdalena Contreras CP 10400, Mexico D.F. Tel. : (52-55) 5668-3415 Mobile : (52-55) 2109 0926 escoto@cmpcmexico.com.mx Paraguay Marea SRL Patricio Colman 400 Tourin Park Pablo Rojas - Ciudad del Este Tel./Fax : (595-61) 509118 marea@cde.rieder.net.py Peru Inunsa S.A.C. Av. Maritegui 218 Lima 11 Tel. : (51-1) 471 8990 Fax : (51-1) 470 6061 / 910 0646 inunsasac@millicom.com.pe
Southeast Asia ROXCEL Handelsges.m.b.H. Thurngasse 10 A-1090 Viena Austria Tel. : (43-1) 40156 201 Fax : (43-1) 40156 7200 cornelis.geest@roxcel.com United Kingdom Profor (UK) Ltd. 44 Dartford Road Sevenoaks TN13 3TQ Kent Tel. : (44-1732) 456699 Fax : (44-1732) 743082 board7oasks@aol.com Uruguay A. Nogueira Representaciones Av. 18 de Julio 1044, P-2, Of. 204 Montevideo Tel. : (598-2) 901 5066 Fax : (598-2) 902 0630 anrepr@dedicado.net.uy Venezuela CellMark Inc. Av. Principal del Bosque Edificio Suzet Planta Baja Of. 1 y 2 Urbanización El Bosque Caracas Tel. : (58-212) 9538064 Fax : (58-212) 763 2326 eduardo.gravina@cellmarkpaperla.com CMPC TISSUE S.A. Bolivia Proesa Av. Arce 2847, La Paz Tel. : (591-2) 2430642 Fax : (591-2) 2411306 lurquizo@proesabol.com Mr. Luis Roberto Urquizo Ecuador Distribuidor Zona La Costa Maxin S.A. Mapasingue este, calle 4ta NS 122 y Vía Daule Post Box 09-01-7013 Guayaquil Tel. : (593-4) 2352000 Fax : (593-4) 2354411 presidencia@maxin.com.ec Mr. Guillermo Campos Sierra Distribution Agent Intermedia C.A. Inmomedia Vía a Llano s/n (Ciudadela Alegría) Post Box: 17-1106153 Tel. : (593-2) 2820760 Fax : (593-2) 2820753 jnajas@porta.net Mr. Juan Najas
Paraguay Trovato CISA Calle Central 1340 Asunción Tel. : (595-21) 210-556 Fax : (595-21) 214-994 mtrovato@trovatocisa.com www.trovatocisa.com Mr. Marco Trovato Ramírez Díaz de Espada Industrial y Comercial S.A.E.C.A. Raul Díaz de Espada y Curupayty Fernando de la Mora Paraguay Tel. : (595-21) 518-1000 Fax : (595-21) 518-1209 gerencia_general@rdesa.com.py Mr. Juan M. Pozzán CMPC PRODUCTOS DE PAPEL S.A. Envases Impresos Chimolsa - PROPA Argentina - Brazil and Uruguay Raúl Scialabba Calle Bulnes 2791 6to piso Buenos Aires Tel. : (54-11) 4806 0774 Cel. : (54-911) 50040002 rsciala@ciudad.com.ar Peru Imexagro S.A.C. Reinaldo Avendaño / Jorge Avendaño Calle Los Jazmines 125 Urb. Valle Hermoso - Surco Lima Tel. : (51-1) 275 5002 Fax : (51-1) 275 4946 javendano@imexagro.com.pe FABI Argentina - Chimolsa Uruguay P.R.I. y Asociados Colonia 981 oficina 403 C.P. 11300 Montevideo Tel. : (5982) 9005069 Mr. Fernando Incerti pri@movinet.com.uy INDUSTRIAS FORESTALES S.A. INFORSA Argentina PV INTERNATIONAL S.A. Ricardo Güiraldes 916/924, 1° Acassuso (1642) Buenos Aires Argentina Tel. : (54-11) 4747 0799 Fax : (54-11) 4747 1311 Mr. Gustavo Wahren gustavo@wahren.com.ar Mr. Pedro Wahren pedro@wahren.com.ar
