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20
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Annual
Rep
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E X P E R I E N C I E S
ME MORA BLE
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Letter from the chairman
Company Profile
03 05
Company activity and business
30Corporate governance
Financial management
7556
Information On Associate Subsidiaries And Investments With Other Companies
116Sustainable development
79
Financial statements
Annex: GRI Index
157 245
Statement of Responsibility
156
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Dear Shareholders:
When we began the regional expansion of
ENJOY in 2012, we were convinced that
within five years we could become one
of the main entertainment chains in Latin
America. I am now proud to see how we
have advanced towards our mission, thanks
to a solid and distinct value proposal in
Chile, Argentina, Uruguay and Colombia.
The period described in this Annual
Report was marked by the strengthening
of our business on a regional level. Our
9 Chilean properties had sustained
growth in the Gaming and Non-Gaming
Departments (Hospitality, Food &
Beverage, Entertainment), along with our
market consolidation and the strengthening
of Hotels, after including two new stand
alone operations in 2016: Park Lake Hotel in
Villarrica and Hotel Patagónico (now Enjoy
Puerto Varas), which strengthened our
position in the south of Chile.
The knowledge we have acquired by
operating 10 regional hotels plus the
significant streamlining achieved in
administration and an intense commercial
management through our online presence
and in sales channels in Chile, Argentina,
Uruguay, Brazil, allowed us to close 2016
with a growth in Hotel revenues of 19%,
compared to 2015.
In Uruguay, 2016 was impacted by the
economic situation of Argentina and
Brazil, the main sources of tourism for
the Punta del Este resort, which had a
contraction from reduced tourism. While
Hotel recorded a very good performance,
the drop in Gaming revenue in the summer
of 2016 was a difficult gap to recover
from during the rest of the year, due to
considerable decrease in visitors. However,
the last quarter showed good prospects
for 2017 after the recovery of the Argentine
market and Punta del Este destination.
In Mendoza, one of the most competitive
Gaming markets in which 18 casinos
operate, we managed to keep our market
share and today Enjoy Mendoza recorded
the highest revenues in Gaming Tables
and the second highest revenues in Slot
Machines, according to data reported in
December 2016 by the Provincial Institute
of Games and Casinos. Likewise, in 2016 we
03
LE
TT
ER
FR
OM
T
HE
CH
AIR
MA
N
The
2016
per
iod
show
s th
e hi
ghes
t ret
urns
from
the
busi
ness
sin
ce
the
entr
y in
forc
e of
the
Toba
cco
Act t
hat a
ffect
ed th
e en
tire
indu
stry
in
201
3, a
nd w
e ex
pect
it to
be
the
begi
nnin
g of
a c
ycle
of p
rofit
abili
ty
for
our
shar
ehol
ders
.
LETT
ER F
RO
M T
HE
CH
AIR
MA
N
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managed to consolidate the operation of
the Hotel started in the second half of 2015,
which impacted results positively.
On the other hand, our arrival in 2016 to
the Colombian market through Enjoy
San Andrés, located next to the Royal
Decameron Isleño Beach Resort, has
been a great opportunity to get to know
this market, its rules and preferences of
customers.
The regional context, coupled with the
management model implemented in 2014,
was shaped by the chain’s adjustments
and the necessary behavioral adjustments
that were encouraged in our company staff
towards efficiency and productivity. During
2016, these changes were also evident in
our corporate offices, where we promoted
a decentralization of teams and a decrease
in the related operational costs, prioritizing
resources and strategic efforts to offer a
better proposal to our customers.
From a financial perspective, ENJOY
focused on strengthening the balance
sheet and improving its debt in terms of
profile and cost. The delay in issuance of
operating permits for the current municipal
casinos meant postponing implementation
of the initiatives related to these projects
and their respective financing.
Although the operating results have
been positive, the Financial Statements
of ENJOY S.A. at December 31, 2016
recorded a significant loss from changes in
fair value of financial derivatives (Call and
Put options) related to the acquisition of
Enjoy Punta del Este. If we isolate those
accounting effects, 2016 had its highest
returns since the entry into force of the
Tobacco Act that affected the entire
industry in 2013, and we hope it is the
beginning of a profitability cycle for our
shareholders.
I would also like to highlight that our
commitment to transparency, strict
regulatory compliance and good corporate
governance were key to performing in
alignment with the Company’s growth
objectives. In 2016, the new Board elected
for ENJOY S.A. aimed at strengthening
its best practices. To account for this and
other issues relevant to the Company’s
sustainability, we included our social and
environmental performance as part of
this Report, in the chapter “Sustainable
Development”, instead of publishing an
independent report.
In 2017, we will keep working hard to
strengthen our leadership position in the
Latin American entertainment industry. The
following period will have good regional
prospects at a regional level, which, along
with the acquisition of 55% of Enjoy Punta
del Este, will allow us to keep growing. In
Chile, we trust that the authority will resolve
the current uncertainty regarding operating
permits of municipal casinos, which
represent an important source of income
for Enjoy, employment and resources for
municipalities.
Finally, I would like to thank our
shareholders for their trust and specially
to our over 6,800 employees in Latin
America, who have been essential in this
Company’s history. Along with you, we will
keep generating value for our shareholders,
customers and the community at large.
JAVIER MARTÍNEZ SEGUÍ Chairman ENJOY S.A.
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01C
OM
PAN
Y P
RO
FILE
TABLE OF CONTENTS
ME MORA BLE
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WH
AT
INSP
IRES
US
VISIONTo be known as an excellent company in
the entertainment industry for providing an
array of rich experiences for our customers,
profitability for our shareholders, fostering
mutual loyalty with our employees and
basing our actions on ethical principles.
MISSION
We aim to improve our customer’s
wellbeing by being genuinely concerned
about their entertainment, enjoyment,
and care by creating memorable events
and experiences of comprehensive
gaming, hotel, tourism, and gastronomy,
in an efficient, beneficial, and responsible
environment.
CO
MP
AN
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PR
OF
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Commitment
MeritExcellence
Warmth
Passion Integrity and transparency
CORPORATE VALUES
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Foundationand expansion
Evolution of integral business model
1975
2000
1994
2002
1995
2005
1997 1998
Viña del Mar Casino.
Puerto Varas Casino.
Coquimbo Casino.
Opening of Hotel del Mar, Viña del Mar.
Pucón Casino.
Creation of a unique brand: Enjoy.
Opening of Hotel del Lago, Pucón.
Operation of 3 casinos in Panama.
OU
R
HIS
TOR
Y
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AN
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PR
OF
ILE
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DEVELOPMENT OF ENJOY CHAIN AND INTEGRAL FINANCIAL BASE
Development of enjoy chain and integral financial base
Regionalexpansion
2007
2012
2006 2008
2013
2009 2010
2015
2011
2016
Sale of Panama Casinos.
Opening of new Enjoy Coquimbo casino and Hotel de la Bahía, Coquimbo.
Opening of Enjoy Antofagasta, Enjoy Mendoza and Casino Colchagua.Purchase of Gran Hotel Pucón.
Enjoy S.A. starts participating in the stock market and the company’s shares begin trade on the Santiago Stock Exchange.
Bond issue for USD 200 MM in local market and acquisition of Enjoy Santiago.Sale of Hotel and Casino Puerto Varas.
Opening of Enjoy Santiago
Opening of Enjoy Chiloe Casino.
Enjoy enters Uruguay as operating partner in Casino Conrad.Caesars Entertainment enters as partner of Enjoy and appoints a member to the Board of ENJOY S.A.Opening of Hotel de la Isla, Chiloé.
Partnership with Decameron to operate casinos in its resorts in Latin America.
Opening of Enjoy San Andrés, first Enjoy casino in Colombia.Consolidation of stand alone hotel business: Enjoy Park Lake in Villarrica and Enjoy Puerto Varas.
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CO
MM
ERC
IAL
OFF
ICES
IN L
ATIN
AM
ERIC
A
Ch
ile
+5
6 6
00
70
0 6
00
0A
rgen
tin
a
+5
411
5775
19
00
/ 0
80
0 2
2 2
66
72
Uru
gu
ay
+5
98
42 4
911
11 /
4724
00
Bra
sil
+5
511
370
9 0
00
0
OU
R
OP
ERAT
ION
S
Properties
Business Offices
COLOMBIA
San Andrés
BRAZIL
URUGUAY
Punta del Este
Sao Paulo
ARGENTINA
Buenos Aires
Mendoza
CHILE
Antofagasta
Coquimbo
Rinconada de los Andes
Viña del Mar
Santa Cruz
Castro
Santiago
Puerto Varas
Villarrica
Pucón
REGIONAL PRESENCE
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1 hotel
294 rooms
544slot machines
70 gaming tables
75.524 m2 built area
9 restaurants and bars
• convention center• Ovo Club• Ovo Beach• spa , pools, tennis
1.026 employees*
ENJO
Y P
UN
TA D
EL E
STE
PLAY
A M
ANSA
PAR
ADA
4, P
UN
TA D
EL E
STE
/ UR
UG
UAY
Wo
rld
Tra
vel A
war
ds
U
rug
uay
's L
ead
ing
Ho
tel
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*Does not consider 735 fixed-term contracts.
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92 hotel rooms
842 slot machines
42 gaming tables
124 bingo positions
37.116 m2 built area
ENJO
Y A
NTO
FAG
AST
A
10 restaurants and bars
755 employees
AV. A
NGA
MO
S 01
455,
AN
TOFA
GAST
A / C
HIL
E.
1 hotel
• convention center• Ovo discotheque• spa , pool
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ENJO
Y C
OQ
UIM
BO
37.220 m2 built area
111 hotel rooms
919 slot machines
38 gaming tables
70 bingo positions
7 restaurantsand bars
761 employees
AV. P
EÑU
ELAS
NO
RTE
56,
CO
QU
IMB
O /
CHIL
E.
1 hotel
• convention center• Ovo lounge• Ovo beach• spa , pool
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60 hotel romms
1.500slot machines
68 gaming tables
148 bingo positions
34.000 m2 built area
10 restaurantsand bars
1.327 employees
ENJO
Y VI
ÑA
A D
EL M
AR
AV. S
AN M
ARTÍ
N 1
99, V
IÑA
DEL
MAR
/ CH
ILE
1 hotel
• convention center• Ovo club• spa , pool
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ENJO
Y SA
NTI
AG
O
120 hotel rooms
1.380 slot machines
57 gaming tables
100 bingo positions
35.468 m2 built area
6 restaurantsand bars
912 employees
KIL
ÓM
ETR
O 5
3, A
UTO
PIST
A LO
S LI
BER
TAD
OR
ES, R
INCO
NAD
A D
E LO
S AN
DES
/ CH
ILE
• convention center• spa, pool, tennis• outdoor park
1 hotel
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ENJO
Y P
UC
ÓN
34.518 m2 built area
272 hotel rooms and apartments
527 slot machine
23 gaming tables
7 restaurants and bars
759 employees
MIG
UEL
AN
SOR
ENA
121,
PU
CÓN
/ CH
ILE
• convention center• pool, recreational center, tour operator• ski center
1 hotel
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72 hotel rooms and apartments
230 slot machines
17 gaming tables
36 bingo positions
15.799 m2 built area
4 restaurantsand bars
258 employees
ENJO
Y C
HIL
OÉ
RU
TA 5
SU
R 2
053,
CAS
TRO
/ CH
ILE
• convention center• Ovo discotheque• spa, pool, cinema
1 hotel
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ENJO
Y M
END
OZA
180 hotel rooms
569 slot machines
24 gaming tables
5 restaurants and bars
369 employees
38.000 m2 built area
PRIM
ITIV
O D
E LA
RET
A 10
09, M
END
OZA
/ AR
GEN
TIN
A
• convention center• spa, pool
1 hotel
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CA
SIN
OC
OLC
HA
GU
A
240 slot machines
19 gaming tables
30 bingo positions
4.000 m2 built area
139 employees
AV. E
RR
ÁZU
RIZ
255
, SAN
TA C
RU
Z / C
HIL
E
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ENJO
Y SA
N A
ND
RÉS
AV. C
OLÓ
N C
ALLE
3R
A N
°6-1
06, S
ECTO
R S
PRAT
T B
IGH
T, S
AN A
ND
RÉS
/ CO
LOM
BIA
73 slot machine
9 gaming tables
1 bar
43 employess
1.300 m2 built area
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ENJO
Y PA
RK
LA
KE
CAM
INO
VIL
LAR
RIC
A -
PUCÓ
N K
M. 1
3, R
EGIÓ
N D
E LA
AR
AUCA
NÍA
/ CH
ILE
7.500 m2 built area
3 restaurantsand bars
93 employees
• convention center• spa
1 hotel
70 hotel rooms
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ENJO
Y P
UER
TO V
AR
AS
KLE
NN
ER 3
49, P
UER
TO V
ARAS
, REG
IÓN
DE
LOS
LAG
OS
/ CH
ILE
91 hotel rooms
14.664 m2 built area
3 restaurants and bars
103 employees
• convention center• spa
1 hotel
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TSEnjoy’ s offer in Latin America is varied and customized to the needs of different types
of customers. Our entertainment proposal includes gaming, gastronomy, hotels, shows,
Convention Centers, aside from other tourism services.
Our
exp
erie
nce
of m
ore
than
40
year
s in
Chi
le, h
as
allo
wed
us
to d
evel
op a
suc
cess
ful a
nd v
ery
effe
ctiv
e bu
sine
ss m
odel
, whi
ch to
day
is p
rese
nt a
t a re
gion
al
leve
l in
Arge
ntin
a, U
rugu
ay a
nd C
olom
bia.
OU
R V
ALU
E P
RO
PO
SAL
23
1_GAMING
Our gaming business is integrated by the
operation of 10 casinos in Latin America,
all with modern ambiences, the latest
gaming technology, and high standard
complementary services that provide a
great entertainment experience.
Our casinos have more exclusive
entertainment areas in the VIP Lounges,
both in Tables and slot machines, with a
high standard and level of service. In 2016,
these lounges established themselves as
favorites of Platinum and Diamond clients
of the Enjoy Club at a regional level, as well
as Seven Stars customers of Enjoy Punta
del Este.
We understand that along with a great
service, an important part of our success
lies in the innovation of the product offer.
In 2016, we kept our technological edge by
adding state-of-the-art gaming machines
that were extremely successful worldwide
and in our venues, such as 88 Fortunes and
Fu Dao Le, both with the option of setting
progressive jackpots of up to four levels.
Additionally, in response to customer
demand for accessing world-class poker
circuits, in 2016, Enjoy consolidated its
position as the leading poker chain in Latin
America by making important strategic
alliances for the first time in Latin America
slot machines
6.824casinos
10
with the World Series of Poker (WSOP)
and the Brazilian Series of Poker (BSOP),
two of the world’s top tournaments.
This, in addition to the current alliance with
the Latin American Poker Tour - LAPT
(now Poker Stars Festival), another of the
most important regional poker events,
that will take place at Enjoy Viña del Mar
and Enjoy Punta del Este, and the series
Enjoy Poker Series (EPS), which is currently
the most important Hold’em Poker
Championship in Chile, held annually in our
main Chilean venue since 2006.
508gaming tables
367bingo positions
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Dur
ing
2016
Enj
oy w
as c
onso
lidat
ed a
s th
e m
ain
regi
onal
pok
er c
hain
by
host
ing
the
first
Wor
ld
Seri
es o
f Pok
er (W
SOP)
in E
njoy
Pun
ta d
el E
ste.
2_HOSPITALITY
Enjoy hotels are designed to provide
high-end comfort and style and its range
of customers is as varied as the segment
of players, groups that attend corporate
congresses or families on vacations.
Our hotels are located in important cities
and in some of the main tourist centers
of Latin America and, along with the
infrastructure of first level, we have a highly
trained staff to deliver attentive and helpful
attention.
4dates players total cash prizes
2.535 USD 7.527.440tournament
27dates players total cash prizes
1.976 USD 3.660.569tournament
233
113
ENJOY POKER TOURNAMENT
POKER TOURNAMENTS IN ALLIANCE WITH LAPT - WSOP - BSOP
The high standard of our properties and
services is always accompanied by the
identity of each locality, which is evident
both in the offer of products and services,
as in the interior design of the spaces, the
landscaping and the tourist proposal that
forms part of the Enjoy experience.
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In 2
016
Enjo
y ad
ded
two
new
hot
els
to it
s op
erat
ion:
Enj
oy P
ark
Lake
en
Villa
rric
a an
d En
joy
Puer
to V
aras
. During 2016, the Hotel business line kept
its growth levels and customer satisfaction
rates, even during the regional economic
crisis. This was possible thanks to the
chain’s management through the network
of commercial offices of Enjoy in Chile,
Argentina, Uruguay and Brazil - including
sales in the cities of Concepción and
Temuco - and the incorporation of new
technologies and income optimization
strategies.
This year was also marked by the
start of two operations of stand alone
hotels (without associated casino), that
expand this line’s potential for Enjoy. The
incorporation to the chain of Enjoy Park
Lake hotels in Villarrica and Enjoy Puerto
Varas go along with important actions to
promote these tourist destinations in the
context of Convention Tourism.
In the period analyzed, the business linked
to Business and Conventions Tourism
(known as MICE / Meeting, Incentive,
Congress and Events) was highly relevant,
as well as the expectation to keep growth
throughout the chain, starting from the
regional marketing of our 10 Convention
Centers.
hotel rooms
1.362hotels
10
convention centers
19%hotel Income Growth
2015-2016
10C
OM
PA
NY
P
RO
FIL
E
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3_FOOD & BEVERAGES
Our Food and Beverages operation is made
up of restaurants and bars throughout
our venues, that are also used to cater for
events in our Convention Centers. Enjoy’
s proposal includes a gourmet offer that
merges international culinary techniques
with unique local flavors in an entertaining
environment.
After inaugurating OVO Beach concept
in Enjoy Punta del Este and in Enjoy
Coquimbo, we have over 70 options such
as buffet rooms, haute cuisine restaurants,
innovative bars, cozy cafes and beach inns.
During the year, this business line focused,
among other things, on standardizing the
brands present throughout the supply
chain, such as La Barquera, Santerra, OVO
and Jokers, in order to further refine the
experience of customers that respond to
the consistent offer, excellence and quality
associated with our brand Enjoy.
In addition, the Food and Beverage
business implemented a plan to reinforce
the presence of its product and services in
Social Networks, as a complement to the
gaming experience.
Finally, at a corporate level, the Food &
Beverages team executed a training plan
4_ENTERTAINMENT
From its inception, our company has
fostered important musical shows and
performances and at present, this is an
attractive line of business.
Enjoy has enhanced in its value proposition
OVO Nightclub format, with the best
parties and major international DJ’s.
nightclubs
5
throughout the chain, encouraging the
exchange of professionals working in
the different business units, according to
each season’s demand, which resulted in a
valuable transfer of best practices.
Each Enjoy hotel has a Convention Center
that hosts important seminars, congresses,
exhibitions and events throughout the
year, directly contributing to increase visits
during the low season.
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5_ENJOY CLUB
Enjoy’ s entertainment proposal is designed
to meet the needs and preferences of
today’s and tomorrow’s customer. Enjoy
Club is one of the main platforms that
allows Enjoy to know its customers
better and meet their requirements, thus
achieving higher levels of customer loyalty.
This loyalty club gives members the
possibility of accumulating points and
“Enjoy Pesos” for each purchase they
make in the different business of the chain,
which can then be redeemed for Gaming
coupons, hotel stays, bars and restaurants
vouchers, Enjoy entertainment tickets or
spa services.
Members access the Classic, Silver,
Gold, Platinum and Diamond categories
according to their consumption during
the year in all Enjoy’ s businesses and
these categories, in turn, give them access
to discounts and preferential benefits,
as well as to participate in promotions,
tournaments and millionaire prizes.
Present in Chile, Argentina, Uruguay
and Colombia, during 2016 Enjoy Club
continued adding new members, which at
year-end totaled 1.404.591, of which 78.901
entered the Club during 2016.
In recent years, in Chile, Enjoy Club has
been profiling itself as a business unit,
based in strategic alliances with important
companies in the country, generating 2016
historical revenues for almost
$ 700,000,000.
» Enjoy – LatamPass Alliance
» Enjoy – Cencosud Alliance
» Enjoy – Hertz Alliance
» Enjoy - Banco BBVA AllianceCurr
ently
, Enj
oy C
lub
has
1,40
4,59
1 m
embe
rs in
Chi
le, A
rgen
tina,
Uru
guay
an
d Co
lom
bia.