Bolivia HEIN Ltda. Avenida Arce 2396, La Paz Tel. : (591-2) 2442786 / 2440945 Fax : (591-2) 2441188 Post Box 1811, La Paz Mr. Carlos Hein cfhein@megalink.com Brazil Cía. T. Janer Com. E Ind. Av. Henry Ford 811 03109-901 Sao Paulo SP Tel. : (55-11) 2124 8400 Fax : (55-11) 2124 8432 Mr. Luiz Carlos Baralle baralle@tjaner.com.br www.tjaner.com.br China, Hong Kong and Vietnam Eurocell International Ltd. 4002 Central Plaza, 18 Harbour Road, Hong Kong Tel. : (852) 2511 2282 Fax : (852) 2507 2053 Mr. Louis Chan louis@eurocell.com www.eurocell.com Colombia Inversanes Limitada Avenida 15 N° 122-71 Torre 1 - Oficina 205 Bogotá, Colombia Tel. : (571) 620 2930 - 629 1047 Fax : (571) 629 1047 Mr. Juan Camilo Sandino jsandino@elsitio.net.co Dominican Republic and Puerto Rico Jorge Santelli Inc. 3 Westfield Lane White Plains, NY 10605 USA Tel. : (1-914) 428 8583 Fax : (1-914) 761 3644 jorgesantelli@optonline.net Ecuador - Guayaquil JGB Representaciones Córdova 810, Esq. Víctor M. Rendón Piso 17, Oficina 2, Guayaquil Tel. : (593-4) 230 0734 Fax : (593-4) 231 3070 Mr. Julio Guzman jguzman@telconet.net Ecuador - Quito Alter Cia. Limitada Almagro 1550 y Pradera, Edificio P.A. Kingman Piso 4 B Tel. : (593-2) 290 5531 Fax : (593-2) 254 7036 Mr. Esteban Pérez proserfin@alter-ec.com India, Thailand and Korea Kavo International Paper Trading Loferer Str. 7 81671 Muenchen, Germany Tel. : (49) 89 4502 7884 Fax : (49) 89 4502 7970 Mr. Volker W. Hasemann vhasemann@t-online.de
Mexico SOMA Comercializadora, S.A. de C.V. Insurgentes Sur 953 104-A Col. Nápoles, C.P. 03810 Mexico D.F. Tel. : (52) 55 5536 6603 Fax : (52) 55 5523 3749 Mr. Fernando Sánchez fsovando@prodigy.net.mx Paraguay PYPA S.R.L. San Rafael 388 c / Avda. España Asunción Tel. : (595-21) 662220 Fax : (595-21) 605067 Mr. Rodolfo Serrano rod@conexion.com.py Peru KINTOS S.A. Jirón Juno 102 Urbanización La Campiña Chorrillos Lima 9 Tel. : (51-1) 252 3343 Fax : (51-1) 467 0137 Mr. Alfredo Granda agranda@kintos.com.pe www.kintos.com United Kingdom International Forest Products (UK) Winchombe House Bartholomew Street Newbury, Berkshire RG 14 5BN Tel. : (44-1635) 581732 Fax : (44-1635) 581735 Mr. Jonathan Heywood jonathanh@ifpcorp.com www.ifpcorp.com USA Anticosti, LLC 41 Prospect Street Midland Park, NJ 07432 Tel. : (1-201) 689-8222 Fax : (1-201) 689-8299 Mr. Bill Parrilla bparrilla@anticosti.com Uruguay Arturo Nogueira Representaciones Avda. 18 de Julio Nº 1044, Of. 204 Montevideo Tel. : (598-2) 901 5066 Fax : (598-2) 902 0630 Ms. Selina Nogueira anrepr@montevideo.com.uy Venezuela Inversiones Catorce SRL Avda. Libertador, Edificio La Línea, Torre A, Piso 1 Caracas 1050 Tel. : (58-212) 793 3308 Fax : (58-212) 782 3802 Mr. Adan Celis Mr. Dagoberto Romer dromer@cantv.net