From an alliance with BBVA Bank, Enjoy
clients in Chile can use the VISA Enjoy-
BBVA credit card through the network and
in external commercial transactions. Every
time customers shop using the Visa Enjoy-
BBVA credit card, they earn Enjoy Pesos to
exchange for Enjoy products and services,
thus promoting visits to our premises.
It also provides discounts when used as
payment method in hotels, restaurants,
bars, spa and shows. It offers bank benefits
when used in Enjoy Casinos, as for example
payment in 2 to 12 interest-free installments
in Hotels, Restaurants and Bars and
interest-free gaming purchases.
6_MARKETING
During 2016, Enjoy kept strengthening its
communication with customers through
digital channels, with a strong presence in
Social Networks and a community upkeep
and expansion strategy.
In line with new trends and customer
preferences, Enjoy made a good use of
Instagram this year, successfully closing
it with more than 40,000 followers
throughout the chain.
The above once again positioned us as the
number one company in Social Network
activity of the industry, strengthening our
engagement with clients and followers. The
investment in digital media made during
2016 proved efficiency, effectiveness, price,
quality and reach.
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C
OR
PO
RAT
E IN
FOR
MAT
ION IDENTIFICATION OF THE ENTITY
Name Enjoy S.A.
Trade name ENJOY
Fiscal ID code 96.970.380-7
Business Address Avda. Presidente Riesco 5711, piso 15, Las Condes, Santiago de Chile.
Phone (+56) 22 770 5000
Investor relations Esteban Rigo-Righi
Email [email protected]
Phone (+56) 22 770 5071
Website www.enjoy.cl
Type of entityOpenly held corporation, listed in the Securities Register under number 1,033, on June 9th 2009.
Enjoy S.A. was incorporated as a closely held corporation as per the public instrument issued on October 23rd 2001, at the Santiago Notary’s Office of Eduardo Diez Morello.
LEGALIZATION
An extract from the above instrument
of incorporation was registered in the
Santiago Land Registry on page 29,692,
number 24,230, corresponding to 2001,
and published in the Official Gazette on
November 23rd 2001.
BUSINESS OBJECT
The object of the company is to make
all kinds of investments, in Chile and
abroad, whether in property, tangible or
intangible movable property, shares in
openly and closely held companies, joint
stock companies, special companies or
others, rights in other companies, bonds,
negotiable instruments and other securities;
to purchase, sell, exchange, let, sublet
urban or rural property, or rights to such
property, administer and use, build on the
property, directly or on behalf of a third-
party; exploit them directly or through
others, in any. The Company may partake
in the formation of any kind of business
or incorporate other existing businesses,
whether domestic or foreign. Nevertheless,
the company’s main business object shall
be any activity related to tourism, hotel
business, casinos, gastronomy, and general
entertainment.
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MA
NAG
EMEN
T
Compliance and Corporate Governance
Internal Audit
Enjoy Punta del EsteGaming
Hospitality
Corporate Finance
Planning and Management
Control
Strategig Development
Marketing
Legal Department
Corporate Communications
Enjoy Chiloé
Enjoy Viña del Mar
Enjoy San Andrés
Enjoy Antofagasta
Enjoy Mendoza
Enjoy Santiago
Enjoy Park Lake Villarrica
Enjoy Coquimbo
Casino Colchagua
Enjoy Pucón
Enjoy Puerto Varas
Board
CEO
Senior Management at Enjoy’s Properties
Security & Surveillance
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TABLE OF CONTENTS
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2016
IN
FIG
UR
ES
casinos
10On February 26th, Enjoy opens its first
casino in Colombia, from the alliance
sealed with hotel operator Decameron.
Enjoy San Andrés is located on San
Andrés Island, next to the Royal
Decameron Hotel. It has 72 slot
machines and 8 gaming tables.
hotels
10Enjoy adds 2 new hotels:
Enjoy Park Lake in Villarrica
and Enjoy Puerto Varas.
convention centers
restaurants and bars
10
65
The
initi
ativ
es fo
ster
ed d
urin
g 20
16 a
llow
ed th
e Co
mpa
ny to
info
rm th
e Su
peri
nten
denc
e of
Sec
uriti
es a
nd In
sura
nce
(SVS
) of t
he re
sults
of 2
016:
an
EBIT
DA
of $
61.1
61 m
illio
n, re
pres
entin
g a
4,34
% g
row
th o
ver
the
last
yea
r’s
repo
rtin
g pe
riod
.
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ski center
1
slot machines
6.824
gaming tables
367
bingo positions
508
Distinguished in 2016 by Trivago,
which ranked it among the Top
10 snow destinations in the
southern hemisphere.
worldpoker alliances
2
visits to casinos
accomodation nights
+ 6 millions
339.283
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NEW AWARDS AND DISTINCTIONS
Conrad Punta del Este Resort & Casino,
operated by Enjoy, receives a triple
distinction in the World Travel Awards,
as the most important hotel in Uruguay,
as the best hotel suite in the country and
as the most outstanding resort in the
Uruguayan territory.
Enjoy Chiloé’s Hotel renews its “Sello S”
Certificate, which accredits it as an hotel
that meets the global criteria of sustainable
tourism, in the socio-cultural, environmental
and economic fields.
Enjoy Coquimbo’s Hotel de la Bahía
receives Tripadvisor 2015 Certificate of
Excellence in recognition of the travelers
who use this platform due to its quality
of service.
Enjoy is distinguished amongst the
companies of the Region of Valparaíso
with better transparency, according to the
Corporate Transparency Ranking prepared
by InD Business Intelligence.
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TSLATIN AMERICA GAMING INDUSTRY
We operate in four of the seven largest land-based private gaming markets in Latin
America. The strong slots revenue growth expected from 2015 to 2020 forms the bedrock
for an expected gaming gross revenue expansion in the Latin American markets.
34
DES
CR
IPTI
ON
O
F TH
E IN
DU
STR
IAL
SECT
OR
Chile
The Chilean gaming market consists of
lotteries, bingo halls, casinos, slot machines
and horse racetracks. There are currently
24 gaming licenses which have been
provided to gaming operators in Chile. Out
of these, 7 fall under municipal jurisdiction
and 17 under the new law governed by the
Gaming Superintendence. The licenses are
awarded via investment project bids and
have a limited term. Each license provides
exclusive rights to a relevant market within
a 70 km radius and has a different tax
structure which the holder must abide by.
The Chilean industry is currently
concentrated in two main players, due to
the merger of the Chilean group Dreams
(with casinos in Iquique, Temuco, Valdivia,
Puerto Varas, Coyhaique and Punta
Arenas) with the South African group Sun
International, that operates Monticello
casino.
According to the information retained
earnings of 2016 published by the
Superintendence of Gaming Casinos (SCJ),
plus the result of Enjoy Municipal casino,
the distribution of gross revenues of the
entire casino industry in Chile was led
by Enjoy(39.08%), followed by the Sun-
Dreams merger (38.25%).
Enjoy leadership in the industry is an
important competitive advantage, mainly
based on its ability to understand the
demand by translating the gaming and
entertainment behavior of the different
customer segments, thus achieving greater
market penetration and customer loyalty.
A valuable component of this leadership
is Enjoy’ s geographic coverage, as it has
become an entertainment option not only
in the north, center and south of Chile, but
also in Uruguay, Argentina and Colombia,
where it continuously absorb the demand
of the different seasons and mitigates
seasonality at the chain level.
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> Regulatory framework for casinos in Chile
The casino industry in Chile began
more than eighty years ago, with the
authorization to establish a casino in the
city of Viña del Mar. From this milestone
until the early nineties, six additional
licenses were authorized, in the form of
municipal concessions, in different tourist
cities, which are, from north to south:
Arica, Iquique, Coquimbo, Pucón, Puerto
Varas and Puerto Natales. An industry
of seven casinos developed throughout
Chile.
Law Nº 19,995 was enacted in 2005,
setting forth the general bases for the
Authorization, Operation and Control of
Gambling Casinos, defining (Article 3)
games of chance as the ones listed in the
Gaming Catalog of the Superintendence
of Gaming Casinos (SCJ), such as: slot
machines, roulette, card games, which
Market Share in Chilea at Dec. 31, 2016
Source: SCJ
39,08% ENJOY
38,02% Dreams - Monticello
4,20% Latin Gaming
13,08% Clairvest -Sol
5,22% Rest od the industry
include poker derivatives, blackjack and
Baccarat, dice games, like traditional
craps, and lastly bingo.
The Chilean state has boosted the
gaming casinos industry through this law,
expanding into 18 new licenses, each with
a duration of 15 years, and limiting the
number of casinos that can operate to a
maximum of 25 at a national level.
In terms of geographic distribution,
Law Nº 19.995 states that each region
may have up to three casinos, with
a geographical location restriction
indicating that gaming casinos must be
more than 70 km. apart, regardless of
their regional location.
In Chile, pursuant to Law 19.995 and its
Regulations, the main rights and duties
of the operating companies are the
following:
» To develop games that are officially
included in the gaming catalog.
» To use the machines and gambling
implements previously approved in the
register kept by the Superintendence
of Casinos.
» To operate only in the tailored
establishment set in the operating
permit.
» To permanently keep a liquidity
reserve that can meet the daily bets
made in the premises.
» To operate every day of the year
except on days of statutory exception.
In any case, no gaming facility,
whatever the day or time of year, is
allowed to run for less than six hours a
day.
» To have certain minimum gaming staff,
which shall be registered in the list held
by the Superintendence of Casinos.
» To provide and operate the
complementary services referred to in
the respective operating permit.
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On August 11, 2015, Law Nº 20.856 was
published, amending Law Nº 19.995.
Among others, it extends the operation
of municipal casinos until December 31
2017. Additionally, from January 1st 2018,
all municipal casinos will be subject to
the same regulation as the rest of the
industry, delivering 10% of their income
to the regional government and at
least 10% to the municipality of their
respective commune. It is noteworthy
that Law Nº 20.856 grants the right to
the cities where municipal casinos are
located, to host casinos for 3 consecutive
periods of 15 years each.
Regarding grants of casino operating
licenses in the cities where municipal
casinos currently operate, i.e. Arica,
Iquique, Coquimbo, Viña del Mar, Pucón,
Puerto Varas and Puerto Natales, on
July 15 2016, three of the current
operators of gaming casinos, including
Enjoy, filed protective appeals before
the Court of Appeals of Santiago
against the Technical Bases for the
granting of licenses to operate gaming
casinos in said communes issued by the
Superintendence of Gaming Casinos
(SCJ).
On November 2 2016, the Court of
Appeals ruled the filed appeals and
accepted allegations of illegality
and arbitrariness contained in the
aforementioned bases. As a result of
its ruling, the application process for all
licenses, submitted to the Technical and
Economic Bids on November 4 2016,
was suspended, and the mandate of the
SCJ was to amend the Technical Bases
only as accepted by the Court. Without
prejudice to this, on November 8 2016
the SCJ filed an appeal for annulment
to the Supreme Court against those
judgments. The Supreme Court is
currently awaiting hearing.
Notwithstanding the foregoing, on
February 15 2017, the SCJ issued
Newsletter Nº 084, by which it extended
the concessions of municipal casinos,
allowing current concessionaires to
operate from December 31 2017 until
the date of the new permits, that is, until
when the SCJ has issued the certificate
attesting to compliance with all legal and
regulatory obligations necessary to start
gaming casino activities.
In C
hile
, Enj
oy h
as 3
mun
icip
al li
cens
es in
forc
e, in
the
citie
s of
Viñ
a de
l Mar
, Puc
ón a
nd C
oqui
mbo
, unt
il a
new
ope
rato
r is
aw
arde
d, a
nd 4
lice
nses
gra
nted
by
Law
Nº
19,9
95, v
alid
for
15 y
ears
from
its
awar
d.
> Revenues of the Casino Industry in Chile
According to data from the
Superintendence of Gaming Casinos
(SCJ), gaming revenues during 2016
exceeded $454 billion (US$ 671,442,994)
representing a growth of 6.2% of the
industry’s total win industry compared to
2015.
Regarding the average spend per visit,
considering the universe of the SCJ
casinos, it reached $56.200 (US$ 83,1),
4.4% higher than in 2015.
win 2016
average spend per visit 2016
$454 billion US$ 671,442,994
$56.200 / US$83,1
Source SCJ
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Uruguay
Uruguay’s gaming industry is composed of
lotteries, casinos, gaming halls, horse-race
betting and sports betting.
We believe that the gaming market in
Uruguay is very well developed and shows
one of the highest penetration levels
compared to other gaming markets in
Latin America. Uruguay’s gaming market
is partially composed of Brazilian tourists
that come to Uruguay due to the lack of
current gaming opportunities in Brazil.
The two largest players in the industry are
Enjoy and Codere, with gaming operations
in Punta del Este and Montevideo.
> Regulatory framework for casinos in Uruguay
In Uruguay, the right to operate a casino
may be granted either by the state
(through the Executive Branch) or by the
Municipal Government of Montevideo
(“IM”). The state or the IM may develop
casinos’ activities either directly, under
a concession regime or under a mixed
system. Furthermore, the State has the
monopoly over the following activities:
lotteries, casinos, gaming halls and horse-
race betting.
For the State’s Casinos, the competent
authority to exploit and control their
activity is the Dirección General de Casinos
(the “DGC”), an office of the Ministry of
Economy and Finance. Private casinos
granted by the State (like Enjoy Punta
del Este) are supervised by the Ministry
of Economy and Finance through the
Auditoría Interna de la Nación, an office
of the Ministry of Economy and Finance.
The DGC may operate the state’s casino
directly or may make agreements with
private parties (hotels), but the DGC
always remains the casino operator.
For casinos operated by a private entity,
decree N° 588/975 (dated July 24,
1975) and the amendments, rules and
procedures thereto establish the rules that
must be followed by a concessionaire. This
decree also governs the public bidding
process for the selection of potential
concessionaires.
The Enjoy Punta del Este casino was
awarded a license to operate privately
and signed a contract directly with the
government. The license granted has
as its sole objective the creation of an
entertainment complex with the exclusive
purpose of operating a 5-star hotel under
the name “Conrad,” with a convention
center, casino and related businesses.
While Uruguay does not have a defined
gaming tax, Enjoy Punta del Este currently
has a mandatory minimum payment
obligation of the higher of US$ 7,3 million
or a 6,50% of gaming revenues, in 2016.
Such structure will increase slightly over
the next twenty years reaching the higher
of 7.75% of gaming revenues or US$8.0
million in 2036.
> Revenues of the Casino Industry in Uruguay
There is no public information.
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Argentina
Argentina is the leading casino gaming
market in Latin America. Its gaming
industry is comprised of lotteries,
gaming halls and horse racetracks and
is regulated at the provincial level. Most
casinos and gaming halls are run by
private operators.
> Regulatory framework for casinos in Argentina
In Argentina, each province sets its own
regulations. In the province of Mendoza,
the granting of concessions for the
exploitation of gambling is regulated by
the provincial Law N° 5775 of 1991 and its
Regulatory Decree No. 2235/1992.
The provincial Law No. 5775 allows
the installation and operation of
gambling rooms in hotels of “Five Star
International” category resulting from
new ventures and that are located within
the urban fabric of the cities of Mendoza,
Godoy Cruz, Las Heras and Guaymallén.
According to this provincial law, only 4%
of the total floor area of the property can
be used as gambling halls.
In Mendoza, the Provincial Institute of
Games and Casinos (IPJyC) regulates
the gambling activities. Licenses granted
to operate, including Enjoy licenses,
extend for an unlimited duration. There
are currently 18 casinos operating in the
province, of which eight are from private
operators. The gambling tax for private
operators at Mendoza is 20% of slot
machines gross revenue.
The total offering in casinos in the
province was comprised of 5,052 slot
machines and 91 gaming tables as of
September 2016, according to the IPJyC.
This represents a penetration of 1 slot
machine for every 344 inhabitants and 1
gaming table for every 19,109 inhabitants.
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> Revenues of the Casino Industry in Mendoza, Argentina
On November 2016, the Provincial
Institute of Games and Casinos of
Mendoza started providing information
on Gaming Casinos revenues (win) in the
Casino
Gaming Tables Win Nov + Dec 2016 ($AR)
Slot machines WinNov + Dec 2016($AR)
Casino de Mendoza Sede Central 2.882.454,00 36.257.773,75
Casino de Mendoza Anexo General Alvear 11.856.015,28
Casino de Mendoza Anexo Malargüe 6.744.786,10
Casino de Mendoza Anexo Rivadavia 12.243.212,25
Casino de Mendoza Anexo San Martin 30.116.097,42
Casino de Mendoza Anexo Tunuyan 10.101.879,20
Casino de Mendoza Anexo Tupungato 5.403.725,13
Casino de Mendoza Anexo Uspallata
Casino de Mendoza Anexo Eugenio Bustos
Casino de Mendoza Anexo La Consulta 3.731.046,96
Regency 4.664.155,00 57.320.986,93
Enjoy 9.605.684,50 45.653.821,59
Condor 8.034.808,00 29.552.822,02
Arena 8.841.096,50 30.276.175,57
Fuente Mayor 259.830,00 2.135.295,63
Tower 629.660,00 17.058.256,51
Casino Club 780.690,00 13.482.999,12
Las Leñas
Total 35.698.378,00 311.934.893,46
Province, as broken down below. Enjoy
Mendoza registers the highest revenues
in Gaming tables, and the second highest
income in slot machines.
Colombia
The Colombian Gaming market consists
of lotteries, bingo halls, casinos, slot
machines and horse racetracks. The
lottery market includes Baloto, the
national lottery, and Lotería de la Cruz
Roja (the “Red Cross Lottery”), in
addition to other local lotteries.
The country’s casino, gaming and
bingo hall industries are privately run.
They are comprised of various small
operators and are highly fragmented.
According to the Colombian market
regulator, Coljuegos, the total number of
licensed slot machines in Colombia was
approximately 82,600 as of December
31, 2015. The most common machines in
Colombia do not have maximum wager
and prize limits. As of December 31, 2015,
the Colombian slot machines market
had approximately 377 legal operators,
excluding machines located in casinos.
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> Regulatory framework for Gaming Casinos in Colombia
The regulatory body of the industry
is COLJUEGOS, an Industrial and
Commercial Company of the State that
administers the Rent Monopoly of the
Games of Luck and Chance. Its objective
is the exploitation, administration,
operation and issuance of regulations of
the so-called “localized games” - casinos,
bingos, bets on sports and virtual races;
the “Novelty Games” (Baloto- Revancha
and Super Astro Millionaire), National
Raffles and Promotional Sweepstakes.
According to Colombian law, casinos are
commercial premises that host games
of chance and operate with different
gambling elements, such as poker tables,
roulette, slot machines, spheres, and
other modes of local games.
Law 643 of 2001 and Resolution 724 of
2013 issued by COLJUEGOS, establish
that the concession of these games,
classified as “localized”, must be done
through the authorization and signing of
a concession contract with a minimum
of gaming elements and a minimum
for commercial premises, according to
Decree 1905 of 2008.
The requirements for requesting
a concession contract include a
presentation of the previous favorable
concept, issued by the Major of the
Municipality where the premises are
located, according to the Land Zoning
Plan “POT”.
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Operating licenses for Enjoy casinos
LocationCasino Operating Company
Validity term of license or concession
Chile
Antofagasta, Región de Antofagasta
Operaciones El Escorial S.A.
Nov. 11, 2023
Coquimbo, Región de Coquimbo
Campos del Norte S.A
Dec. 11, 2017*
Rinconada de los Andes Región de Valparaíso
Casino Rinconada S.A.
Aug. 29, 2024
Viña del Mar, Región de Valparaíso
Slots S.A. Dec. 31, 2017*
Santa Cruz, Región del LibertadorBernardo O’Higgins
Casino de Colchagua S.A.
Sept. 12, 2023
Pucón, Región de La Araucanía
Kuden S.A. Dec. 31, 2017*
Chiloé, Región de Los Lagos
Rantrur S.A. May 08, 2027
Argentina Mendoza Cela S.A. Lifelong
Uruguay Punta del Este Baluma S.A. Dec. 31, 2036
Colombia San AndrésEnjoy Caribe SpA Sucursal Colombia
Feb. 18, 2021
* Notwithstanding what is indicated in this table, on February 15, 2017, the Superintendence of Gaming Casinos issued Informative Report N° 084, by which it extended the concessions of municipal casinos until the date of commencement of the operation of the new permits.
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Chile
Tourism in Chile is favored because the
country is one of the most geographically
diverse destinations in the region; with
beaches, mountains and lakes, as well
as opportunities to practice a variety of
sporting activities. This diversity earned
the country the World Travel Awards
in 2016 as the best Adventure Tourism
Destination.