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Bankers
In Chile
Abroad
ABN AMRO Banco BICE Banco Crédito e Inversiones Banco de Chile Banco del Desarrollo Banco Santander - Chile Banco Security BancoEstado BankBoston BBVA Citibank Corpbanca Deutsche Bank Chile HSBC Bank USA JP Morgan Chase Bank Scotiabank Sud Americano
ABN AMRO Bank Banca Commerciale Italiana Banca Natzionale del Lavoro Banco Bilbao Vizcaya Argentaria Banco de Crédito del Peru Banco de Galicia y Buenos Aires Banco Santander Central Hispano Bank of America Bank Boston Barclays Bank Bayerische Hypo-Und Vereinsbank Bayerische Landesbank BNP Paribas Brown Brothers Harriman Caja Madrid Calyon Citibank DEG Deutsche Investitions und Entwicklungsgesellschaft Deutsche Bank Dresdner Bank Export Development Canada Goldman Sachs HSBC Bank ING Bank JP Morgan Chase Bank Mizuho Corporate Bank Morgan Stanley Dean Witter N.M. Rothschild & Sons Nordea Bank Rabobank Royal Bank of Canada Sanpaolo IMI Société Générale The Bank of Nova Scotia The Bank of Tokyo-Mitsubishi UBS Warburg Wachovia Bank
General Information 139
EMPRESAS CMPC S.A. Chilean Public Liability Company incorporated by public deed on February 5, 1920. Authorized by Supreme Decree Nº 589 of March 12, 1920. Listed in the Trade Registry for 1920 on page 366 Nº 208. Listed with the Registry of Securities on March 31, 1982 under Nº 0115. Offices: General Management Agustinas 1343, P. 10 Tel. : 56 (2) 441 2000 Fax : 56 (2) 671 1957 Post Code 6500587 Post Box 297, Correo Central Santiago R.U.T. 90.222.000-3 Share Registry Agustinas 1343, Entrepiso Tel. : 56 (2) 441 2000 Fax : 56 (2) 697 0539 Post Code: 6500587 Post Box 297, Correo Central Santiago Inversiones CMPC S.A. Agustinas 1343, P. 9 Tel. : 56 (2) 441 2000 Fax : 56 (2) 671 0621 Post Box 297, Correo Central Santiago SUBSIDIARIES IN CHILE Forestal Mininco S.A. General Management Agustinas 1343, P. 4 Tel. : 56 (2) 441 2000 Fax : 56 (2) 672 9054 Post Box 297, Correo Central Santiago Concepción Office Los Canelos 79, San Pedro de la Paz Tel. : 56 (41) 503 300 Fax : 56 (41) 373 431 Post Box 43-C forestalmininco@forestal.cmpc.cl Concepción Los Ángeles Office Avenida Alemania 751 Tel. : 56 (43) 405 300 Fax : 56 (43) 312 701 Post Box 399 Los Ángeles Carlos Douglas Nursery Fundo Las Tres Marías y María Pilar Tel./Fax : 56 (43) 197 4666 Yumbel
CMPC Maderas S.A. General Management Agustinas 1343, P. 4 Tel. : 56 (2) 441 2000 Fax : 56 (2) 696 8833 - 696 5437 Post Box 297, Correo Central cmpcmaderas@cmpc.cl cmpcforestry@cmpc.cl Santiago Head Office Avda. Alemania 751 Tel. : 56 (43) 405 500 Fax : 56 (43) 312 750 Post Box 30 - D Los Ángeles Remanufacturing Mill Panamericana Sur Km. 494 s/n (1 Km. interior cruce La Mona) Tel. : 56 (43) 405 520 - 321 977 Fax : 56 (43) 323 372 Post Box 30 - D Los Ángeles Mulchén Mill Panamericana Sur Km. 540 s/n Tel. : 56 (43) 405 540 - 561 371 Fax : 56 (43) 561 225 Post Box 152 Mulchén Bucalemu Mill Panamericana Sur Km. 471 (1,5 Km Camino Laja) Tel. : 56 (43) 405 530 - 431 156 Fax : 56 (43) 431 156 Cabrero Nacimiento Mill Recinto Industrial s/n Tel. : 56 (43) 405 550 Tel./Fax : 56 (43) 511 460 Fax : 56 (43) 511 374 Post Box 1799 Nacimiento Inmobiliaria Pinares S.A. Avda. Alemania 751 Tel. : 56 (43) 405 500 Fax : 56 (43) 312 750 Post Box 30 - D Los Ángeles Inmobiliaria y Forestal Maitenes S.A. Los Canelos 79 San Pedro de la Paz Tel. : 56 (41) 503 300 Fax : 56 (41) 373 431 Post Box 43-C forestalmininco@forestal.cmpc.cl Concepción Forestal Coihueco S.A. Los Canelos 79 Tel. : 56 (41) 503 300 Fax : 56 (41) 373 431 Post Box 43-C forestalmininco@forestal.cmpc.cl Concepción
Forestal y Agrícola Monteáguila S.A. General Management Av. Francisco Encina s/n, Paillihue Tel. : 56 (43) 631 000 Fax : 56 (43) 320 497 Post Box 32-D fmontea@famasa.cmpc.cl Los Ángeles Hacienda Rucamanqui Rucamanqui s/n Tel./Fax: 56 (43) 631 009 56 (43) 631 073 Tucapel CMPC Celulosa S.A. General Management Agustinas 1343, P. 3 Tel. : 56 (2) 441 2030 Fax : 56 (2) 698 2179 Post Box 297, Correo Central correo@celulosa.cmpc.cl sales@celulosa.cmpc.cl Santiago Pacífico Mill Av. Jorge Alessandri 001 Mininco, Comuna Collipulli Tel. : 56 (45) 293 300 Fax : 56 (45) 293 305 Post Box 11 - D Angol Laja Mill Balmaceda 30 Tel. : 56 (43) 334 000 Fax : 56 (43) 334 015 Post Box 108 Laja Santa Fe Mill Av. Julio Hemmelmann 670 Tel. : 56 (43) 403 800 Fax : 56 (43) 403 830 Post Box 1797 Nacimiento CMPC Papeles S.A. Agustinas 1343, P. 5 Tel. : 56 (2) 441 2000 Fax : 56 (2) 695 5290 Post Box 297, Correo Central Post Code 6500587 cmpc-papeles@gerencia.cmpc.cl Santiago
Maule Mill Ruta L-25, 28500 Yerbas Buenas Tel. : 56 (71) 237 631 56 ( 2) 440 3000 Fax : 56 (71) 237 633 56 ( 2) 440 3004 Post Box 119 - Talca Linares Puente Alto Dispatch Warehouse Eyzaguirre 01098 Tel. : 56 (2) 367 5400 Fax : 56 (2) 850 1118 Post Box 23 Puente Alto, Santiago Talcahuano Dispatch Warehouse Juan Antonio Ríos 185 interior Tel. : 56 (41) 544 524 - 542 241 Talcahuano San Antonio Dispatch Warehouse Hijuela 1-B Ruta 78 Cruce Cartagena Tel. : 56 (35) 201 541 - 201 542 San Antonio Aníbal Pinto 261 Tel. : 56 (35) 201 000 Fax : 56 (35) 285 096 Post Box 178 San Antonio Valparaíso Dispatch Warehouse Tupungato 2821, Parque Industrial Curauma Tel. : 56 (32) 294 184 Fax : 56 (32) 294 185 Valparaíso Maipú Dispatch Warehouse Camino a Melipilla 9070 Tel. : 56 (2) 538 8348 Fax : 56 (2) 538 9211 Maipú Papeles Cordillera S.A. Eyzaguirre 01098 Tel. : 56 (2) 367 5700 Fax : 56 (2) 850 1118 Post Box 23 Puente Alto, Santiago
Cartulinas CMPC S.A.