Tourism in Chile has benefited from
investments by hotel groups, tour
operators and casinos. In addition,
it is expected to benefit from future
investments in transport infrastructure,
mainly airports and road networks.
At present, Chile is positioned as one
of the countries with the best airport
infrastructures in the region, exceeded
only by Brazil.
National tourism has recently benefited
from lower airline ticket prices, leading
to increased travel within Chile. Despite a
slowdown in the economy, Chileans have
kept travelling on holidays.
International arrivals to Chile in 2016
reached a historic figure of 5.6 million
foreign tourists and a strong growth of
26% compared to 2015, according to
official statistics of the Undersecretariat
of Tourism.
Along with its natural attractions, Chile
is becoming a key shopping destination
for South American travelers, especially
Argentineans, which was reflected by
a 33% increase in arrivals from Latin
American markets compared to 2015.
North America grew by 8% and Europe
by 10%, while arrivals of foreign tourists
from distant countries experienced a 12%
increase compared to 2015.
Regarding tourist accommodation, the
total number of nights has grown at a
compound annual rate of 5.9% between
2011 and 2015. In 2015, the average
domestic price per room (ADR) was
$88,326 with a total occupancy of 64.7%.
HOTEL AND TOURISM INDUSTRY IN LATIN AMERICA
Tourism is one of the industries that has grown the most in the world and Latin
America is no exception. Being part of this industry and contributing to its
development is essential for Enjoy, as one of our purposes is to be a relevant leisure
and entertainment agent worldwide.
* Source: Fedetur’s Barometro, January 2017.
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> Main indicators of Tourism in Chile from January to December 2016 v/s 2015
Arrivals at Tourist Accommodation
Establishments (TAE).
Rooms Ocuppancy Rates
Rooms Ocuppancy Rates
Overnight stays at TEA
ADR (Average Daily Rate)
January through December 2016
Source: Barómetro del Turismo, January 2017 - FEDETUR / Nº22
9,5 millions +3%
40%
+1%
18 millions +3%
+2%
The Chilean hotel sector is growing,
driven by greater development and
strong positioning of the country
by the government tourism agency.
International brands are continually
looking to take advantage of the various
opportunities presented and groups such
as Accor, Hilton and Marriott are seeking
to strengthen their presence in the
country, leading to an increase in hotel
rooms.
Between 2016 and 2018, the number of
accommodation rooms is expected to
increase by 4.9% according to data of
Hoteleros de Chile.
-1%
1%
1%
2% 2%
-1%
0%
1%
2%
3%
4%
5%
3%
TOURIST ACCOMODATION STATISTICS
arr
ivals
check-i
ns
ocup
ati
on
AD
R
ryn A
DR
revenues
% variation Jan. through
Dec. 2016/20155,6
+26%
INTERNATIONAL ARRIVALS TO CHILE
millions of foreign
tourists
growth
growth
72%
57 UF
+24%
FOREIGN CARD TRANSACTIONS IN CHILE
of foreign tourist
spending
expenses made with
foreign credit card
TOURISM EMPLOYMENT
Oct.-Dec. 2016
growth
Oct.-Dec.
2016
creating jobs
industry
Oct.-Dec. 2016
339 mil
+8%
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Uruguay
The tourism industry in Uruguay has
been linked mainly to its beaches and
summer activities, highly valued for their
biodiversity. Montevideo, the capital, has
most of the urban tourism, attracting
various conventions and events in
recent years. The security and the cozy
atmosphere of many of its tourist places
have been highly attractive for visitors
from neighboring countries who choose
to Uruguay as a frequent destination.
The country’s solid infrastructure has
been key to meeting the industry’s
demand. Recent infrastructure
investments have helped ease travel and
attracted more visitors. The international
airport of the capital and the port of
Montevideo, along with the port of
Colonia, receive the largest tourist influx.
The country’s central location in South
America has also eased entry of tourists
through roads that connect it to its three
neighboring countries.
Various hotel operators are investing in
the country to expand their operations,
including Hyatt, Sofitel, Hilton and
Sheraton. Meanwhile, many existing
operators are extending their properties
to meet the rising demand.
In 2016, according to data from the
Ministry of Tourism of Uruguay, this
country reached historical figures with
3,328,450 foreign visitors (363,609
more than the same period of 2015).
Argentine tourists were the main source
of tourism and showed the greatest
growth in 2016 compared to 2015.
2,139,598 visitors came in, i.e. 25.4%
more than the previous seasons, mainly
in summer. 432,442 Brazilian tourists
arrived, showing a slight increase of
0.8% compared to the same previous
period. Chilean tourists were third
place, with a total of 53,950, slightly
higher than the previous year, followed
by 41,466 Paraguayans. Visitors from
other nationalities were 347,765, almost
unchanged from 2015 (from Europe,
North America, Rest of America and
other unidentified regions).
The preferred destinations remain as
Montevideo (29% of visits) and Punta del
Este, which had a growth of 12.1%.
In terms of visitor spending, 41% was
spent in Punta del Este with
US 743,274,100. In second place, the
biggest expenditure was in Montevideo
with US $566,905,651.
In terms of expenditure per nationality,
Argentina made up 64% of the total
(US $1,173,215,212), representing an
increase of 8.8% compared to 2015.
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> Main Figures in Tourism in Uruguay Year 2016
Total visitors Currency income (in thousands of current dollars)
In second place was the Brazilian
expenditure of US $225,426,910, varying
by -2.8%. The highest expenditure
per person was made by Paraguayan
visitors, of
US $1,022.
In terms of income, the following items
stand out: accommodation
US $541,489,835, representing 29.68%,
food, US $443,773,585 (24.33%), and
purchases of US $233,287,638 (12.79%).
Although the average length of stay
in 2016 was 5.5 days - decreasing
by 11% compared to 2015 -, the total
expenditure in dollars increased by 3.3%
and visitor spending by 3.5%.
Argentina
Argentina’s tourism sector is benefitting
from the changes brought about by
the new government, which is strongly
supporting it. Strong marketing
campaigns have also aided in increased
tourist interest in the country.
Forecasted investments in transport and
tourism infrastructure are expected to
keep on attracting visitors.
Recent years have seen positive growth
in arrivals from other Latin American
countries, which represent the greater
portion of total arrivals. In addition, the
arrival of low-cost airlines to the country
is expected to contribute to lower travel prices and further expand the tourism industry.
The country’s diversity of landscapes and varied cultural offerings have permitted a wide range of travel and tourism products and activities. High-quality lodging options and a strong culinary scene, including its renowned vineyards, help position the country favorably and attract tourists from around the world. Furthermore, the arrival of low cost airlines into the country is expected to help reduce travel prices and further
expand the tourism industry.
+25,4% +0,8%
+5,2%
+12,3%
+3,3%
+0,6%
Argentinean 2.139.598
Brazilian 432.442
Chilean 53.950
Total3.328.450
Paraguayan 41.466
3.824.265
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INDUSTRY TRENDS
Trends on Supply
1. Consolidation of tourism destinations
The industry trend has been the
development of comprehensive
entertainment projects, which in
addition to gaming casinos, offer several
new facilities and complementary
services, such as hotels, restaurants
and convention centers. As a result,
cities that host these facilities are being
strengthened as new holiday and urban
destinations, both for national, incoming
and business tourism.
2. Increased supply
Nowadays, , there is a global increase
in the supply of rooms other than the
ones offered by traditional hotels, based
on collaborative economy models
such as Airbnb, which is an internet
platform that connects hosts that have
accommodation for lease with customers
that have that demand, without
additional services. This trend so far has
not affected the occupancy level of hotel
rooms, nor their rates, as they target a
customer segment that is not after the
services and amenities offered by high-
end hotels. In addition, it is challenging -
at least for South America - to overcome
mistrust caused by virtual services.
However, models like Airbnb impel the
traditional hotel sector to continuously
improve its service levels to make a
difference, especially in Santiago de Chile,
where there has also been a significant
increase in the five-star hotel offer.
3. Enhanced gaming technology for
greater interaction
Development and technological
innovation have become fundamental
cornerstones for the Gaming business,
especially in gaming machines, which
have become the most massive product,
offering a wide variety of games that
are conveniently priced for most of
the population. This type of game
increasingly promotes higher gaming
interaction, making it highly attractive
for the different customer segments.
This new technology is influenced by
the Asian culture and designs, which are
always related to good luck.
4. New marketing strategies
Aware of the increasing industry
competition to attract more customers,
the campaigns are moving away from
the traditional format to become an
entertainment experience in themselves,
taking advantage of the features offered
by today’s digital channels.
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Trends in demand
1. Increased demand for entertainment
Independent of economic cycles, the
level of social development achieved by
the region, and mainly by Chile, has led to
greater demands and spending on leisure
and recreation activities.
2. Changes in entertainment habits
The implementation of the new gaming
casinos as integral projects has made
them entertainment options considered
as centers of social entertainment for
the whole family, with multiple offers of
services and fun. On the other hand, their
use has been popularized and expanded,
penetrating new market niches and
different socioeconomic strata.
3. Increased consumer awareness and
expectations
The wider entertainment offer and
possibilities of accessing offers abroad,
has affected the demand. Nowadays,
consumers are more informed and have
developed higher quality expectations
for the offered services.
4. Change in buying habits
In recent years, there has been a change
in buying habits in the hotel sector. On
the one hand, there is less anticipation
of purchase and, in addition, electronic
channels and Social Networks have
been strongly integrated. This is a great
opportunity to take advantage of this
trend and meet the demand.
5. Millennials
In such a dynamic and competitive
sector as tourism, it is essential to
look ahead and seek opportunities to
launch products that are attractive to
new consumer groups. The Millennials,
(generation born between 1978 and
1999) is a segment that has shown
great willingness to connect with other
travelers and that is strongly based on
digital and social channels. It also poses a
challenge for the industry to become an
attractive place to work in the future.
6. Tourism development in Chile and
Latin America
The Chilean government, through
the Undersecretary of Tourism of the
Ministry of Economy and the Law of
Tourism, is implementing a strategy to
encourage the development of tourism in
the country, both national and receptive.
From this date and until 2020, the
industry is expected to have a strategic
nature and priority in the country’s
economic development.
The expectation is for Chile to assume a
tourist leadership in the region, becoming
an acknowledged and admired
destination in all the aspects where it has
distinctive advantages such as natural
beauty, authenticity, cuisine, security,
quality of offer, sustainability and
professionalism. All this, coupled with a
stable political-economic institutionalism
that will contribute to forge a powerful
and valuable identity of Chile as a tourist
destination.In th
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The company Enjoy S.A., develops its
business through three subsidiaries:
a. The area of management, consulting,
services, tourism operation, casinos,
hotels, dining, and entertainment is
developed through Enjoy Gestión
Limitada. As a business partner, it
provides comprehensive advice for
the management and administration
of gaming casinos, hospitality services
and entertainment. It also advises the
back office of companies Antonio
Martínez y Compañía, Masterline S.A.,
Slots S.A., Campos del Norte S.A.,
Kuden S.A., Operaciones El Escorial
S.A., Inversiones Vista Norte S.A.,
Casino de Colchagua S.A., Casino
Rinconada S.A., Rantrur S.A.
b. Investments and foreign operations
are carried out through its subsidiary
Inversiones Enjoy SpA.
c. The real estate business operation
in Chile is developed through the
subsidiary Inversiones Inmobiliarias
Enjoy SpA.
BUSINESS SEGMENT
The Management of the Company
defined two business segments for the
company, according to its structure and
corporate grid.
a. Operation
b. Investment & Real Estate
The operating segment corresponds to
the consolidation of the subsidiary Enjoy
Gestión Ltda., with subsidiaries that
operate the businesses of gaming, hotel,
entertainment and food & beverages,
etc., located in Chile, as mentioned
above.
The segment real estate + investment
corresponds to the consolidation of
subsidiaries: Inversiones Inmobiliarias
Enjoy SpA, with its subsidiaries, owning
real estate assets in Chile which are
leased to the operating companies in
Chile, and Inversiones Enjoy SpA which
has investments abroad (Argentina,
Colombia, and Uruguay).
GEOGRAPHICAL SEGMENT
a. National
b. International
The geographical segment corresponds
to the physical, geographic location
of point of sales of gaming, hotel,
entertainment and food & beverage, both
in Chile and abroad.
The Company and its subsidiaries have
no income to disclose related to separate
external customers.
All revenue of the companies comprising
the Enjoy group, are made in the country
of operation (Chile, Argentina, Colombia
and Uruguay); no income is earned or
service to markets performed, other than
those described above.
MAIN SUPPLIERS
There are no suppliers that individually
represent, at least 10% of the total
purchases made in the period for the
supply of goods and services.
CUSTOMERS
No company customers represent more
than 10% of its income.
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CR
IPTI
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REAL ESTATE
Through subsidiaries of Inversiones
Inmobiliarias Enjoy SpA, the company
owns the property and buildings where
gaming casinos and entertainment
activities are developed in Chile.
Properties where casinos and
comprehensive projects are located:
» Proyecto Integral Antofagasta,
located in the city of Antofagasta,
Region of Antofagasta (financial
lease; Inmobiliaria Proyecto Integral
Antofagasta S.A.)
» Proyecto Integral Coquimbo, located
in the city of Coquimbo, Region of
Coquimbo (proprietor Inmobiliaria
Proyecto Integral Coquimbo S.A.).
» Proyecto Integral Rinconada, located
in the district of Rinconada, Region
of Valparaíso (proprietor Inmobiliaria
Rinconada S.A.).
» Casino de Colchagua, located in
the district of Santa Cruz, Region of
Libertador Bernardo O’Higgins (leasing
contract of Casino de Colchagua S.A.).
» Enjoy Pucón Casino & Resort, located
in the city of Pucón, Region of La
Araucanía (owner- Inmobiliaria Kuden
SpA.).
» Proyecto Integral Chiloé, located in the
district of Castro, Los Lagos Region
(owner - Inmobiliaria Proyecto Integral
Castro SpA).
» Enjoy Park Lake Hotel, located in the
city of Villarrica, La Araucania Region
(leasing contract).
» Enjoy Puerto Varas Hotel, located in
the city of Puerto Varas, Los Lagos
Region (leasing contract).
Regarding real estate assets abroad, the
company owns the property through
Inversiones Enjoy SpA:
» Hotel and Casino Enjoy Mendoza
(owner).
» Conrad Punta del Este Resort & Casino
(owner).
» Enjoy San Andrés (leasing).
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EQUIPMENT
Operating companies of casinos and
related services are owners of the
machines and gaming equipment
through the company Enjoy Gestión
Limitada, therefore the Company has no
machinery and equipment in its assets.
INSURANCE
All subsidiaries of Enjoy have a
corresponding related insurance, so that
the company has not taken or endorsed
insurance of any kind in its favor.
TRADEMARKS AND PATENTS
The company does not have a significant
dependence of trademarks, patents,
royalties, or other representations
provided by third parties. The brand
Enjoy belongs to Enjoy Gestión Limitada,
a subsidiary of the company.
Total rooms
StarRating
Slot machines/ Gaming tables/ Bingo positions
Restau-rants and bars
Other amenities
Constrareauc- ted 1
Growth Oppor-tunities
Enjoy Punta del Este
294 544/70/- 9 Convention center, Spa, OVO Club, Pool, Shows, Tennis 75.524 m2 103.000 m2
Enjoy Antofagasta 92 842/42/124 10 Convention center, Spa,
OVO Discotheque, Shows, Pool 37.116 m2 20.754 m2
Enjoy Coquimbo 111 919/38/70 7 Convention center, Spa,
OVO Lounge, Shows, Pool 37.220 m2 78.000 m2
Enjoy Santiago 120 1.380/57/100 6 Convention center, Spa,
Pool, Tennis, Outdoor park 35.468 m2 N/A
Enjoy Viña del Mar 60 1.500/68/148 10 Convention center, Spa,
OVO Club, Shows, Pool 34.000 m2 N/A
Enjoy Pucón 1512 527/23/- 7
Convention center, Hotel and apartments, Pool, Shows, Ski, Tour operator
34.518 m2 26.444 m2 +10.321 m2
Enjoy Chiloé 402 4 230/17/36 4 Convention center, Spa,
OVO, Cinema, Shows, Pool 15.799 m2 4.117 m2
Enjoy Mendoza 180 569/24/- 5 Convention center, Spa,
Pool 38.000 m2 N/A
Enjoy Puerto Varas3 91 N/A 3 Convention center, Spa 14.664 m2 N/A
Enjoy Park Lake Villarrica 70 N/A 3 Convention center, Spa 7.500 m2 N/A
Casino Colchagua N/A N/A 240/19/30 N/A N/A 4.000 m2 N/A
Enjoy San Andrés N/A N/A 73/9/- 1 N/A 1.300 m2 N/A
(1) As of September 2016. (2) 121 apartments in Pucón were available. An additional 32 apartments in Chiloé were available. (3) Enjoy started operating Puerto Varas on December 1st, 2016. (4) Undergoing 5 Star certification process.
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RIS
K
FACT
OR
S RISKS INHERENT TO THE ACTIVITY
Casino license renewal
In Chile, municipal licenses and new
licenses granted by the new casino
gaming law are handed over to operators
for defined periods. On August 11 2015,
Law Nº 20,856 was published, amending
Law 19,995 and, among other aspects,
extending the operation of municipal
casinos until December 31 2017, which is
applicable to the current concessions of
Enjoy to operate the municipal casinos of
Coquimbo, Viña del Mar and Pucón.
Notwithstanding the foregoing, on
February 15 2017, the SCJ issued
Information Note Nº 084, by which it
extended the concessions of municipal
casinos, allowing current concessionaires
to operate after December 31 2017,
until the entry into force of the new
permits, i.e. until when the SCJ issues
the certificate attesting to compliance
with all legal and regulatory obligations
necessary to start gaming casino
activities.
In addition, as of January 1 2018, all
municipal casinos will be subject to
the same regulation as the rest of the
industry, delivering 10% of their revenues
to the regional government and at least
10% to the municipality of its respective
commune. It should be noted that Law
Nº 20.856 grants the right to the cities
where municipal casinos are located, to
host casinos for 3 consecutive periods of
15 years each.
The Enjoy Mendoza license has no end
date and will remain in effect as long as the
hotel is rated as five-stars, according to
local regulations. The concession contract
of Enjoy Punta del Este in Uruguay, is
effective until December 31 2036. The
revocation risks of this concession relate to
serious non-compliance with Uruguayan
regulations (for example, non-payment of
the annual fee).
The term of the Colombian Concession
Contract is 5 years, renewable in equal
periods.
Loss of Licenses for
Noncompliance
In accordance with Chilean Gaming
Casinos legislation, gaming permits
issued by the State to operate a casino
may be revoked by the Superintendence
of Casinos (SCJ), based on a justified
decision, in the event that any of the
causes provided for in the casino
legislation occur, which would be
serious cases of noncompliance by
the operator to its license obligation
of strictly adhering to the Casino Law,
its regulations and the instructions
provided by the authority. In case of
noncompliance, the SCJ may initiate
a procedure to revoke the operating
permit; however, the final decision
may subsequently be appealed to the
corresponding Court of Appeals.
Furthermore, the casino concession
agreements under municipal
supervision until 2017, also includes
grounds for termination due to serious
noncompliance with the concessionaire’s
obligations set out therein, which should
be reliably proven by the corresponding
Municipality.
Enjoy S.A., during its 40 years of
experience in the entertainment
industry, has shown comprehensive
regulatory compliance standards;
therefore, it mitigates regulatory risk as
much as possible. Both Enjoy’s Legal
Department and Compliance Area have
designed these compliance standards in
accordance with applicable laws and, in
turn, Internal Audit periodically reviews
their efficiency and implementation.
In Mendoza, the Mendoza government
issues the permit pursuant to applicable
laws, which sets out that the gaming
permit shall be in force, provided the five
star hotel is operational, and it may not
be revoked while the conditions set out
by the legal framework are met.
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In accordance with applicable laws
in Uruguay, any legal or regulatory
noncompliance with the terms and
conditions provided in the concession
agreement shall result in penalties, fines,
or issuance of a closure order. Depending
on the non-compliance, the penalty
could also mean permanently losing the
concession.
The concession agreement and its
amendments set out that the continuous
non-compliance with obligations, both of
the concession agreement and guidelines
provided by regulatory agencies,
may require adopting applicable legal
measures in order to terminate the
agreement with the damages caused by
the non-compliance (without detriment
to the relevant guarantees).
In Colombia, Article 1 of Law 643 of
2001 defines the monopoly of games
of chance as the exclusive power of the
state to exploit, organize, administer,
operate, control, monitor, regulate
and monitor all forms of gambling to
establish the conditions under which
individuals can operate them.