Industrias Forestales S.A. INFORSA
General Management Agustinas 1343, P. 5 Tel. : 56 (2) 441 2020 Fax : 56 (2) 672 3450 Post Code 6500587 cartulinas-cmpc@gerencia.cmpc.cl Santiago
General Management Agustinas 1357, P. 9 Tel. : 56 (2) 441 2050 Fax : 56 (2) 441 2890 Post Box 9201, Correo Central gerencia@inforsa.cmpc.cl Santiago
Valdivia Mill Av. José Manuel Balmaceda 8500 Tel. : 56 (63) 214 791 Fax : 56 (63) 216 976 Post Box 5 - D Valdivia
Nacimiento Mill Av. Julio Hemmelmann 330 Tel. : 56 (43) 631 300 Fax : 56 (43) 511 444 Post Box 1791 Nacimiento
Forestal Crecex S.A. Agustinas 1357, P. 9 Tel. : 56 (2) 441 2050 Fax : 56 (2) 441 2890 Santiago Los Canelos 79 San Pedro de la Paz Tel. : 56 (41) 503 300 Fax : 56 (41) 373 431 Concepción Empresa Distribuidora de Papeles y Cartones S.A. EDIPAC Head Office Las Esteras Sur 2501 Tel. : 56 (2) 375 2400 Fax : 56 (2) 375 2490 ventas@edipac.cmpc.cl Quilicura, Santiago Sucursales Copiapó 1039 Tel./Fax : 56 (2) 222 1544 Santiago Limache 4627 Tel. : 56 (32) 676 025 Fax : 56 (32) 676 167 Viña del Mar Paicaví 3025 Tel./Fax : 56 (41) 480 490 Concepción Avda. Rudecindo Ortega 02305 Tel. : 56 (45) 220 473 Fax : 56 (45) 221 267 Temuco Sociedad Recuperadora de Papel S.A. SOREPA General Management Venecia 3200 Tel. : 56 (2) 473 7000 Fax : 56 (2) 473 7042 Post Box 1828 dcomercial@sorepa.cmpc.cl San Joaquín, Santiago Pudahuel Mill Camino Renca, Lampa, Parcela 3 Parcelación El Bosque Tel. : 56 (2) 443 6952 Fax : 56 (2) 443 6950 Pudahuel, Santiago CMPC Tissue S.A General Management Agustinas 1343, P. 6 Tel. : 56 (2) 441 2000 Fax : 56 (2) 441 2568 www.cmpctissue.cl Santiago Tissue Chile Management Puente Alto Mill Eyzaguirre 01098 Tel. : 56 (2) 366 6400 Fax : 56 (2) 366 6469 Puente Alto, Santiago
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Talagante Mill Camino a Isla de Maipo 0297 Tel. : 56 (2) 462 4400 Fax : 56 (2) 462 4511 Talagante
Quilicura Mill Ojos del Salado 0711 Tel. : 56 (2) 444 2400 Fax : 56 (2) 444 2453 Quilicura, Santiago
Inversiones PROTISA S.A. Agustinas 1343 Tel. : 56 (2) 441 2000 Fax : 56 (2) 623 8539 Santiago
Til Til Mill Camino Cerro Blanco de Polpaico 100 Tel. : 56 (2) 4458611 Fax : 56 (2) 846 6120 Til Til
CMPC Productos de Papel S.A.
Servicios Compartidos CMPC S.A.
Agustinas 1343, P. 6 Tel. : 56 (2) 441 2000 Fax : 56 (2) 672 3252 Post Box 297 Santiago
General Management Agustinas 1343, P. 8 Tel. : 56 (2) 441 2000 Fax : 56 (2) 672 4119 Santiago
Chilena de Moldeados S.A. CHIMOLSA
Portuaria CMPC S.A.