Decree 4142 of 2011, modified by Decree
1451 of 2015, defines Coljuegos as a
state entity whose objective is “the
exploitation, administration, operation
and issuance of gaming regulations
that form part of the monopoly of
gambling and games of chance that
by legal provision are not attributed to
the entity.” On the other hand, Article
2.7.5.2 of the Single Regulatory Decree
1068 of 2015 indicates the requirements
for the operation, so only certain games
of chance can be operated by legal
entities that are authorized by Coljuegos
and sign the corresponding concession
contract .
Under Resolution 2016299991844 of
January 29 2016, Coljuegos authorized
Enjoy Caribe SpA - Colombia Branch, to
operate public monopoly in the modality
of localized. The Concession Contract
was signed after receiving authorization.
The Concession Contract establishes
obligations for the concessionaire,
among which it is worth noting: to
operate authorized games at its own risk;
comply with the current provisions on
games of chance; allow the inspection
of Coljuegos and other auditing
entities; maintain the single guarantee
of compliance in force; send annual
financial statements to Coljuegos. Failure
to comply with any of the obligations
set forth in the concession contract
that seriously and directly affect the
execution of the concession may lead to
the revocation of the operating permit.
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GENERAL MARKET RISKS
Political, Economic, and Monetary Risks
related to Foreign Operations
The company could be exposed to political, economic, monetary, and legal risks related to foreign operations due to entering foreign markets. Risk evolution and perception in other countries, especially in emerging markets, may affect the Chilean, Argentinean and Uruguayan economies, countries where Enjoy currently operates.
Natural Catastrophes and Disasters
There is always the risk of one of Enjoy’s operations suffering damages caused by a force majeure event or by a natural catastrophe. This risk is mitigated, in part, because the company’s insurance policies that cover this type of risk.
Inherent Risk in Gaming and
Hospitality Companies
Negative changes in general economic
conditions, including recession or
economic slowdown, or a rise in fuel,
electricity prices or other transportation
costs, may reduce casino and hotel
earnings, due to fewer average customer
visits or lower average spending per visit.
Regulations
Changes in regulations or contracts
related to the casino industry or in the
interpretation of such rules or contracts
by the administrative authorities,
in addition to alcohol and tobacco
consumption restrictions in Chile have had
a negative impact on casino operations
and, in particular, corporate earnings.
In each country where Enjoy operates,
laws have been passed that restrict
smoking in enclosed places. In response
to these legislation changes in Chile, Enjoy
has built terraces with slot machines,
thus mitigating the negative impact on
revenues
Changes in national labor regulations may
also affect the industry.
Falsification and fraud
All table games are played with tokens
that like real currency, are subject to
the risk of alteration and falsification.
To mitigate this risk, we have security
devices that detect the manipulation
and alteration of tokens, such as CCTV
and ultra violet lights. On the other hand,
token checking is part of the generic
token-exchange procedure. Likewise, staff
is trained in matters such as detection of
false tokens and/or banknotes.
Building development risk
Hotel and Casino projects developed
by the company are exposed to risks
related to the construction and building,
in terms of higher costs of raw materials,
elevated during construction works, and
changes made to the project appearance,
resulting in higher investment. However,
investments made by Enjoy S.A. have
been completed, reducing risk exposure.
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in Colombian pesos. As a result, Enjoy
S.A. had an exposure in its balance
equivalent to M$ 786,982 (COL 3,529
million) at December 31 2016. Significant
fluctuations in the exchange rate of
the Argentinean currency, American
dollar and Colombian peso regarding
the Chilean peso may significantly affect
the value of net investments abroad, as
a result of the conversion adjustment
recorded in Other reserves of Enjoy S.A.
b) Risk of low interest rate
Fluctuations in interest rates may
have a relevant material impact on the
financial costs of the Enjoy S.A. and
its subsidiaries, which have short and
long term debts. The interest of said
debts are expressed in different rates:
variables, fixed, expressed in TAB basis.
Credit risks
Credit risk arises mainly from the
non-fulfillment of obligations by the
counterparty and therefore depends
on the ability to collect the outstanding
accounts receivable and close the
14 pledged transactions. Enjoy S.A.
implemented a centralized credit and
collection department, with defined
credit sales policies, continuously
monitoring the accounts receivable
portfolio, through weekly meetings.
FINANCIAL RISK
Risk of conditions in the financial market
a) Exchange rate risk
The company’s operations and
investments in foreign markets expose
it to the exchange rate variation
between the currencies of the countries
in which it operates and the Chilean
peso. In addition, taking obligations
and liabilities in foreign currencies also
creates exposure risks.
The Company has a joint control
investment in Sociedad Argentina Cela
S.A., operator of Gaming Casino, Hotel
and Food & Beverages in Argentina.
This investment abroad is handled
in the functional currency of the
country, that is, Argentine peso. As a
result, Enjoy S.A. had an exposure in
its balance equal to M $7,363,618 (AR
$ 174 million) at December 31 2016.
Additionally, Enjoy S.A. has investments
in Uruguay through the company
Baluma S.A., operating company of
Gaming Casino, Hotel, Food & Beverage
and tourism. This investment is handled
in dollars. As a result, Enjoy S.A. had
an exposure in its balance equivalent
to M$ 209,643,889 (USD 313 million
at December 31, 2016). Lastly, Enjoy
S.A. has investments in Colombia
through the company Enjoy Caribe SpA
Sucursal Colombia, operating company
of Gaming Casino, Hotel and Food &
Beverages. This investment is handled
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In addition, the most complex cases
are derived to external collection
companies. The Company does not
currently have credit insurance for its
accounts receivable. The current credit
policy of Enjoy S.A. grants a maximum
term of 90 days for their payment. In
some cases, such as renting of rooms
or organizing events with catering, it
requests an upfront payment of 50%.
At December 31 2016, trade and other
receivables amounted to M$ 38,541,717,
M $625,517 over the closing of 2015.
Delinquent customers at closing of
financial statements, amounted to
M $3,443,797 and are accrued
according to Company policies. The
impairment of accounts receivable is
determined by conducting an individual
analysis of each customer, which
considers the periodicity of purchase,
payment behavior and financial analysis
to determine the credit risk of each
client.
The Company has an investment grade
and, at the publication date of this
report, it has a BBB (Stable Trends) risk
rating according to International Credit
Rating Limited Risk Rating Company,
and BBB (in Observation) according to
Humphreys Risk Rating Ltd.
Liquidity risks
Liquidity risk represents the risk that
the Company will not be able to meet
its current obligations. Although the
Company had a negative working
capital of M$ 181,070,386 at December
31 2016, the management believes that
this does not prevent it from meeting
its financial obligations, as it can
generate operating cash flows cash and
enable credit lines to meet its financial
obligations. This working capital
decrease is the consequence of an
increase in current liabilities due to the
short-term obligation to pay for 55% of
the shares of Baluma S.A. for exercising
the PUT option. The Company is
assessing different financing alternatives
to comply with this obligation.
As a result of the nature of the business,
the Company maintains an important
daily and stable cash collection capacity
during the month, which allows it to
manage and predict the availability of
liquidity in a reliable fashion.
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Enjoy has a Board of Directors responsible
for the company’s senior management.
The Board is composed of nine members,
who are in place for a period of three years
and may be indefinitely reelected.
The nine members of the Board of
Directors do not hold executive positions
within the company and there are no
substitute members. Mr. Javier Martínez
Seguí plays an executive role in the
subsidiary Enjoy Gestión Ltda.
Javier Martínez Seguí is Chairman of the
Board and Antonio Martínez Seguí is Vice
Chairman. The legal representative is the
Company’s CEO, Gerardo Cood Schoepke,
Taxpayer ID No. 7.968.935-1.
The current directors elected at the
Ordinary Shareholders’ Meeting held on
April 28th 2016, are as follows:
Antonio Martínez Seguí7.040.321-8EntrepreneurIn place from: April 23, 2012
Thomas JenkinForeigner
Entrepreneur In place from: Oct. 23, 2013
Vicente Domínguez Vial4.976.147-3LawyerIn place from: April 23, 2012
Francisco Javier Martínez Seguí7.040.320-kBusiness Administration In place from: July 22, 2015
Ignacio González Martínez7.053.650-1Business AdministrationIn place from: April 23, 2012
Ignacio Guerrero Gutiérrez5.546.791-9Business Administration In place from: April 30, 2014
Octavio Bofill Genzsch7.003.699-1
Lawyer In place from: April 23, 2012
Pier-Paolo Zaccarelli Fasce8.334.529-2
Business Administration In place from: April 29, 2013
Ignacio Pérez Alarcón9.979.516-6Industrial Engineer In place from: April 28, 2016
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REMUNERATION RECEIVED BY THE BOARD OF DIRECTORS
The following tables show the total remunerations received by
the Board of directors for attending Board meetings financial year
2015 and 2016 (In Chilean Pesos $).
Director 2015 2016
Francisco Javier Martínez Seguí* $19.088.183 $58.655.831
Antonio Claudio Martínez Seguí $75.175.421 $55.842.292
Antonio Martínez Ruiz** $45.105.254 $15.459.286
Vicente Domínguez Vial $45.105.254 $42.915.067
Octavio Bofill Genzsch $41.352.282 $35.069.530
Darío Calderón González*** $22.282.291 -
Ignacio González Martínez $41.303.220 $44.227.400
Pier-Paolo Zaccarelli Fasce $45.105.254 $42.936.797
Thomas Jenkin - -
Ignacio Guerrero Gutiérrez $45.114.254 $42.919.887
Ignacio Pérez Alarcón**** - $34.055.713
* Director since July 22, 2015.**Director until April 28, 2016.***Director until July 22, 2015.****Director since April 28, 2016.
58
Remuneration received by the
Directors through the subsidiaries
» Director Octavio Bofill Genzsch,
through his company Bofill Mir &
Alvarez Jana, in addition to his per
diem as director, received the sum
of $ 12,691,852 by tEnjoy S.A. and
its subsidiaries for professional fees
during the 2016 financial year, broken
down as follows:
Board Consulting Expenses
The company did not pay any
consulting fees to Board members
during financial year 2016.
» The Chairman of the Board, Javier
Martínez Seguí, in addition to his per
diem as Director, received the sum of $
353,836,665 by Enjoy Gestión Ltda. for
remuneration, representation expenses
and per diem expenses during 2016.
» The Vice President of the Board of
Directors, Antonio Martínez Seguí, in
addition to his per diem as director,
received the sum of $7,103,933 from
Enjoy Gestión for representation
expenses during 2016.
Company $
Operaciones Integrales
Coquimbo Ltda.
5.323.298
Enjoy Gestión Ltda. 1.978.474
Enjoy Consultora S.A. 821.231
Rantrur S.A. 30.746
Operaciones Isla Grande S.A. 29.986
Casino Rinconada SA 4.508.117
Total 12.691.852
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DIRECTORS’ COMMITTEE
As set out under the Chilean Companies
Act 18.046, in Article 50 bis, the company
must have a Board of Director’s
Committee. For this reason, the Ordinary
Shareholders’ Meeting held on April 28,
2016 made the following decisions:
1. It assigned a Budget totaling UF 500
(Indexed Units) for 2016.
2. It agreed on the remuneration paid to
Committee Members, which totaled
UF 50 for each meeting attended.
Current members of the Director’s
Committee are:
Director Tax Id Occupation
Vicente Domínguez Vial 4.976.147-3 Lawyer
Ignacio Pérez Alarcón 9.979.516-6 Industrial engineer
Ignacio Guerrero Gutiérrez 5.546.791-9 Business Administration
The Directors’ Committee is chaired by
Vicente Domínguez Vial. The current
Directors’ Committee was held on April
28 2016.
Messrs. Vicente Domínguez Vial and
Ignacio Guerrero Gutiérrez hold the
status of independent as set forth in
Article 50 of Law Nº 18.046.
The duties of the Directors’ Committee
are set forth in article 50 bis of the Public
Limited Companies Act.
The Committee meets at least four times
a year and its main tasks are, on the one
hand, to review the Company’s financial
statements in order to suggest its
approval or rejection to the Board, prior
to the Shareholders’ Meeting. On the
other hand, it has to review transactions
with related parties.
Likewise, the Committee meets at least
two or three times in the year to address
other matters within its authority.
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The main activities of the Directors’
Committee during the 2016 fiscal year
were:
• In its first meeting on March 30 2016,
the Board of Directors approved the
Company’s financial statements at
December 31 2015. This was attended
by the company’s relevant staff
members and auditors of Deloitte
Auditores y Consultores Limitada, where
they reviewed the annual audit plan
proposed for 2015.
At the same meeting, the Committee
approved to nominate the external
auditors to the Board of Directors, so
that the latter could nominate them to
the Ordinary Shareholders’ Meeting,:
Deloitte and Ernst & Young, in that
order, after an extensive analysis of the
nominations.
In the same way, it approved to keep
nominating the risk rating companies
Humphreys Limited Risk Classifier and
International Credit Rating Classification
Company of Limited Risk to the Board of
Directors.
At that session, the Committee became
aware of the results of the internal audits for
2015 and the proposed audit plan for 2016,
as well as the Compliance Area report.
• On April 25 2016, the Committee
decided to propose to the Board of
Directors the approval of the Quarterly
Financial Statements as of 31 March
2016.
• At the Session of August 22 2016,
the Committee was composed of
Ignacio Guerrero Gutiérrez and Vicente
Domínguez Vial, who were joined by
Ignacio Pérez Alarcón. The Committee
elected Vicente Domínguez Vial as
President.
• In addition, the presentation of the
external auditors was made and it was
agreed to propose the approval of the
Financial Statements at June 30 2016 to
the Board of Directors.
• On November 23, 2016 it was agreed to
propose the approval of the Financial
Statements at September 30 2016 to
the Board of Directors.
• At a meeting held on December 14 2016,
it became aware of the presentation
of the external auditors. In addition,
this session received the report of the
progress of the audit plan and internal
control by the external auditors.
Likewise, the report on Compliance and
Corporate Governance was reviewed.
Remuneration received by
the Committee of Directors
During the reporting period of 2016 and
during 2015, the total remunerations
paid to member for attending Directors’
Committee meetings were as follows.
Advisory services contracted
by the Directors’ Committee
During the financial year 2016, the
Directors’ Committee did not use its
budget for these services.
Director 2015 Remuneration 2015 Remuneration
Vicente Domínguez Vial $7.506.177 $3.916.735
Ignacio González Martínez* $7.506.177 $1.290.603
Ignacio Guerrero Gutiérrez $7.506.177 $3.916.735
Ignacio Pérez Alarcón - $2.626.132
**Member of the Committee until April 28, 2016.
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KEY
EX
ECU
TIVE
S
Gonzalo Guillermo Ugarte Encinas8.750.713-0PLANNING AND MANAGEMENT CONTROL MANAGERIndustrial EngineerAppointment date: Sept. 30, 2015
José Miguel Melo Pizarro12.244.974-2STRATEGIC DEVELOPMENT MANAGERIndustrial EngineerAppointment date: Sept. 30, 2015
Darío Amenábar Zegers9.121.453-9
CHIEF FINANCIAL OFFICER Business Manager
Appointment date: Oct. 17, 2016*
* F
rom
1 A
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ust
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o 17 O
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Mr. Ig
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.672.7
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ork
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Enjo
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.A.
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16
Gerardo Cood Schoepke7.968.935-1CEO Business ManagerAppointment date: Dec. 18, 2014
Percy Albert Ecclefield Arriaza5.162.438-6 COMPLIANCE AND CORPORATE GOVERNANCE OFFICERLawyerAppointment date: July 1st, 2013
César Daniel Romero Sáez14.044.892-3INTERNAL AUDITING MANAGERAuditorAppointment date: Sept. 23, 2015
Sebastián Fernando Truffello Palau
12.722.157-KGAMING BUSINESS
MANAGERBusiness Manager
Appointment date: Sept. 30, 2015
Eliseo Ignacio Gracia Martínez14.167.518-4HOSPITALITY BUSINESS MANAGER Business Manager Appointment date: Sept. 30, 2015
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Santiago Salvestrini Prieto
13.830.519-8MARKETING MANAGER
PublicistAppointment date: Sept. 30, 2015
Rubén Ormazábal Sanhueza
7.848.855-7CEO AT
CASINO CHILOÉ Business Manager
Appointment date: Sept. 30, 2015
Rodrigo Andrés Borquez Soudy
12.720.312-1CEO AT
CASINO PUCÓNBusiness Manager
Appointment date: Sept. 30, 2015
Juan Eduardo Parker Undurraga
10.347.126-5 CEO AT CASINO
RINCONADA Business Manager
Appointment date: Sept. 1st, 2016
Roberto Andrés Mimica Godoy8.954.919-1CEO AT CASINO COQUIMBO Industrial EngineerAppointment date: Sept. 30, 2015
Vicente Figueroa Salas 9.843.281-7 CEO AT CASINO VIÑA DEL MARPublicist Appointment date: Sept. 30, 2015
Santiago Nettle Gnazzo9.021.370-9CEO AT CASINO ANTOFAGASTA Degree in AdministrationAppointment date: Sept. 30, 2015
Eduardo Andrés Sboccia Serrano
8.198.872-2LEGAL SERVICES MANAGER
LawyerAppointment date: Sept. 30, 2015
Juan Eduardo García Newcomb
13.333.115-8 CEO AT ENJOY
PUNTA DEL ESTE BUSINESS MANAGER
Appointment date: Oct. 1st, 2013
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Remuneration of Key executives
The Company’s senior managers and ex-
ecutives received gross global compen-
sation in the period 2015 of M$1,837,391.
The Company’s senior managers and ex-
ecutives received gross global compen-
sation in the period 2016 of M $1,734,689.
Key Executive Compensation
The company does not have a special
compensation plan for key executives,
because they are all covered by the
company’s general compensation plan.
Ariel PérezDNI: 25144275
CEO AT CASINO MENDOZA Degree in Tourism
Appointment date: Jan. 1st, 2015
Héctor Salas Nuñez 15.315.155-5
CEO AT CASINO COLCHAGUA
Bioprocess EngineerAppointment date: March, 16, 2016
Bruno Capello Argentinean Passport AAA982766
CEO AT CASINO ENJOY SAN ANDRÉS
Accountant Appointment date: Feb. 08, 2016
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Name Position Share in Enjoy S.A. % Interest in Enjoy S.A.
Antonio Claudio
Martínez SeguíDirector
i) Partner with 25% stake in Inversiones y Inmobiliaria Almonacid Ltda. which owns 1,116,590,430 shares of Enjoy S.A.ii) Partner with 25% interest in Inversiones Cumbres Ltda. which owns 229,732,525 shares of Enjoy S.A.
Indirectly, through Inversiones e Inmobiliaria Almonacid Ltda. and Inversiones Cumbres Ltda., holds 14,28%.
Francisco Javier
Martínez SeguíDirector
i) Partner with 25% stake in Inversiones y Inmobiliaria Almonacid Ltda. which owns 1,116,590,430 shares of Enjoy S.A.ii) Partner with 25% interest in Inversiones Cumbres Ltda. which owns 229,732,525 shares of Enjoy S.A.iii) 6.483.107 shares
i) Directly holds 0.28% of the sharesIi) Indirectly, through Inversiones y Inmobiliaria Almonacid Ltda. and Inversiones Cumbres Ltda., holds 14.28%
Vicente Domínguez Vial Director No
Octavio Bofill Genzsch Director
Partner with 48.5% interest in Inversiones Asesorías e Inversiones Santa Gabriela Ltda. which owns 64,283 shares of Enjoy S.A. (in custody in Stock Brokerage).
Indirectly, through In-versiones Asesorías and Inversiones Santa Gabriela Ltda., holds 0.001%.
Thomas Jenkin Director No
Ignacio González
MartínezDirector No
Ignacio Guerrero
GutiérrezDirector No
Ignacio Pérez Alarcón Director 3.500.000 0,15%
Pier-Paolo Zaccarelli
FasceDirector
i) 928,383 shares directly (in custody in Stock Brokerage)Ii) Partner with 60.84% stake in Inversiones Porto Cervo Ltda. which owns 31,642,820 shares of Enjoy S.A.Iii) Partner with 2% stake in Planix S.p.A Investments, which owns 31,642,819 shares of Enjoy S.A.
i) Directly 0,04%.ii) Indirectly, through Inver-siones Porto Cervo Ltda. and Inversiones Planix Ltda., holds 0,88%.
Gerardo Cood SchoepkeKey executive
No
Juan Eduardo García
NewcombKey executive
401.646 0,02%
Percy Albert Ecclefield
ArriazaKey executive
i) 731,538 shares directly.
Ii) Partner with 1% stake in Inversiones Paranea
Ltda. which owns 5,210,628 shares of Enjoy S.A.
ii) Directly 0,07%
Indirectly, through Inver-
siones Paranea Ltda., holds
0.002%Eduardo Andrés Sboccia
SerranoKey executive
37.095 0,002%
Gonzalo Ugarte EncinasKey executive
No
Roberto Andrés Mimica
GodoyKey executive
51.933 0,002%
Santiago Nettle GnazzoKey executive
No
Vicente Figueroa SalasKey executive
No
José Miguel Melo PizarroKey executive
No
Rodrigo Andrés Borquez
SoudyKey executive
154.522 0,01%
Sebastián Fernando
Truffello PalauKey executive
537.761 0,02%
Santiago Salvestrini PrietoKey executive
No
Eliseo Ignacio Gracia
MartínezKey executive
40.000 0,0017%
César Daniel Romero
SáezKey executive
No
OW
NER
SHIP
INTE
RES
T IN
EN
JOY
S.A
.fr
om
Key E
xecu
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and
Direct
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of
the C
om
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PR
ACTI
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AN
D P
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S O
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Enjoy S.A. is an open corporation,
which trades its shares in three stock
exchanges: the Santiago Stock Exchange,
the Valparaíso Stock Exchange and the
Chilean Stock Exchange. It is supervised
by the Superintendence of Securities and
Insurance and by the Superintendence
of Gaming Casinos regarding casino
operations that are not regulated by a
Municipal Concession Contract.
The Company is governed by the
principles of corporate governance
set forth in the current legislation and
others adopted as improvements to
Enjoy. These include transparency and
timeliness in the delivery of information,
protection of the rights of our minority
shareholders, fair treatment for all
shareholders, and a Board of Directors
permanently monitoring the actions of
the Administration.
The Board of Enjoy has a Corporate
Governance Code that regulates its
actions and defines its main functions.
On the other hand, the Company has
a Code of Ethics which establishes the
principles, values and conduct that
should govern the performance of its
employees and directors.
In addition, Enjoy has a Sensitive Market
Information Manual which regulates the
delivery of truthful, sufficient and timely
information to the market. It also defines
required behavior of Stock Market
collaborators and directors.
In Enjoy, we also have a Crime Prevention
Model for compliance with Law Nº
20.393, which establishes the criminal
liability of legal persons for the crimes of
money laundering, financing of terrorism,
bribery of a national or foreign public
official and reception of stolen species.
Thus, Enjoy prohibits any act or conduct
that could lead to a criminal charge
under the aforementioned law for acts
committed by its owners, controllers,
key executives, representatives or by
those who perform administrative
or supervisory activities and by any
collaborator of the company or external
representative.
In c
hapt
er 5
of t
his
Rep
ort,
it is
pos
sibl
e to
revi
ew th
e w
ork
carr
ied
out i
n th
is li
ne p
rom
oted
in 2
016
by th
e ar
eas
of C
ompl
ianc
e an
d Co
rpor
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Gov
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Leg
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Serv
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and
Inte
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Aud
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Control
Enjoy S.A. is controlled by Inversiones e
Inmobiliaria Almonacid Ltda. with 47.36%
and by Inversiones Cumbres Ltda. with
9.74%.
Name Tax Id % of ownership
Martínez Seguí, María Cecilia 7.040.319-6 25%
Martínez Seguí, Antonio Claudio 7.040.321-8 25%
Martínez Seguí, Ximena María 7.040.322-6 25%
Martínez Seguí, Francisco Javier 7.040.320-K 25%
Name Tax Id % of ownership
Martínez Seguí, María Cecilia 7.040.319-6 25%
Martínez Seguí, Antonio Claudio 7.040.321-8 25%
Martínez Seguí, Ximena María 7.040.322-6 25%
Martínez Seguí, Francisco Javier 7.040.320-K 25%
The shareholders of Inversiones Cumbres Ltda. are the following:
Partners of Inversiones e Inmobiliaria Almonacid Limitada are the following:
Consequently, the Martínez Seguí
brothers, controllers of Enjoy S.A.
through the aforementioned investment
companies, have indirect control with
14.28% each.
On the other hand, Francisco Javier
Martínez Seguí holds directly 0.28%.
Likewise, María Cecilia Martínez Seguí
indirectly holds, through Inversiones
Paranea Ltda., 0.22% of Enjoy S.A.
Ximena Martínez Seguí indirectly holds,
through Inversiones Planix SpA, 1.34%
of the shares of Enjoy S.A. and, through
Inversiones Porto Cervo Ltda., 1.34%.
directly holds 0.02% of the shares of
Enjoy S.A.
Mr. Pier-Paolo Zaccarelli Fasce, spouse of
Ximena María Martínez Seguí, indirectly
owns 0.88% of Enjoy S.A through
Inversiones Porto Cervo Ltda. and
Inversiones Planix SpA. and directly owns
0.04%.
The four children of Ximena María
Martínez Seguí indirectly hold, through
Inversiones Planix SpA, 0.32% of Enjoy
S.A. each.
Mr. Percy Ecclefield Arriaza, spouse María
Cecilia Martínez Seguí, owns 0.07% of the
shareholding property of Enjoy S.A. He
also indirectly owns, through Inversiones
Panarea Ltda., 0.002% of Enjoy S.A.
Lastly, Mr. Eliseo Gracia Martínez, who
owns 0.0017% of the property of Enjoy
S.A., is the son of María Cecilia Martínez
Seguí.
The members of the controlling group do
not have a joint action agreement.
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Identification of major
shareholders
There are no natural or legal persons
other than the controlling shareholder
who, alone or with others who have a
joint action agreement, may appoint a
member of the company’s management
or hold 10% or more of the capital.
Shareholders
At December 31 2016, 144 shareholders
were registered in Registros de
Accionistas de Enjoy S.A.
Identification of 12
Major Shareholders
Name Subscribed Shares
Paid Shares
Ownership Interest (%)
Inversiones e Inmobiliaria Almonacid Ltda. 1.116.590.430 1.116.590.430 47,36%
Compass Small Cap Chile Fondo De Inversión 269.845.099 269.845.099 11,45%
Siglo XXI Fondo de Inversión 234.954.610 234.954.610 9,97%
Inversiones Cumbres Limitada 229.732.525 229.732.525 9,74%
Harrahs International Holding Company Inc. 107.229.242 107.229.242 4,55%
Larraín Vial S.A. Corredora de Bolsa 89.081.417 89.081.417 3,78%
Inversiones Megeve Dos Ltda. 86.675.300 86.675.300 3,68%
Fondo de Inversión Santander Small Cap 63.710.686 63.710.686 2,70%
Bolsa de Comercio de Santiago, Bolsa de
Valores11.993.081 11.993.081 0.51%
Fondo Mutuo Santander Acciones Chilenas 11.406.656 11.406.656 0,48%
BanChile C. de B. S.A. 10.681.319 10.681.319 0,45%
Chile Fondo de Inversión Small Cap 9.231.059 9.231.059 0,39%
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SHARES, THEIR FEATURES AND RIGHTS
Description of the series of shares
Enjoy S.A. has at December 31 2016,
3,008,201,420, shares of which
2,357,459,928 are subscribed and paid.
Enjoy S.A. has a unique series of shares.
Exercise Minimum dividend Additional dividend
2013 $1,86848 per share Not distributed
2014 $0,424248250 per share $0,282832167 per share
2015 $0,7634828816 $0,589885880
On September 20 2016, an Extraordinary
Shareholders’ Meeting of Enjoy S.A.
agreed to increase the capital stock
by $119,444,841,662 divided into
2,357,459,928 ordinary registered
shares of a single share with no par
Important changes in ownership:
Statistical information
> Dividend Policy
value in the amount of $164,996,746,102
divided into 3,008,201,420 registered
common shares , of a single series and
with no par value. The 650,741,492 new
consideration shares are issued without
being subscribed or paid.
Dividend Policy
The Board of Enjoy S.A. annually
proposes to the Shareholders’ Meeting
a dividend distribution that meets the
required legal minimum of 30%. In recent
years this amount has been 50%.
Transaction of shares
During 2016, there were no transactions
of shares of managers, senior executives
and related companies.
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On February 25 2016, through a Essential
Event sent to the Superintendence of
Securities and Insurance, the following
was informed: “According to the
provisions of Article 9 and second
paragraph of Article 10 of Law Nº 18.045,
and duly in power, we hereby report
the essential fact described below: on
Friday, 26 February, Enjoy San Andrés
Casino, located on the Island of San
Andrés, will start operations at the Royal
Decameron El Isleño Hotel. This new
Casino, created as an entertainment
center, has 72 machines of chance and 8
gaming tables like Black Jack, Roulette
and Poker. The above, by virtue of the
signing of a Concession Contract for the
Operation of Localized Gambling and
Games of Chance, between Enjoy Caribe
S.p.A - Sucursal Colombia, subsidiary of
Enjoy Caribe S.p.A - the latter indirect
subsidiary of Enjoy S.A. - and Industrial
and Commercial Company of the State,
Manager of the monopoly of the games
of Luck and Chance - Coljuegos - to
operate a gaming casino on the island of
San Andres, Colombia.
On March 30 2016, through a essential
fact sent to the Superintendence of
Securities and Insurance, the following
was informed: “According to the
provisions of article 9 and second
paragraph of article 10 of Law Nº 18.045,
and duly authorized, we inform on the
essential fact described below: At this
company’s board meeting held today,
it was agreed to convene an Ordinary
Shareholders’ Meeting for April 28 2016
at 10:00 a.m. at the headquarters of
CLUB EL GOLF 50, Av. El Golf 50, Las
Condes, in order to address the following
matters: a) Approval of the report,
balance sheet, financial statements
and the report of external auditors
for the year 2015; b) Presentation of
the dividend policy; c) Distribution
of profits (dividends); d) Election of
Directory. A document containing the
experience and professional profile of the
candidates for director will be available
to shareholders on the website of the
company http://inversionistas.enjoy.
cl from April 25, 2016; e) Remuneration
of Directors for the year 2016; f)
Budget of the Directors Committee and
remuneration of its members for the
year 2016; g) Appointment of external
auditors. The proposal of external
auditors in compliance with Circular
Letter N ° 718, supplemented by Circular
Letter N° 764, both of 2012, issued
by the Superintendence of Securities
and Insurance, will be available to
shareholders on the company’s website
Http://inversionistas.enjoy.cl as of April
11, 2016; h) Election of the Journal where
the company’s publications will be made;
i) Account of the resolutions adopted
by the Board of Directors to approve
transactions referred to in Title XVI of
Law No. 18,046, related transactions;
j) Other matters specific to Ordinary
Shareholders Meetings. “
On 28 April 2016, through a essential
fact sent to the Superintendence of
Securities and Insurance, the following
was informed: “In accordance with
the provisions of Article 9 and second
paragraph of Article 10 of Law Nº 18.045,
and duly in power, I hereby inform you
of the essential fact described below:
the Ordinary Shareholders’ Meeting of
Enjoy S.A. held today, agreed on the
following: a) The report, balance sheet,
financial statements and the report
of the external auditors for the year
2015 were approved; b) The dividend
policy of 2015 profits was approved,
distributing 50% of the profits of that
year, amounting to $ 2,999,800,499. c)
It was agreed to distribute a minimum
mandatory dividend of 30% of profits
for the year 2015, for a total value of $
1,799,880,299, divided into 2,357,459,928
shares, equivalent to $ 0.7634828816
per share. d) It was agreed to distribute
an additional dividend of 20% of profits
for the year 2015, for a total value of $
1,199,920,200, divided into 2,357,459,928
shares, equivalent to $ 0.5089885880
per share. e) It was agreed that the
dividend will be paid as of 27 May
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2016. The dividend will be paid in
national currency to the shareholders
registered in the Company’s Register
of Shareholders as of 20 May 2016.
f) Election the following persons to
integrate the new Board of Directors
of the company for the next three-year
period: i. Antonio Martínez Seguí; ii.
Javier Martínez Seguí; iii. Octavio Bofill
Genzsch; iv. Ignacio González Martínez; v.
Thomas Jenkin; vi. Ignacio Perez Alarcón;
vii. Pier-Paolo Zaccarelli Fasce; viii.
Vicente Domínguez Vial (Independent
Director); ix. Ignacio Guerrero
Gutierrez (Independent Director); g)
The remuneration of the directors
was defined; h) The budget of the
Directors’ Committee and remuneration
of its members was agreed; i) Deloitte
Auditores y Consultores Limitada was
appointed as the external auditing
company for the annual audit of the
Financial Statements for the year 2016;
j) It was agreed for company notices to
be published in the electronic newspaper
of La Tercera (http://www.latercera.
com); k) The resolutions adopted by the
board of directors to approve operations
referred to in Title XVI of Law No. 18,046
were informed; l) Other matters included
in Ordinary Shareholders ‘Meetings were
announced and approved, including
the Annual Management Report of the
Directors’ Committee and the choice
of Risk Classifiers. In accordance with
the provisions of General Rule No. 30,
I shall forthwith submit the Minutes
of the Board in question. Likewise,
in accordance with the provisions of
Circular No. 660 of the Superintendence
of Securities and Insurance, Forms Nº1
containing the information on dividend
distribution are attached. “
On May 19 2016, through a Essential
Event sent to the Superintendence of
Securities and Insurance, the following
was informed: “By means of the present,
in accordance with the provisions of
Article 9 and second paragraph of
Article 10 of Law Nº 18.045, and duly
in power, I hereby report the essential
fact described below: At the Board
meeting held yesterday, it was agreed to
designate Mr. Javier Martínez Seguí as
Chairman of the Board and Mr. Antonio
Martínez Seguí as Vice President. At the
same meeting, it was agreed to nominate
Mr. Ignacio Pérez Alarcón as third
member of the Directors’ Committee. Mr.
Vicente Domínguez Vial (independent
director), Ignacio Guerrero Gutiérrez
(independent director) and Ignacio Pérez
Alarcón were appointed.
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On August 31 2016, through a Essential
Event sent to the Superintendence of
Securities and Insurance, the following
was informed: “Pursuant to articles
9 and 10 of Law Nº 18.045 on the
Securities Market, and duly authorized
for the board, I hereby inform you of the
following essential fact of Enjoy SA: At a
board meeting held today it was agreed
to summon an extraordinary meeting
of shareholders for 20 September 2016
at 17:00 hrs. at the headquarters of
CLUB EL GOLF 50, Av. El Golf 50, Las
Condes, in order to address the following
matters: (i) Increase the share capital
by up to $ 52,059,319,360, or by the
amount determined by the extraordinary
meeting of Shareholders through the
issuance of 650,741,492 new nominative
common shares, of a single series with
no par value; (ii) modify, replace, add or
delete the relevant articles of the bylaws
relative to the agreements adopted by
the board; (Iii) grant powers to the board
of directors to agree to the issuance
and allotment of new cash shares
representing the capital increase, their
registration in the Securities Register of
the Superintendence of Securities and
Insurance, and their subsequent issuance
and placement of the new shares or any
carryover, if applicable, during the legal
preferential option, their subsequent offer
to shareholders or third parties in the
form and term determined by the board
according to its powers; and (iv) adopt
the necessary agreements to legalize and
implement the agreed reforms and to
carry out the other resolutions adopted;
as well as other matters related to the
previous points that are of competence
or interest to the board.
The Company’s controllers reported
signing a non-binding document with
Advent International Colombia S.A.S.
on day 30 of the current month - in
representation of the funds managed
by Advent International Corporation
- to regulate the preliminary bases
on which said investor, subject to the
aforementioned conditions, would
subscribe and pay at a price of $80 per
share all of the new shares issued as a
consequence of the capital increase to
which the controllers would be entitled
for their respective preemptive rights.
The parties negotiate to this date that
the definitive and binding agreements
under which the investor will be obliged
to subscribe and pay for such shares are
the agreed aforementioned conditions. “
On September 2 2016, through
an Essential Event sent to the
Superintendence of Securities and
Insurance, the following was informed:
“Pursuant to provisions of articles 9 and
10 of Law Nº 18,045 on Stock Market
and Ordinary Office N° 21.471 dated 1
September 2016 of that Superintendence,
requesting Enjoy S.A. (the “Company”)
to report the main characteristics of the
agreement described in the essential fact
of the Company dated 31 August, 2016
and state the truthfulness of the article
published in the newspaper “El Mercurio”
entitled “Advent International Fund of
the EE.UU . will take up to 30% interest
in Enjoy”, I come to complement the
essential fact sent by the Company with
the information that follows: Regarding
the agreement’s characteristics, we
can inform that through a document
called Memorandum of Understanding
subscribed between the Company
controllers of (the “Controllers”) and
Advent International Colombia S.A.S. on
behalf of the funds managed by Advent
International Corporation (“AIC”) dated
30 August 2016 (“MOU”), the main terms
and conditions under which AIC acquired
a number of shares equivalent to at least
30% of the shares issued and entitled
to vote in the Company, post capital
increase (the “Shares” and “Transaction”).
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AIC’s acquisition of the Shares will occur
in several ways, namely by subscribing
new shares as a result of the exercise
by AIC of the preemptive rights options
assigned by controlling shareholders
and/or other minority shareholders due
to the capital increase, the acquisition of
shares of the controllers and the market.
The signed agreement is non-binding
and the closing of the Transaction would
be subject to compliance with various
conditions, including the registration of
new shares in the Securities Register,
the Santiago Stock Exchange and the
Central Securities Deposit , the signing
of definitive agreements, completion of
the due diligence process, obtaining the
respective corporate authorizations and
firm underwriting, for AIC, to acquire at
least 30% of the post capital increase
shares. Lastly, it is set forth that at the
closing of the Transaction, AIC and the
Company’s Controlling Shareholders
would enter into a shareholders
agreement that would not constitute
a joint action agreement, a framework
agreement and the definitive documents
that are necessary to improve the
Transaction. It should be noted that these
documents are still under negotiation,
which is why the terms and conditions
thereof cannot be informed yet.
On September 21 2016, through
an Essential Event sent to the
Superintendence of Securities and
Insurance, the following was informed:
“Pursuant to the provisions of articles
9 and 10 of Law Nº 18.045 on the
Securities Market, and duly empowered,
I hereby inform you of the following
essential fact of Enjoy S.A. (“Enjoy”): The
Extraordinary Shareholders’ Meeting
of the Company was held yesterday,
in which it was agreed, among other
matters, to: (i) Increase the capital
of the company to $164,996,746,102,
divided into 3,008,201,420 registered
common shares of a single series with
no par value, through the issuance of
650,741,492 new cash shares, which were
agreed to be placed on the date or dates
determined by the board of directors.
(ii) It was also agreed to empower the
Company’s board of directors to issue,
under the resolutions adopted by the
Board, the new 650,741,492 cash shares
corresponding to the capital increase
agreed and to proceed with their offer
and placement among shareholders
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and their assignees on the agreed,
in accordance with the Law and the
Regulation, and in any case, within the
maximum term of 3 years counted from
the meeting date. (iii) Lastly, it was
agreed to amend the bylaws and adopt
the other resolutions related to the
capital increase. “
On September 23 2016, through
an Essential Event sent to the
Superintendence of Securities and
Insurance, the following was informed:
“Pursuant to articles 9 and 10 of Law
Nº 18.045 on Securities Market, and
duly empowered by the board, I hereby
inform you of the following essential
fact of Enjoy S.A: As of today, Mr. Darío
Amenábar Zegers was appointed Chief
Financial Officer (CFO) of the Company,
who will take office as of 17 October
2016 in place of Mr. Ignacio de la Cuadra
Garretón. “
On November 14 2016, through
an Essential Event sent to the
Superintendence of Securities and
Insurance, the following was informed:
“Today, the company Operaciones
Integrales Isla Grande S.A. (“Isla Grande”),
an indirect subsidiary of Enjoy SA, has
entered into a Sublease Agreement with
Inmobiliaria y Hotelera Puerto Varas SA,
through which Isla Grande will operate
the Hotel Patagónico, located in Puerto
Varas, from 1 December 2016, for a
period of 15 years. Hotel Patagónico
is a five-star property, with 91 rooms,
convention center, spa and restaurants. “
On 23 November 2016, through
an essential fact sent to the
Superintendence of Securities and
Insurance, the following was informed:
“ Today, the controlling shareholders
informed the Board of Directors that the
negotiations with Advent International
Colombia S.A.S. on behalf of funds
managed by Advent International
Corporation have been suspended
pending further clarification of the
process of granting operating licenses for
gambling casinos in municipalities where
municipal casinos operate, which are
currently under review by the Supreme
Court. That said, ENJOY S.A. keeps the
inscription of the capital increase in
the Superintendence of Securities and
Insurance. “
SUMMARY OF COMMENTS AND PROPOSALS FROM SHAREHOLDERS AND THE DIRECTORS’ COMMITTEE
Main recommendations of the
Committee to shareholders
The Committee, among other tasks,
has to nominate external auditors and
private risk classifiers to the Directory,
and later to the shareholders. Thus, at
the meeting held on March 30 2016,
the Comittee proposed to the Board of
Directors, Deloitte and Erns & Young as
external audit firms for 2016, in that order
of priority.