José Luis Coo 01162 Tel. : 56 (2) 360 0401 Fax : 56 (2) 850 3110 Post Code 7710568 Post Box 208, Puente Alto chimolsa@chimolsa.cmpc.cl Santiago PROPA S.A. Management & Sales Huérfanos 1376, P. 9 Tel. : 56 (2) 441 2161 Fax : 56 (2) 698 1990 Post Box 2413, Correo Central propa@propa.cmpc.cl Santiago Mill Longitudinal Norte Km.3 s/n Tel. : 56 (42) 272 405 Fax : 56 (42) 271 958 Chillán Warehouse Panamericana Norte Km. 4 N° 2751 Chillán Productos Austral S.A. Agustinas 1343, P. 6 Tel. : 56 (2) 441 2000 Fax : 56 (2) 672 3252 Santiago
Alcalde René Mendoza 190, Lirquén Tel. : 56 (41) 922 204 Fax : 56 (41) 922 202 Post Box 64 musvi@portuaria.cmpc.cl Penco
Envases Roble Alto Ltda. Management & Sales Lo Echevers 221 Tel. : 56 (2) 444 2400 Fax : 56 (2) 444 2445 contacto@roblealto.cmpc.cl Quilicura, Santiago
Representative Claudio Ojeda Strauch 5 Dukes Gate Acton Lane Chiswick London W4 5DX Tel. : 44 (20) 8996 9960 Fax : 44 (20) 8996 9967 London, England CMPC Asia Limited Representative Patricio Arenas López Toto Building 6th Fl. 5 - 1 - 4 Toranamon Minato - ku, Tokyo Tel. : 81 (3) 5733 2570 Fax : 81 (3) 3432 3005 cmpc.asia@ezweb.ne.jp Japan CMPC Inversiones de Argentina S.A. Suipacha 1111, P.18 Tel. : 54 (11) 4630 0100 Fax : 54 (11) 4630 0111 Post Code C1008AAW Buenos Aires, Argentina La Papelera del Plata S.A.
RELATED COMPANIES Bicecorp S.A. Teatinos 220, P. 5 Tel. : 56 (2) 692 2000 Fax : 56 (2) 698 0803 Santiago Inversiones El Raulí S.A. Teatinos 280, P. 3 Tel. : 56 (2) 675 0110 Tel./Fax : 56 (2) 675 0105 pvrinverrauli@entelchile.net Santiago Controladora de Plagas Forestales S.A. Camino Público Los Ángeles Laja s/n - Sector Curamávida Tel. : 56 (43) 320 017 Fax : 56 (43) 320 018 Post Box 1194 cpf@cpf.cl Los Angeles
Envases Impresos S.A. Management & Mill Camino Alto Jahuel 0360 Tel. : 56 (2) 471 1300 Fax : 56 (2) 821 5988 Buin, Santiago
CMPC Europe Limited
OVERSEAS SUBSIDIARIES CMPC Investments Ltd. P.O. Box 472, St. Peters House Le Bordage, St. Peter Port Guernsey GY1 6AX, Channel Islands
General Management Av. Intendente Francisco Rabanal 3120 Tel. : 54 (11) 4630 0100 Fax : 54 (11) 4630 0111 lpp-comercial@cmpc.com.ar Buenos Aires, Argentina Zárate Mill Camino de la Costa Brava Km. 7 Tel. : 54 (03) 487 428300 Fax : 54 (03) 487 427116 Zárate, Buenos Aires Argentina Corepa Mill Paysandú 601 Tel. : 54 (11) 4207 7985 Fax : 54 (11) 4207 8220 Wilde, Buenos Aires Argentina Córdoba Mill Lizardo Novillo Saravia 400 Barrio Ipona Tel./Fax: 54 (0351) 461 0108 461 0112 Córdoba, Provincia de Córdoba Argentina
Calle 186 Parcela 3 Barrio San Isidro Tel. : 54 (3752) 451 911 Fax : 54 (3752) 451 911 int. 102 - 129 Post Box 34 Post Code 3300 Posadas, Misiones Argentina
Gestum Inversiones, S.L.