Likewise, the Committee agreed that the
Shareholders’ Meeting should nominate
the companies International Credit
Rating and the Humphreys Limited Risk
Classifier to the Board of Directors as
Risk Classifiers of the company.
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Tax payer id related party Name of related party Nature of the relation Description of the transaction Country Cur-
rency
Dec. 31, 2016
ThCh$
Efect on income (debt)
credit ThCh$
59.102.800-6 Limari Finances Inc. Common Shareholder Impairment Panamá USD 58.477 (58.477)
77.438.400-6 Antonio Martínez y Cía. III Common Shareholder Impairment Chile Pesos 51.927 (51.927)
99.598.660-4 Casino de Colchagua S.A. Affiliate Sale of management services Chile Pesos 367.029 205.507
99.598.660-4 Casino de Colchagua S.A. Affiliate Collection of management services Chile Pesos 450.640 -
99.598.660-4 Casino de Colchagua S.A. AffiliateReimbursement of expenses incurred
Chile Pesos 1.470 -
99.598.660-4 Casino de Colchagua S.A. AffiliatePayment of reimbursement expenses incurred
Chile Pesos 1.470 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Commercial interest Chile Pesos 52.868 52.868
99.598.660-4 Casino de Colchagua S.A. Affiliate Borrowings Chile Pesos 480.000 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Payment of borrowings Chile Pesos 328.160 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Collection of loans granted Chile Pesos 141.188 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Purchase of services and others Chile Pesos 494 (494)
Extranjera Baluma Holding S.A. Common ShareholderValuation of obligation for PUT 55% Baluma S.A. shares (exchange difference)
EEUU USD 6.638.827 -
Extranjera Casino Grad D.D. Affiliate Exchange difference Croacia Kunas 51.090 (51.090)
Varios Key executives Key executives Increase during the period Chile Pesos 746.645 (746.645)
Varios Key executives Key executives Payment to suppliers Chile Pesos 889.337 -
Extranjera Cela S.A. Joint venture Sale of services and others Argentina ARG$ 1.104.619 1.104.619
Extranjera Cela S.A. Joint venture Colletion of trade receivables Argentina ARG$ 758.714 (758.714)
Extranjera Cela S.A. Joint venture Exchange difference Argentina ARG$ 1.097.699 (1.097.699)
Extranjera Cela S.A. Joint venture Purchase of services and others Argentina ARG$ 6.717 (6.717)
Extranjera Cela S.A. Joint venture Borrowings Argentina ARG$ 50.735 -
78.422.870-3 Inv. e Inmobiliaria Almonacid Ltda. Parent companyAccrual additional dividend year 2015
Chile Pesos 568.406 -
78.422.870-3 Inv. e Inmobiliaria Almonacid Ltda. Parent company Dividend payment Chile Pesos 1.420.829 -
88.403.100-1 Inv. Cumbres Ltda. Parent companyAccrual additional dividend year 2015
Chile Pesos 117.018 -
88.403.100-1 Inv. Cumbres Ltda. Parent company Dividend payment Chile Pesos 292.326 -
10.682.512-2 Jose María Ecclefield Barbera Son of key executive Service delivery Chile Pesos 8.439 (8.439)
10.682.512-2 Jose María Ecclefield Barbera Son of key executive Service delivery payment Chile Pesos 7.389 -
10.682.508-4 Percival Albert Ecclefield Barbera Son of key executive Service delivery Chile Pesos 15.928 (15.928)
10.682.508-4 Percival Albert Ecclefield Barbera Son of key executive Service delivery payment Chile Pesos 16.828 -
77.519.310-7 Transportes Passenger Ltda. Parent company Service delivery Chile Pesos 381.310 (381.310)
77.519.310-7 Transportes Passenger Ltda.Company related to a son of key executive
Service delivery payment Chile Pesos 390.667 -
78.066.640-4 Transportes Quintay Ltda.Company related to a son of key executive
Service delivery Chile Pesos 145.081 (145.081)
78.066.640-4 Transportes Quintay Ltda.Company related to a son of key executive
Service delivery payment Chile Pesos 148.523 -
96.867.820-5 Asesorías e Inversiones Clipper S.A.Company related to a son of key executive
Service delivery Chile Pesos 2.696 (2.696)
96.867.820-5 Asesorías e Inversiones Clipper S.A.Company related to a son of key executive
Service delivery payment Chile Pesos 3.849 -
76.170.190-8 Soc. de Profesionales Molina y Cia. Ltda.Company related to a son of key executive
Service delivery Chile Pesos 137.278 (137.278)
76.170.190-8 Soc. de Profesionales Molina y Cia. Ltda.Company related to a son of key executive
Service delivery payment Chile Pesos 137.278 -
76.569.690-9 Inmobiliaria Bicentenario S.A.Company related to Controller
Leases of offices Chile Pesos 209.776 (176.282)
76.569.690-9 Inmobiliaria Bicentenario S.A.Company related to Controller
Leases of offices payment Chile Pesos 209.776 -
77.780.560-6 Bofill Mir & Alvarez JanaCompany related to a Member of the Parent Company Board
Service delivery Chile Pesos 12.692 (12.692)
77.780.560-6 Bofill Mir & Alvarez JanaCompany related to a Member of the Parent Company Board
Service delivery payment Chile Pesos 18.163 -
RELATED PARTIES TRANSACTIONS
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Investment Policy
Enjoy’ s policy is to invest in the
development and expansion of the
casino and tourism business, both in Chile
and abroad. These investments include
real estate such as land and buildings
required to develop its business activity,
and assets required for its operation,
such as slot machines, gaming tables,
hotel equipment, software, equipment
and other movable property in general.
Investments made by the Company
During 2016, investments were made
mainly regarding the maintenance of
movable and immovable assets, in order
to keep an adequate quality of Enjoy’s
facilities and services and gradually
incorporate new technologies available
for the industry.
Financial Policy
The financial policy is based on obtaining
short and long-term financial resources
with products and structures in line with
the investment made, which include, but
is not limited to, movable and immovable
property leases, bank loans, capital
increases, public debt emissions, and
reinvestment of operating cash flow.
This involves taking into account the
company’s capital structure, long-term
financial plan, operation projections,
commitments undertaken and applicable
restrictions, and cost of debt.
Distributable Profits
At December 31 2016, the Company
had not accrued earnings available for
dividend distribution.
Dividend Policy
In accordance with Article 26 of the
corporate bylaws, dividends shall be paid
out exclusively from the net earnings
generated during the financial year or
from retained earnings on the balance
sheets approved by shareholders.
However, if the company has
accumulated losses during the financial
year, earnings may be mainly used to
absorb losses.
The Board of Enjoy S.A. annually
proposes to the Shareholders a
distribution of dividends that meets the
legal minimum required of 30%. In recent
years this amount has been 50%.
Investment Plans
The Company has pending its investment
plan until the result of the process of
granting the new operating permits for
the current municipal casinos.
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Santiago Stock Market – Bolsa de Comercio de Santiago
Period Quantity (units) Amount ($) Close Price ($)
1st quarter 47.537.189 2.098.800.493 44,99
2nd quarter 37.898.456 1.914.593.381 54,00
3rd quarter 95.355.052 6.426.646.819 68,56
4th quarter 75.877.845 4.695.139.833 57,63
Electronic Stock Market of Chile - Bolsa Electrónica de Chile
Period Quantity (units) Amount ($) Close Price ($)
1st quarter 2.441.788 91.647.841 49,99
2nd quarter 628.000 32.694.800 53,60
3rd quarter 1.003.053 66.160.054 74,00
4th quarter 4.235.339 316.419.504 50,00
Valparaíso Stock Market –Bolsa de Corredores de Valparaíso
Period Quantity (units) Amount ($) Close Price ($)
1st quarter
No transactions were registered through 2016.2nd quarter
3rd quarter
4th quarter
STO
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SACT
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S
> Stock Exchange
> Share rice evolution vs IPSA
350
300
250
200
150
100
50
0
2010 2011 2012 2013 2014 2015 2016
Enjoy IPSA Index
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S During 2016, the most significant changes
made in the consolidation exercise to
align the profile of obligations with the
Company’s generation of flows were:
1. In August 2016, a second Line of
Trade Effects was registered with the
Superintendence of Securities and
Insurance (SVS) for a total amount of
20,000 million pesos.
2. In November 2016, a third Line of
Trade Effects was registered with the
Superintendence of Securities and
Insurance (SVS) for a total amount of
30,000 million pesos.
The borrowing policy is framed within
the objective of having the best market
conditions in obtaining loans, for new
investment opportunities or restructuring
of liabilities.
FIN
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LTS Consolidated Income (MM$) Consolidated EBITDA (MM$)
+4%
Source: Financial statement reported to S.V.S. Figures in millions of Chilean pesos (MM$).
• Higher income due to consolidation of
company AMyC - Antonio Martínez y
Cía ($36.511 millions).
• Higher income of Enjoy Pucón, Enjoy
Santiago, Enjoy Coquimbo.
2013
23.3
1914
,7%
2014
53.2
8224
,8%
2015
58.6
1525
,1%
2012
33.5
5523
,2%
2012
144.
413
2013
158.
652
2014
214.
627
2015
233.
238
+17%
Source: Financial statements reported to S.V.S. Figures in millions of Chilean pesos (MM$).
2016
273.
564
237.
053
Wit
ho
ut
AM
yC
EBIT
DA
EBIT
DA
Mar
gin
• Consolidated EBITDA of a 4% over
the one recorded at December 31 2015.
• Chile: superior by $2,655 million, mainly
due to improvement in Santiago,
Pucon and Chiloé.
• EBITDA Margin: 22,4% at December
31 2016, lower than the 25,1% in 2015,
mainly due to the consolidation of
AMyC.
2016
61.1
6122
,4%
27,1
%
Prof
orm
a EB
ITD
A M
argi
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ithou
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yC (%
)
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05SU
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TABLE OF CONTENTS
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BU
SIN
ESS Enjoy is committed to the principle of
transparency, and since year 2008, our
Company has reported its economic,
social and environmental performance,
being the first company in the casino
industry in Chile to carry out a report of
such characteristics. We are convinced
that managing sustainability from its
connection to the business adds value
to Enjoy and contributes to meet our
challenges for regional growth and
expansion.
This chapter seeks to reflect this view of
sustainable value creation, in the period
from January 1st to December 31, 2016,
sharing our sustainability management
in our operations located in Chile,
Argentina, Uruguay and Colombia.
In order to prepare this document, we
have used the guidelines of the Global
Reporting Initiative (GRI) in its G4
version, which corresponds to the most
widely used sustainability reporting
standard worldwide, incorporating
the GRI Indicators in the ANNEX of
this document. In order to define
the contents, limits and scope of this
report we have chosen the “essential”
conformity option.
Within this chapter we also include the
sustainability information required under
General Rule 386 of the Superintendence
of Securities and Insurance of Chile
(SVS).
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Stakeholder engagement
It is essential for Enjoy to know its
stakeholders and build long term
relationships with them, based on
trust and transparency. Under this
premise, the Company has identified
14 Groups of Interest, which have been
categorized and prioritized based on
their exercisable power and the degree
to which they potentially show interest
in the Company’s strategies, identifying
a total of 6 Strategic Groups of Interest.
Likewise, communication channels have
been defined with these groups, to know
their opinions, expectations and needs
regarding the Company’s operations.
ENJOY’ S SUSTAINABILITY STRATEGY
For Enjoy, positioning itself within the
world’s entertainment leaders means
moving beyond the realm of financial
performance. The Company’s vision
is based on long-term relationships,
with a future vision in the creation of
shared value for shareholders, investors,
customers, employees, suppliers and the
communities where we develop
our activity.
In order to carry out this vision, Enjoy
guides its action under a Corporate
Strategy of Sustainability, which is
aligned to the business strategic plan
and that is articulated on the basis of five
dimensions:
Transparent
and ethical
leadership
Responsible
entertainment
and commitment
to our customers
Human
capital
management
Community
development
Sustainable
operation
On a daily basis, the sustainability
strategy is embodied in initiatives that
are driven by different areas of the
Company and -at the same time- in the
monitoring of issues that have been
identified as material or relevant.
(1) The strategy initially defined in 2008 was updated in 2013 based on an internal analysis and the review of context in which tje Company operates.
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Who have we identified as Strategic Groups of Interest groups?
Regulators and inspectors
The Company is mainly related to the
following regulatory and supervisory entities:
Superintendence of Securities and Insurance
(SVS), Superintendence of Gaming Casinos
(SCJ), Financial Analysis Unit (UAF).
» Annual report » Sustainability report » Website enjoy.cl » Trades and response to these trades
Clients
Customers are individuals or companies
that make use of Enjoy’ s comprehensive
entertainment offer (casino, hotel, spa,
restaurants, convention centers).
» Website enjoy.cl » e-mail » Social Networks » Regular customer satisfaction surveys » REALIZA
Non-local suppliers
They are companies that deliver goods and
services to Enjoy, which are fundamental to
the operation of the business.
» Acquisitions department » Website enjoy.cl » E-mail [email protected] » Confidential line » Meetings
How do we communicate with them?
Shareholders
Natural or legal persons that have interest,
along with Enjoy, in the property of an
operation.
» Board Meetings » Directory Committee » Shareholders’ Meetings » Annual report » Sustainability report
Investors
Natural or legal person who has acquired
with shares or negotiable securities of
Enjoy in the Financial Market.
» Investor Relations Area » Quarterly presentation of results » Shareholders’ Meetings » Investor’s website » Annual report » Sustainability report
Employees
They are all workers who are directly
related to the Company, including Chief
Executives, Managers, Assistant Managers,
Administrative Professionals, Supervisors,
Operators, Technicians, and Personnel in
Contact.
» Information panels (digital and traditional) » Sustainability report » Training workshops » SMS messages » E-Mail » Social networks » Meetings » Newsletter “Conecta” » Intranet » Amigo (Kiosk and App) » Confidential line » Labor relations meetings with Trade Unions
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Connecting with what is relevant: Materiality
Material aspects were defined through
a rigorous process of surveying,
systematizing and multidimensional
information analysis, according to the
stages of identification, prioritization and
validation suggested by the GRI.
Material Subjects
» Regional and local contribution » Training, development and talent
management » Work climate, working conditions,
health, occupational safety and welfare
» Internal communications » Sustainable construction » Responsible drinking (alcohol) and
handling of difficult clients » Diversity and inclusion » Energy efficiency and renewable
energies » Operational efficiency » Customer information management
and personal data privacy
Identification Priorization Validation
1 2 3
» Analysis of mainly secondary
information (press review
for year 2016, regulations,
reference management
frameworks -SASB, IIRC-,
industry benchmark at a
global level on sustainability
issues addressed).
» Review of interviews and
focus group results carried
out as preparation for 2015’s
sustainability report.
» Review of clients and
employees studies made last
year.
» A total of 22 material
subjects were obtained and
subsequently submitted to a
prioritization process.
» Internal analysis
based on the criteria
“importance for
stakeholders” and
“impact on the
business”.
As a result a positioning
map of material
subjects was obtained.
» Internal validation
process by the areas
of Communications,
Planning and
Management Control
and Human Capital.
Finally, each material
topic was associated
with a GRI indicator,
which will account
for it.
» Ethical management and crime prevention
» Corporate Governance » Direct economic impact » Responsible Gaming » Taxing of municipal casinos » Environmental management » Growth opportunities » Community participation and
development of beneficial initiatives » Value proposal » Relationship with investors » Labor relations » Safeguarding of customer health and
safety
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> Enjoy 2016
100% Índice de reincorporación a la
compañía luego del permiso
postnatal
615.145 m3 Water consumption
48,6% of women working in the
Company
MMCh$ 49.275.713 Contribution via Gaming taxes,
municipal shares
6.806 Employees
100% Index of reincorporation to the
Company after the postnatal
leave
232.662 GJ Energy consumption
100 Number of Preventive
Internal Audits
49 Number of new
counselors trained in
responsible gaming
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VALU
E P
RO
PO
SAL
AN
D
VIR
TUO
US
CIR
CLE
OF
PEO
PLE
Enjoy’ s employees and customers are
part of a constantly moving virtuous
circle, which challenges it to attract
new customers, satisfy existing ones by
PEOPLE WHO MAKE A DIFFERENCE
With over 40 years of history and 6,806
employees distributed in five countries,
Enjoy has strived for continuous
improvement of its work coordination,
inspired by a culture of collaboration,
productivity and responsible decision
making.
During 2016, a new Human Capital
Management was created, incorporating
productivity issues into traditional
fields of people management (i.e.
Work Environment, Performance,
Compensation, Employee Benefits,
Occupational Safety and Health, Internal
Communications, among others) , with
special emphasis on management of
work relations, in view of the changes
in regulations that will be presented in
Chile.
> DIVERSITY IN THE ORGANIZATION
6.806 Employees
3.501 Men
3.305 Women
exceeding their expectations, and train
and develop the talent that makes the
former objectives possible.
17 Key executives
69 Managers
130 Adminitratives
326 Professionals
771 Chief of staff
1.858 Operators,
Technicians
3.635 Staff in contact
Number of people by position
Age compostition
3.255 Under 30 years old
1.938 Between 31 and 40 years old
1.105 Between 41 and 50 years old
407 between 51 and 60 years old
98 between 61 and 70 years old
3 Older than 70 years old
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5.198 Chilean
1.020 Uruguayan
390 Argentinean
99 Colombian
99 Other
Number of people by nationality
Number of people by Seniority
75% Of employees have
an indefinite contract
75% Of men have
an indefinite
contract
74% Of women have
an indefinite
contract
3.947 Less than 3
years in the
Company
1.157 Between 3
and 6 years
817 Between 6
and nine years
272 Between 9
and 12 years
613 More than
12 years
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> DIVERSITY IN SENIOR MANAGEMENT POSITIONS AND OTHER MANAGEMENTS THAT REPORT TO THIS MANAGEMENT OR TO THE BOARD
17 Key Executives
17 Men
17 Are Chilean
Age composition
0 Under 30
6 Between 31 and 40 years old
8 Between 41 and 50 years old
2 Between 51 and 60 years old
1 Between 61 and 70 years old
0 More than 70 years old
Number of key executives by Seniority
6 Less than a
year
2 Between 3
and 6 years
4 Between 6
and 9 years
3 Between 9
and 12 years
2 More than
12 years
Age composition
> DIVERSITY IN THE BOARD OF DIRECTORS
9 Directors
9 Men
8 Are
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0 Under 30
0 Between 31 and 40 years old
2 Between 41 and 50 years old
4 Between 51 and 60 years old
2 Between 61 and 70 years old
1 More than 70 years old
Number of key executives by Seniority
3 Less than a
year
5 Between 3
and 6 years
0 Between 6
and 9 years
0 Between 9
and 12 years
1 More than
12 years
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> WAGE GAP
Wage gap per gender Female1 Male2
Key Executives3 100%
Head, supervisor 87% 115%
Professional 76% 132%
Administrative 73% 138%
Operational 84% 120%
1 % female wage gap: gross female salary / gross male salary . 2 % male wage gap: gross male salary / gross female salary. 3 For calculations regarding the “key executives”, executives reported to be the SVS were considered, thus wage gap of male-females of that position cannot be calculated. * Does not include 735 employees under fixed period contracts.