FABI Bolsas Industriales S.A.
Rua Albuquerque Lins 635 8° Andar c.j. 81 y 84 Tel./Fax: 55 (11) 3661 0000 Post Code 06787 - 480 Barrio Santa Cecilia Sao Paulo, Brazil
Management & Sales Virasoro 2656, Edificio Uruguay III Tel./Fax : 54 (11) 4737 1001 Post Code B1643HDB, Beccar Provincia de Buenos Aires fabi@cmpc.com.ar Buenos Aires, Argentina Hinojo Mill Calle 5 s/n - (7310) Hinojo - Olavarría Tel./Fax: 54 (22) 8449 1036 8449 1150 Buenos Aires, Argentina
Velázquez 17 28001 Madrid Tel. : 34 (91) 426 0700 Fax : 34 (91) 426 0701 Spain Protisa do Brasil Ltda.
IPUSA S.A. Av. España s/n Ciudad de Pando - Canelones Tel. : 59 (82) 292 2240 Fax : 59 (82) 292 1358 Post Code 91000 ipusa@ipusa.com.uy Uruguay
Naschel S.A.
Compañía Primus del Uruguay S.A.
General Management Av. Intendente Francisco Rabanal 3120 Tel. : 54 (11) 4630 0180 Fax : 54 (11) 4630 0170 Buenos Aires, Argentina
Av. España s/n Ciudad de Pando - Canelones Tel. : 59 (82) 292 2240 Fax : 59 (82) 292 1358 Post Code 91000 Uruguay
Naschel Mill Pringles entre Belgrano y 25 de Mayo Tel. : 54 (26) 5649 1004 Fax : 54 (26) 5649 1046 Naschel, San Luis Argentina
Celulosas del Uruguay S.A.
Papelera del Rimac S.A.
CMPC USA, INC.
Av. Santa Rosa 550, Santa Anita Tel. : 51 (1) 362 5070 Fax : 51 (1) 362 4509 postmast@protisa.com.pe Lima, Peru Productos Tissue del Perú S.A. Av. Santa Rosa 550, Santa Anita Tel. : 51 (1) 362 5070 Fax : 51 (1) 362 4509 postmast@protisa.com.pe Lima, Peru
Naschel Mill 9 de Julio s/n e Islas Malvinas Tel./Fax: 54 (2656) 491019 Naschel, San Luis Argentina
Centro de Conversión y Distribución Av. Los Rosales 560 Santa Anita Tel/Fax: 51 (1) 3625070 Lima, Peru
Forestal Bosques del Plata S.A.
FORSAC Perú S.A.
Suipacha 1111, P. 18 Tel. : 54 (11) 4630 0100 - 4918 1535 Fax : 54 (11) 4630 0111 - 4630 0110 Post Code C1008AAW bdelplata@cmpc.com.ar Buenos Aires, Argentina
Av. Gerardo Unger 5339, Los Olivos Tel. : 51 (1) 485 0510 Fax : 51 (1) 485 0520 forsac@forsac.com.pe Lima, Peru
Av. España s/n Ciudad de Pando - Canelones Tel. : 59 (82) 292 2240 Fax : 59 (82) 292 1358 Post Code 91000 Uruguay 1050 Crown Pointe Parkway Suite 1590 Atlanta, GA 30338 Tel. : 1 (770) 551 2640 Fax : 1 (770) 551 2641 cmpcusa@cmpc.cl USA Inversiones CMPC Cayman Ltd. P.O. BOX 309, Ugland House South Church Street George Town Grand Cayman, Cayman Islands PROPA Cayman Ltd. P.O. Box 309, Ugland House South Church Street George Town Grand Cayman, Cayman Islands Tissue Cayman Ltd. P.O. Box 309, Ugland House South Church Street George Town Grand Cayman, Cayman Islands
141