G4 10/ G4 LA 12> ENJOY CHILE
5.368 Employees
2.657 Men
2.711 Women
2.934 Under 30
years old
2.014 Between 30 and
50 years old
410 Older than 50
years old
> ENJOY PUNTA DEL ESTE
1.026 Employees*
579 Men
447 Women
132 Under 30 years old
809 Between 30 and 50 years old
85 Older than 50 years old
Age composition
Age composition
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> ENJOY MENDOZA
369 Employees
240 Men
129 Women
139 Under 30 years old
226 Between 30 and 40 years old
4 Older than 50 years old
G4 10/ G4 LA 12
> ENJOY SAN ANDRÉS
43 Employees
25 Men
18 Women
17 Under 30 years old
26 Between 30 and
50 years old
0 Older than 50 years old
Age composition
Age composition
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Business unit Key executives
Manager/ Assistant Manager
Adiminis-trative
Profe-ssional
Head/Supervisor
Operator/ Technician
Staff in contact
Total
Enjoy Antofagasta 1 5 10 6 92 287 354 755
Enjoy Coquimbo 1 5 17 10 77 271 380 761
Enjoy Viña del Mar 1 4 12 27 133 339 811 1.327
Enjoy Santiago 1 5 11 14 115 279 487 912
Casino Colchagua 0 1 2 3 20 37 76 139
Enjoy Pucon 1 4 13 13 61 212 455 759
Enjoy Park Lake 0 1 3 0 7 32 50 93
Enjoy Puerto Varas 0 4 3 0 15 46 35 103
Enjoy Chiloé 1 2 2 3 36 82 132 258
Enjoy Mendoza 0 5 12 14 56 84 198 369
Enjoy Punta del Este 1 5 37 114 117 182 570 1.026
Enjoy San Andrés 0 1 3 2 5 7 25 43
Enjoy Central 10 27 5 120 37 - 62 261
> ENJOY’S TOTAL WORKFORCE BY TYPE OF POSITION
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> KEY PROCESSES FOR THE HUMAN CAPITAL DEPARTMENT IN 2016
Opening in San Andrés Island, Colombia
Relevant process in terms of attracting, training and keeping talented staff who will be responsbile of delivering the entertainment valu proposal under Enjoy’ s standards. Currently, 80% of employees hired at the beginning of operations remain in their positions.
Takeover of new hotels
The incorporation of Park Lake hotel in Villarrica (January 2016) and Patagónico Hotel in Puerto Varas (December 2016) demanded a high presence of the Human Capital team for a successful integration of the teams at a cultural and operational level, as well as for the adoption of SAP systems, Amigo and Shift Module, and the transfer of both policies and procedures.
Optimal Management of the Workforce
One of the most important challenges of the industry is to reach optimal hiring levels of the work force per operation (that is, to have a mix of suitable contracts related to different working days depending on the operational needs of the business units, which increase between Thursday and Sunday). During 2016, an Optimum Workforce Management Model was implemented, with the main objective of automating shift schedules, based on the systematization of demand models, ensuring a standardized and transversal process in Enjoy, which are expected to
be operational in all units during 2017.
Standardization of Labor Discipline Practices
During 2016, work began on the construction and standardization of the most relevant people management practices. This methodology contemplates the transfer of practices of the different business units, which will allow us to manage work absenteeism through all the chain in a more effectively way (medical licenses, permits, failures, delays, absences when there is no adequate planning of vacations, rotation ). The best work discipline practices will be consolidated in a corporate Book available for the Human Capital areas of Chile in 2017.
Adoption of new technologies
During 2016, the content automation of the work files was carried out, a very relevant aspect in the face of constant inspections by the Labor Inspectorate and the Superintendence of Gambling Casinos, among other entities. Likewise, at the beginning of 2016, a number of functionalities were added to the Amigo mobile app to facilitate employee access to online information on rent and seniority certificates, vacation and leave applications, among others. It also allows managers to perform administrative tasks such as holiday approval or remote shifts, from their mobile phone.
Work relations
With a view to the normative changes experienced in Chile in 2017, in 2016 Enjoy worked on strengthening the Work Relations model, which has the vision of developing collaborative, constructive and respectful relationships. The model essentially contemplates considers of the cornerstones that form the backbone of the model.
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> TRADE UNIONS PER COUNTRY WITH OPERATIONS 1
> NUMBER OF WORK CLAIMS
CHILE ARGENTINA URUGUAY
14 trade unions
2 trade unions
1 trade unions
35% unionization
46,34% unionization
54% unionization
40% workers protected by collective agreement
85,63% workers protected by collective agreement
95% workers protected by collective agreement
1 Because of the recent opening of Colombia, this business unit does not have trade unions or workers protected by te collective agreement.
CHILE
Enjoy Antofagasta 3
Enjoy Coquimbo 0
Enjoy Viña del Mar 3
Enjoy Santiago 1
Casino Colchagua 0
Enjoy Pucón 1
Enjoy Park Lake 0
Enjoy Puerto Varas 0
Enjoy Chiloé 0
Enjoy Central 1
Total 9
ARGENTINA
Received in 2016 5
Addressed in 2016 26
Terminated in 2016 7
· Started in 2016 0
· Started before 2016 7
Received before 2016 and still
pending
14
URUGUAY
Received in 2016 34
Addressed in 2016 15
Terminated in 2016 23
· Started in 2016 7
· Started before 2016 16
Received before 2016 and still
pending
11
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> INDEX OF RETURN TO WORK AND PERMANENCE
> HEALTH AND WORK SAFETY
As part of the joint work with the
Chilean Security Association (ACHS) as
a part of the Preventive Management
Model in Chile, the SafeTI software was
implemented in 2016, which allows
managers as wella as safety and health
inspectors to access online data to
fully control preventive activities,
documentation, and make preventive
management based on a defined work
program and responsible parties for
each activity. This software also allows
storing supplier information, specifically
of contractor companies.
> TOWARDS A CULTURE OF SELF-CARE
CHILE
156 Number of employees
participating in Joint Hygiene
and Safety Committees.
ARGENTINA42* Number of employees participating in the
Emergency Brigades.
12 Number of health and
safety inspectors.
100% Total Index of return Enjoy
100% Total Index of return Enjoy
COLOMBIA1 Number of persons
responsible for risk prevention.
URUGUAY
Members of the Occupational Safety and Health Commission.
16,6% of employees participate in the
Bipartite Commission through its
committees.
40 Managers and Operational Staff.
Members Bipartite Safety Commission: 3 delegates of the guild and 5 of the company.
* *Does not consider person un charge of hygiene and safety.
289 women and 33 men had and
exercised their right to leave for
maternity or paternity
263 women y 2 men
15 womeny 22 men
11 women y 9 men
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> HEALTH AND WORK SAFETY PERFORMANCE INDICATORS
> INTERNAL COMMUNICATIONS
Country Unit Loss ratio Days lost Nº of professional illnesses
Total accidents Accident rate Nº of mortal
victims
Dic 15 Dic 16 Dic 15 Dic 16 Dic 15 Dic 16 Dic 15 Dic 16 Dic 15 Dic 16 Dic 15 Dic 16
CHILE Enjoy Antofagasta 54 42 376 443 1 3 34 45 3,14 4,00 0 0
Enjoy Coquimbo 49 22 486 261 0 0 34 17 3,46 1,6 0 0
Enjoy Viña del Mar 15 22 213 452 0 1 22 14 1,52 1,9 0 0
Enjoy Santiago 87 55 960 519 4 4 26 35 2,35 3,7 0 0
Casino Colchagua 50 3 79 4 1 0 5 1 3,19 0,7 0 0
Enjoy Pucón 21 39 175 601 0 0 11 27 1,29 2,5 0 0
Enjoy Chiloé 56 35 181 100 0 1 21 8 6,53 2,7 0 0
Enjoy Central 49 12 148 28 0 1 2 3 0,66 4,4 0 0
Enjoy Chile 42 38 2.618 2.408 6 10 155 150 2,48 2,40 0 0
ARGENTINA Enjoy Mendoza 6,21 5,6 662 252 0 0 30 26 6,21 5,6 0 0
URUGUAY Enjoy Punta del Este 18,3 24,4 231 297 0 0 119 116 9,4 9,5 0 0
G4/ LA3
The team leader-employee relationship
is the main communication channel with
the company’s employees, because at
Enjoy we foster relationships of trust.
This is complemented by internal media
that combines corporate news with
> TRAINING, DEVELOPMENT AND TALENT MANAGEMENT
Total number of training hours - Enjoy
Training hours for backoffice staff
Trainig hours for front staff
16.0
01
16.4
24
13.0
72 16.8
70
In 2016, Academia Enjoy, the company’
s main e-learning platform, focused its
work on compulsory courses for Enjoy’s
employees. At a training level, the focus
of face-to-face training was on preparing
new hires in Colombia, and on induction
talks to the new operations incorporated
into Enjoy.
Men
Wom
en
local initiatives, focused on audiovisual
content and presented in simple, direct
language. Among them are digital
billboards, SMS, CONECTA Newsletter
(chain level).
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CO
MM
ITTE
D
TO O
UR
CU
STO
MER
S Enjoy understands how important it is
for our Company’s sustainability to have
an attractive value proposal according
to the demands of current and future
customers, and how essential it is to
address their satisfaction. The design
of memorable experiences is part of
a process conducted on the basis of
measurements and studies.
SATISFACTION MANAGEMENT
During 2016 Enjoy reached the chain-
level consolidation of the tool used
to measure and manage customer
satisfaction, based on the premise
that a good management of customer
satisfaction is a predictor of future
income, since a satisfied customer is
more likely to return or recommend.
In 2016, Enjoy sustained the rising trend
in satisfaction levels. The Hospitality area
stood out in these indicators, achieving
over 80% satisfaction and the Casino
area is the business line that achieved the
highest growth during the year.
This tool was developed in 2013
along with the leading global market
measurement company in the hotel and
casino industry. Market Metrix currently
operates in Chile, Argentina and Uruguay
and each business unit can autonomously
and independently measure and manage
using the variables available online, with
a supporting corporate team for specific
analysis.
Our entertainment proposal is based
on the customer. It offers products and
services with a high standard of quality,
satisfaction and safety, in a framework
guaranteeing healthy and responsible
entertainment.
The main actions carried out in 2016
in the area of customer experience
management are highlighted below.
Enjoy casino
> 2016 Market Metrix Evolution - Global Enjoy Casino & Resort*
80
79
78
77
76
75
Jan2016
May2016
Sep2016
Mar2016
Jul2016
Nov2016
Feb2016
Jun2016
Oct 2016
Apr2016
Aug2016
Dec2016
76,6
78,9
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GAMING TABLES SERVICE MODEL
From a job that begun in 2015 at Enjoy
Coquimbo, of redesigning the customer
experience in Gaming Tables, progress
was made during 2016 by implementing
the new Gaming Table Service Model
at Enjoy Santiago. In the case of Enjoy
RESPONSIBLE GAMING
In 2008 Enjoy launched the Program
Jugados por Ti/Vos , a pioneering
initiative in Chile in the promotion of
responsible entertainment. Its central
focus is to provide clients with guidance
and support tools to prevent risky
behaviors associated with gambling.
One of the main milestones of 2016 was
the training of 49 new advisors, who
Coquimbo, its implementation was
a success and in 2016 it is already
integrated into the culture, which is
reflected in the results of Market Metrix.
By 2017, the model will advance towards
its implementation in other units of Chile.
joined the 63 already existing, and the
completion of another training process
at Enjoy Punta del Este is scheduled for
next year.
Likewise, Enjoy continued to share
good practices with other players in
the industry through the Responsible
Gambling Corporation of Chile.
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> Tools of program Jugados Por Ti/Por Vos
Informative Brochures
Phone assistance service
Self-exclusion form
Councelors
» Material
informing on
the program’s
characteristics.
» They seek
to educate
clients about
responsible
entertainment.
» Enjoy employees
who have been
trained to answer
the questions
of clients and
relatives, regarding
the program’s
operation.
» Through this group
of councelors it is
possible to access
the Telephone
Assistance Service
» Document through
which customers
request enjoy
staff to restrict
their access to
the casino, and
be excluded to
future information
of products and
services of the
company.
» Document through
which customers
request enjoy
staff to restrict
their access to
the casino, and
be excluded to
future information
of products and
services of the
company.
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CUSTOMER INFORMATION MANAGEMENT AND DATA PRIVACY
For Enjoy, it is essential to foster a good
communication with customers, in strict
compliance with the regulations of the
corresponding country of operation,
regarding data privacy and information
disclosure. In the context of customer
communication, we ensure that we have
the necessary feedback mechanisms so
that any unsatisfied customer can make a
comment, suggestion and/ or a complaint.
This space contributes to building and
improving future memorable experiences
for our clients.
Country Institutions or regulations that rule formal customer communication
Tools and/or attention procedures and complaint resolution
Chile » Gaming Casino Law (19.995)
» Superintendence of Gaming Casi-
nos (SCJ)
» Consumer law
Operations in Chile have a
management procedure for
claims presented the National
Consumer Service (SERNAC). This
methodology includes: reception of
the complaint, internal investigation,
formal response, and filing by Enjoy.
Uruguay » Law 17.250 of Consumer Defense Complaint and suggestion form
managed by Hotel Direct, who
reviews and responds to all
comments.
Mendoza » Regulations of the Provincial
Institute of Games and Casinos
(IPJyC)
Consumer Book of Complaints.
Referrals and effective use of the Telephone Assistance Service (SAT)
Referrals to SAT Effective use of the service
Type of assistance provided (SAT)
Global 71 29 75% Psychological assistance
13% Financial assistance
12% Informative
0% Legal assistance
Chile 44 27
Punta del Este 1
Mendoza 1
Unknown origin 1
112 Jugados por Ti
Councelors
49 New councelors trained
4 Straining seminars
16 1581
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HEALTH AND SAFETY OF CUSTOMERS
It is very important for our clients to
enjoy an entertainment experience that
they would want to repeat; this is why we
make sure we have safe physical spaces
and protocols that allow preventing
risky situations. We have a Preventive
Management Model, risk matrices,
processes of permanent infrastructure
inspection, and a corporate supervisor
who supervises and implements issues
related to emergency control.
On the other hand, and due to the
increase of serious armed crimes that
occurred in Chile in 2016, a Security
Plan and compliance standards were
approved for all business units.
This process involved reinforcing security
protocols for serious crimes, investing
in technology and physical barriers, and
adapting uniforms so that the public can
better identify security staff.
Finally, in order to deal with the excessive
customer drinking, a potentially
conflictive situation within the casino’s
facilities that damages the experience
of other customers and employees, the
Difficult Customer Management Protocol
is constantly updated to address this
type of situation from the Security Area,
within a framework of respect and care
for the people involved.
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SUST
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OP
ERAT
ION For a company like Enjoy, that seeks
to grow and expand its operations, it is
essential to ensure that its activities are
carried out efficiently. This has involved
working from different areas of the
In terms of efficiency, a deal was closed
in 2016 that should generate savings of
4.4 billion pesos in electricity tariffs over
the next five years, due to the change
from being a “regulated customer” to
“free customer”.
» Strengthening controls to reduce
waste in Food & Beverage warehouses.
» Implementing negotiation practices
and Purchasing Policy at Enjoy Punta
del Este and Enjoy Mendoza, in order
to leave them at Enjoy standards.
» Implementing models and procedures
for purchasing, logistics, storage and
handling of waste in the new hotels
Enjoy Park Lake (Villarrica) and Enjoy
Puerto Varas.
OPERATIONAL EFFICIENCY
> Supply chain
» Outsourcing of services that are not
directly related to the business.
» Participation in the procurement
process and subsequent supply chain
for the opening of Enjoy San Andrés
in Colombia, fulfilling all with deadlines
and expectations.
In terms of efficiency, a deal was closed
in 2016 that should generate savings of
4.4 billion pesos in electricity tariffs over
the next five years, due to the change
from being a “regulated customer” to
“free customer”.
Company, and processes associated with
the supply chain, maintenance, resource
management and energy use, among
others.
Payment managment
Planning and managing
Innovation
Simplification
Negociation
Acquisition
and supply
Managment and administration of goods
Managment and administration of services
Information
Sup
plie
r
Busi
ness
are
as
Cust
om
er
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> Maintenance
> Normative compliance > Water Management
During 2016, Enjoy worked on
standardizing maintenance within the
Company with a preventive approach.
In the last years, Enjoy has been working
on the preventive book containing the
guidelines of the revisions to be made,
materializing in 2016 the trial period
During this year, we moved towards
greater regulatory compliance,
systematizing the applicable
environmental regulations, which
consider construction, waste, and
emissions from fixed sources. In addition,
a Monitoring and Registration System
was added to follow up and raise alerts
in case of potential non-compliance,
providing information to the Internal
Audit area.
Enjoy is supplied with water through the
municipal supply or supplying companies
in the different countries of operation. In
this area, the year 2016 was marked by
the following initiatives:
ENVIRONMENTAL
of its application in Enjoy Coquimbo.
The grounds behind this work is that
preventive maintenance is between 15%
and 20% more efficient than having
corrective maintenance, safeguarding the
customer’s experience from damage at
all times.
Enjoy Antofagasta Enjoy Santiago Enjoy Park Lake (Villarrica)
A Based on the
requirements of some
neighbors in the
environment closest to the
treatment plant, research
was carried out, leading to
the implementation in 2016
of some improvements
that - although they have
not solved the completely
100% - have made concrete
progress.
Works were started to
expand the treatment
plant corresponding to a
vermicomposting plant
whose waters are reused
for watering the gardens
of this business unit.
This project involved an
Environmental Impact
Statement, with a survey of
flora and fauna information
associated with this sector.
As a result, a plan for the
rescue of Legus and Yacas
was designed. In terms of
flora, the original location
of the plant had to be
modified to rescue all the
carob trees.
A review of its treatment
plant was carried out,
identifying items that need
improvement. A set of
actions are already being
implemented.
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> Main figures of environmental impact1
> Energy efficiency and renewable energies
EThe efficient consumption of energy
is now a global trend not only in
environmental terms, but also due to
its impact on cost reduction for the
company’s operation. Some of the main
initiatives promoted in 2016 are:
Support to “Earth Hour” at a chain
level, event organized by World
Wildlife Fund’s (WWF), which invites
us to turn off the lights for one hour to
contribute to the good use of energy.
Development of a project for the
installation of photovoltaic panels at
Enjoy Santiago, and the installation of
evaporative air conditioning equipment,
environmentally friendly, on the terraces
of Casino Colchagua and Enjoy Santiago.
Total water consumption (m3)
2015 2016
Chile 339.992 437.493
Argentina 92.475 73.260
Uruguay 97.700 104.392
Total 530.165 615.145
Direct gas consumption (L)
2015 2016
Chile 2.838.730 2.839.004
Argentina 157.203 187.000
Uruguay 95.109 94.404
Total 3.091.042 3.120.408
Direct consumption of electric energy (GJ)
2015 2016
Chile 156.317 150.119
Argentina 30.434 29.856
Uruguay 52.757 52.687
Total 239.508 232.662
Total groundwater consumption (m3)
2015 2016
Chile 224.547 211.574
Argentina 0 0
Uruguay 78.998 94.770
Total 303.545 306.344
Direct consumption of petroleum (L)
2015 2016
Chile 308.080 289.097
Argentina 800 750
Uruguay 788.509 867.033
Total 1.097.389 1.156.880
1 We do not have consumption data about Columbia due to its recent opening
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> Waste > Main recycling figures
The waste produced by Enjoy is almost
exclusively household type. In the case
of fats, a specialist removes them for
treatment and subsequent disposal at
sites authorized by the Health Service.
Regarding the recycling of waste, there
are currently only statistics of Enjoy
corporate offices in Santiago, Chile,
which for years have plastic, aluminum
and paper separation containers on all
floors.
In 2016, the garbage collection room
was improved in Enjoy Pucón, allowing
a better disposition of the waste of the
business unit, and vertical hand dryers
were installed in employees bathrooms
at the Corporate offices of Enjoy in
Santiago.
Total volume of residues of grease (m3)
2015 2016
Greases 1.769 1.996
Recycled waste (Kg) 2015 2016*
Paper 264,55 12.855,80
Cardboard 11,14 35,794,80
Newspapers and
magazines
900, 42 420
Plastic 66,93 898
Aluminium 35,7 262,30
Batteries - 197,30
Oils (from food
waste)
- 17,124,29
*Year 2016 includes measurement of business units, unlike 2015, which just considered figures of corporate offices.
> Sustainable Building
Over the last few years, Enjoy has
focused on making both construction
and maintenance sustainable. That is how
when Enjoy has to develop a new project
approaches the construction considering
aspects friendly to the environment,
biodiversity and respect of nearby
communities. It is important to note that
Enjoy Chiloé’s Hotel and Enjoy Puerto
Varas Hotel have both the “Sello S” of
Sustainable Tourism deliverd by Sernatur,
the Chilean National Tourism Service.
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Mem
ori
a A
nu
al
En
joy 2
016
STR
ATEG
IC P
AR
TNER
O
F TH
E C
OM
MU
NIT
IES From its inception, Enjoy has sought
to positively contribute to improving
the quality of life of the communities
where its operations are located. Our
commitment to this development has
been shaped by strong long-term
relationships based on respect for the
local culture and its tradition. This has
allowed us to become an important
socio-economic development agent that
generates value for our stakeholders and
the community as a whole.
Our contribution has also focused
on creating employment in these
TOURISM AND DEVELOPMENT
Tourism has a main role as one of the
fastest growing industries in the world
and our region has important cultural
and natural attributes. Enjoy has taken
a leadership position and an active role
in developing and promoting tourism
activity, by participating in all national
and local groups and organizations that
promote tourism in all countries and
localities in which it is present.
In addition, we have taken part in
important initiatives related to the
promotion of quality in the tourism
industry and also in initiatives related to
the industry’s sustainability, among which
are the initiatives of the Chilean National
Tourism Service (SERNATUR):
communities, which has involved a
commitment to develop new and better
labor competencies in new employees,
allowing them to have a higher
employability index in the future.
Part of the contribution of Enjoy to the
cities and regions where it is present
is the payment of taxes. In Chile, the
specific gambling tax in its various
modalities stipulated in the legislation,
is made through the direct payment to
the various Municipalities and Regional
Governments for game and tickets to the
different venues.
» Hotel del Desierto,
Enjoy Antofagasta
» Hotel de la Bahía,
Enjoy Coquimbo
» Hotel del Mar,
Enjoy Viña del Mar
» Hotel del Valle,
Enjoy Santiago*
» Hotel Patagónico,
Enjoy Puerto Varas
» Hotel de la Isla,
Enjoy Chiloé
» Hotel Patagónico**,
Enjoy Puerto Varas
**Through April 2016 **Through Dec. 2016.
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COMMUNITY PARTICIPATION
> Work Inclusion > Local Employment
Enjoy has promoted equal employment
opportunities in its operations for people
with different capacities and, for some
years, it has made several alliances in
different company areas. These initiatives
have also strengthened and create a
sense of belonging and contribution to
society on behalf of members of Enjoy. In
this area, we can highlight:
• Alliance with COANIL on behalf of
Enjoy Coquimbo and Enjoy Chiloé,
which support activities, professional
internship initiatives and their
subsequent definitive incorporation to
the staff.
• Enjoy Chiloé Alliance with the Antú
Kau Differential School of the city of
Castro to incorporate young deaf-
mute people into the work force, to
work in the Hotel area.
• Participation of Enjoy Mendoza in the
Project of Inclusion in Hospitality in
Mendoza for people with different
skills.
Job generation is one of the ways to
contribute effectively to the development
of our communities, especially in the
sectors of the population that present
the greatest difficulties in entering the
formal labor market in regions. During
2016, numerous alliances were held
with different public organizations
and organizations dedicated to the
promotion of employment for young
people, who carry out multiple activities
to train and help develop new skills for
their work performance.
Of note in this area is the work carried
out at Enjoy Pucón with the work of the
inclusion program of the National Service
of Training and Employment (SENCE) “+
Capaz” and internships at Enjoy Chiloé
with different Polytechnic High Schools
of Isla Grande.
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> Contribution to culture > Responsible Gaming Corporation
In the cultural field, Enjoy held a Free
Christmas Concert and open to the
community in the facade of Casino
de Viña del Mar, which featured the
presentation of the National Classical
Orchestra, led by the maestro Mr.
Santiago Meza and the presentation
of the Chilean opera singers Ángela
Marambio, José Azócar, Leonardo Pohl
and Gonzalo Tomckowiack.
Also during 2016, Enjoy Antofagasta
strengthened its joint work with the
Foundation Ruinas de Huanchaca
from directly participating in the
commercial and cultural management
of the esplanade, which allowed having
additional resources to perform cultural
activities in the region.
Rescuing the rich tradition and local
identity, Hotel de la Isla and its restaurant
La Barquera in Enjoy Chiloé were
certified by SIPAM (Ingenious System
of World Agricultural Heritage) to
rescue the cultural identity and agro-
food heritage of the Chiloé archipelago,
thanks to a collaboration agreement with
the Ministry of Agriculture to support
the various initiatives related to this
signature.
As a founding partner of the Responsible
Gambling Corporation of Chile, a non-
profit organization that groups different
sectors around the development,
research and promotion of good
practices of Responsible Gambling in
our country, during 2016 Enjoy kept
supporting and participating in the
different activities that took place during
the year. Among these, the second
International Seminar on Responsible
Gambling was held, with the participation
of prominent specialists, authorities and
casino operators.
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> Support to Guilds and organizations
CHILE (Through Enjoy S.A.)
FEDETUR - Chilean Tourism Companies Federation
Turismo Chile
Acción RSE
Pacto Global de Naciones Unidas
Hoteleros de Chile
Responsible Gaming Corporation of Chile
*Carmen Luz Castro, Secretaria
Enjoy Antofagasta The Chamber of Commerce, Services and Tourism
of Antofagasta
Manufacturers Association of Antofagasta - AIA
Member of Antofagasta Bureau
Ruinas de Huanchaca Foundation
*3 Directors Enjoy
Enjoy Coquimbo Local Tourism Corporation of the Municipality of Coquimbo
*Roberto Mimica, President
Cidere Coquimbo
Enjoy Viña del Mar Manufacturers Association of Valparaíso (ASIVA)
The Chamber of Commerce of Valparaíso (CRCP)
Enjoy Santiago Asociación Gremial de Turismo Aconcagua
Tourism Association of Aconcagua
Enjoy Pucón The Chamber of Tourism of Pucón
The Chamber of Tourism of Villarrica
Enjoy Chiloé The Chamber of Commerce pf Castro
Hoteliers Association of Chiloé
ARGENTINA (Through Enjoy Mendoza)
AEGHA / FEHGRA Asociación Empresaria Hotelero Gastronómica y afines de
Mendoza
AHT Tourism hotels Association (4 and 5 stars Hotels)
*Ariel Pérez, President
ALEARA Argentina’s Trade Union of Gaming, Entertainment,
Recreation, Leisure and Allied Employees
MENDOZA BUREAU Non-profit organization of tourism oriented private
companies of Mendoza City
*Ariel Pérez, Vicepresident
CAMARA HOTELERA DE
MENDOZA
The Chamber of Hotels of Mendoza
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URUGUAY (Through Enjoy Punta del Este)
AHRU Hotels and Restaurants Association of Uruguay
DESTINO PUNTA DEL
ESTE
Non-profit institution, which promotes Uruguay and
Punta del Este in the world, as a destination for vacations,
investments and second homes.
AUDOCA Congress, Fairs, Exhibitions and Allied organizers
Association of Uruguay.
ADM Association of Marketing Managers of Uruguay
DERES Non-profit organization that brings together Uruguay’s
main companies that seek to develop Corporate Social
Responsibility.
CAMARA DE COMERCIO
URUGUAYO BRASILEÑA
The Uruguay-Brazil Chamber of Commerce
CAMARA DE COMERCIO
URUGUAY ESTADOS
UNIDOS
The Uruguay-US Chamber of Commerce
CONVENTION BUREAU
PUNTA DEL ESTE
Non-profit Civil Association that has, among other
purposes, to promote and contribute to the promotion
and diffusion of the city of Punta del Este as a destination
for events and activities related to business and business
tourism.
*Alvaro Elola, Treasurer
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CO
RP
OR
ATE
GO
VER
NA
NC
E A
ND
CR
IME
PR
EVEN
TIO
N
ETHICAL MANAGEMENT AND CRIME PREVENTION
Enjoy’s leadership consists of transparent
action, ethical behavior and strict
regulatory compliance in order to
achieve performance aligned with the
Company’s growth objectives.
In 2016, joint work was consolidated
among areas directly related to
regulatory compliance within the
Company: Compliance and Corporate
Governance, Legal Services, and Internal
Audit. This has made possible to
prevent potential non-compliance risks,
strengthened internal control and the
compliance culture within the Company.
Among the practices and measures
implemented during 2016 in this area in
Enjoy are:> Internal audit and risk management
In 2016, the Internal Audit Area increased
the level of complexity of internal audits
and there was an improvement in the
control environment within Enjoy,
explained mainly by the focus control
exercised by the administration, and
the installation of capabilities that
have improved risk control, which has
resulted in a new improvement of the
results obtained in the different audits
performed.
The Internal Audit area is directly
dependent on the Board of Directors
of Enjoy S.A., thereby ensuring its
independence and that risk management
is being controlled from the senior
management of the Company.
It has a Risk Management Model that
provides relevant information to identify
the risks of the business, raise them,
assess them, define their impact or
importance and their probability of
occurrence, so that it is possible to
manage them properly.
> Corporate Governance Manual
In 2016, the Board of Enjoy S.A.
approved and implemented a
Corporate Governance Manual, which
establishes and regulates all formal
aspects of the Board’s operations.
This manual supplements the different
regulations established by the Chilean
SVS in different matters of Corporate
Governance.
> Ethical Management
Enjoy has an Ethical Management
System based on three interrelated and
complementary pillars:
• A Code of Ethics and Best Practices
unique to all employees.
• A Confidential Line to channel
concerns or complaints via email, in a
private manner.
• A Committee of Ethics and Good
Practices responsible for investigating
complaints.
During the year 2016, Enjoy continued
to develop in-house training for the
company’s employees through the
e-learning course “Ethics and Good
Practices”, and the ethical management
model was developed for its application
in Colombia, adjusting it to its reality.
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> Internal Audit Actions
Number of audits performed at 12/31/2014
Number of audits performed at 12/31/2015
Number of audits performed at 12/31/2016
Enjoy Chile 53 74 81
Enjoy Mendoza 5 5 7
Enjoy Punta del Este 14 16 9
Enjoy San Andrés 3
Total Enjoy 72 95 100
> Model Treaty for the Prevention of Crimes (MPD)
Since 2014, Enjoy has had a Model Treaty
for the Prevention of Crimes (MPD,
Modelo de Prevención de Delitos) related
to Law Nº 20.393, which establishes the
criminal liability of legal persons for the
crimes of money laundering, financing of
terrorism and bribery. In 2016, the crime
of receiving stolen property was added
to this legislation.
The prevention model, its respective
policy, risk matrix and manual (approved
by the Board of Enjoy S.A. at the
proposal of the Directors Committee),
were informed to all the Company’s
personnel. It is a transversal model to
the different companies of Enjoy S.A.
and includes all measures and controls
necessary to prevent their activities
from being used for illegal activities in all
countries where it is present.
The risks detected are contained in a
risk matrix, which is part of the model
mentioned above. The matrix containing
the risks is a tool for internal use only. In
the 10 casinos belonging to the company
(100%), the risks related to corruption
have been assessed.
Prevention of offenses contemplated in Law
No. 19,913. Money Laundering and
Terrorism Financing
Regulatory Compliance Chile,
Argentina, Uruguay and Colombia
Prevention of offenses contemplated in Law No. 20,393. Criminal
Liability of Legal Entities for the crimes of Money Laundering,
Financing of Terrorism, Bribery and Receiving.
Internal company policies and
organizational culture of compliance.
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Some milestones relevant to
strengthening a culture of regulatory
compliance at Enjoy in 2016 have been:
• Training of 2,726 employees in matters
related to the MPD. It should be noted
that most of these employees are
staff of the Gaming area who are in
permanent contact with the customer.
• Dissemination of the Crime Prevention
Model among the suppliers of Enjoy,
so that they have the necessary
information regarding the policy
contained therein.
• Recertification of the Model Treaty
for the Prevention of Crimes (MPD)
for another two years, through a
process carried out by an expert
company registered with the Chilean
Superintendence of Securities and
Insurance (SVS).
• Implementation of the MPD in
Colombia, adjusting it to the
regulations and operational
characteristics of that country,
which implied a thorough study of
the regulations, designing a model
according to this legislation, in addition
to incorporating a compliance officer
and training staff that works in the San
Andrés operation.
• Launching of a new e-learning course
for collaborators, in the area of crime
prevention, which had more than 90%
approval.
> Compliance Officers > Compliance control panel
The Compliance Officer is a partner who
represents the Compliance Management
in each operation and is responsible
for coordinating prevention policies
and procedures, as well as detecting
suspicious operations. During 2016,
the 3rd Annual Meeting of Compliance
Officers was held, an event that allowed
reviewing procedures and exchanging
good practices.
Given the high level of regulation to
which the industry in which the Company
operates and the great number of
regulations to be protected, one of
the main milestones for regulatory
compliance in 2016 is the implementation
of a Control Panel of Compliance.
This panel has allowed Enjoy, and
especially the Committee of Directors,
to emphasize the state of normative
compliance within the organization in all
its dimensions: its main challenges, the
contingencies faced by in this area, areas
that need improvement and training
to be implemented in the various legal,
administrative and operational processes
of the Company.
In 2
016,
Enj
oy c
ontin
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to s
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n its
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to c
ompl
y w
ith th
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nanc
ial A
naly
sis
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t (Ch
ilean
UAF
) re
gula
tions
, int
erna
l pol
icie
s in
this
are
a an
d th
e pr
even
tion
of
crim
es o
f mon
ey la
unde
ring
, fina
ncin
g of
terr
oris
m, b
ribe
ry
and
rece
iver
ship
.
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Indicators of accountable aspects
Analysis and indicators on
matters that are subject to
inspection by the different
auditing agencies in the
different countries where
the Company is present.
Indicators of the status of accounting in process
Analysis and indicators
on the status of progress
and results of different
audits carried out by the
relevant agencies to the
different operations of
the Company.
Indicators of status of trials
Analysis and indicators
on the state of progress
of any legal action in
which the Company is
involved.
> “Crime Prevention” Actions
2.726 Number of employees trained in the prevention of money laundering and financing of terrorism in 2016
91% of total employees to train, who were trained in money laundering prevention and terrorist financing
Talks UAF in Chile were conducted under e-learning
13 Talks UAIF Uruguay
5 Talks UAIF Argentina
2 Crime prevention talks Colombia
21 3
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> “World Check One” > Prevention of money laundering and terrorist financing
During 2016, we continued working with
“World Check One” to comply with due
diligence in getting to know customers
and avoid any inconvenience related to
customers with “PEP” status (“Politically
Exposed Person” ) or is in any way linked
to terrorism, according to international
listings.
This tool has been very supportive for
Compliance Officers.
“World Check One” is a dynamic
database, provided by Thomson Reuters,
which covers over 240 countries and
100,000 sources of information.
All the countries in which Enjoy operates
have a body responsible for controlling
money laundering and terrorist financing
crimes. In Chile, the Financial Analysis
Unit (UAF), has determined different
obligations to companies to prevent
Crimes involving the recording and
reporting of suspicious transactions. In
Argentina, it is the Financial Information
Analysis Unit (UAIF), in Uruguay it is the
Financial Intelligence Unit (UIF) and in
Colombia, it is the UIAF and Coljuegos.
The Prevention of money laundering
and terrorist financing crimes is based
on two pillars: customer knowledge and
suspicious transaction reporting, which
allow the analysis and identification of
suspicious money laundering or terrorist
financing operations to be reported to
the relevant authority . In 2016, Enjoy
advanced in reissuing the prevention
manual to adapt to the corresponding
law in each country and the current
contingency.
Knowledge of customer
Operations log
Suspicious transaction
report
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ECO
NO
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PER
FOR
MA
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IMPA
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N F
IGU
RES
The indicators for 2016 show the growth
of operating results and the effectiveness
of the strategies promoted by the
Company during the previous periods.
MMCh$ 2015 2016
Revenue $233.237 $273.564
Assets $635.528 $574.672
EBITDA $58.615 $61.161
Direct economic value generated (figures expressed in MMCh$)
2014 2015 2016
214.
626
233.
237
273.
564
Retained and distributed economic value year 2016 (Ch$)
$51.864.076 retained economic value
$221.700.258 economic value distributed
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Operating expenses (Ch$) 70.636.801
Sales costs 45.337.110
Expenses for basic services 18.085.591
Maintenance expenses 5.768.846
General expenses 1.445.254
Salaries and employee benefits (Ch$) 70.415.177
Payment to capital suppliers (Ch$) 22.427.103
Financial costs 16.898.519
Dividends paid 5.528.584
Paid income (Ch$) 57.707.887
Income tax 5.539.822
Gaming tax, municipal interest 49.275.713
Property tax 1.746.380
Taxes and licenses 1.145.972
Investment in communities (Ch$) 513.290
Total (Ch$) 221.700.258
GROWTH OPPORTUNITIES
Today we are undergoing a regional
expansion and we are aware of the
growth opportunities that could
arise for us in the future, since this
certainly contributes to our company’s
sustainability, based on a healthy
economic performance that brings
benefit to all Who are impacted by our
business.
These opportunities have been
materialized this year with the opening of
Enjoy San Andrés, the first Enjoy casino
in Colombia, and with the consolidation
of the hotel business with five star stand
alone operations: Hotel Enjoy Park Lake
and Enjoy Puerto Varas.
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ME MORA BLE
TABLE OF CONTENTS
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Inv. Andes Entretención Ltda.
Baluma S.A. (Uruguay)
Enjoy Caribe SpA
0,09%
0,11%
10%
0,01%
0,45%
1,00%
CO
MPA
NY’
S G
RO
UP
STR
UC
TUR
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ND
ER E
NJO
Y S.
A.
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Belo
w is
a c
hart
sho
win
g t
he e
xis
ting
dir
ect
and
ind
irect
ow
ners
hip
stru
ctu
res
betw
een p
are
nt, s
ub
sid
iari
es,
and
affi
liate
s, a
s w
ell
as
the
rela
tio
nsh
ip a
mo
ng
them
:
Equity market
38,1%
0,02%99,98%
89,44%
75%
70%
70%
70%
90%
100% 63,2%
36,8%
9,7% 47,4% 0,3% 4,5%
Inversiones Cumbres Ltda.
Martinez Family
Harrah´s International
Holdings Company Inc.
Inversiones e Inmobiliaria Almonacid
Ltda.
Enjoy S.A.
Inversiones Enjoy SpA.
Enjoy Gestión
Ltda.
Inversiones Inmobiliarias Enjoy SpA
FIP BPPreffered
shares
99%
99,98% 100% 75%
99,99%
70%
99,55%
99%
99,91%
44,89%
100%
0,02%Enjoy Consultora S.A.
Inv. Vista Norte S.A.
Casino Rinconada S.A.
Inv. y Ser. Guadalquivir S.A.
Operaciones Integrales Chacabuco S.A.
Slots S.A.
10,56%Operaciones Integrales Coquimbo Ltda.
Rantrur S.A.
Masterline S.A. 99% 1%
1%
0,63%
1%
Casino de Colchagua S.A.40%
Kuden S.A. 99%
Operaciones Turísticas S.A.
99,37%
1%O. Int. Isla Grande S.A. 99%
1%Casino de Iquique S.A. 99%
1%Casino de la Bahía S.A. 99%
1%Casino del Lago S.A.99%
1%Casino del Mar S.A. 99%
1%Casino de Puerto Varas S.A.
Antonio Martínez y Cía.
99%
0,75%99% Op. El Escorial S.A.
46,54% Casino Grad d.d (Croacia)
53% Cela S.A. (Argentina)
90% Yojne S.A. (Argentina)
100% Baluma Cambio S.A. (Uruguay)
Baluma Ltda. (Brasil)
Enjoy Caribe SpA Sucursal Colombia
99,999%
12,5%87,5% Campos del Norte S.A
Latino Usluge d.o.o. (Croacia) IPI Antofagasta S.A.
IPI Coquimbo SpA
Inm. Rinconada S.A.
Inm. Kuden SpA.
IPI Castro SpA.
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OBJECT
Management and business administration
or operations related to the entertainment,
leisure, and tourism, the provision of services
and professional and technical consultancy in
different areas, and investments of all kinds in
tangible and intangible property. To develop the
abovementioned line of business, the Company
may, as a part of its function, administer,
manage or operate gaming casinos, bingo
halls, hotels, food and beverage services, and
any business in general, whatever its nature,
related to entertainment, leisure and tourism.
It can also provide all kinds of professional and
technical consultancy and services of legal,
financial, accounting or commercial nature,
including services of human resources, public
relations, sales management and brokerage,
and IT, among others, which are necessary for
the research, commissioning, and operation
of businesses and projects in general. The
company may also act as a tourism agency,
in promoting and selling tourism products
and entertainment in general, working in the
development, production, sale of media and
advertisement or promotional materials; buying,
selling and booking tickets and earning a fee for
tickets and tourism packages for activities done
by land, sea, air, rivers, seas and lakes, national
and international; the study, implementation,
and promotion of charters and excursions on
its own account or on behalf of a third party,
national or international, hire travel insurance
on its own account or on behalf of a third party;
the production and organization, booking,
purchase and sale of tickets or access to shows,
events and artistic and cultural demonstrations,
social and sports events; the representation
or intermediation, consignment, purchase and
reservation of any right or service related to
travel, tours, hotels, spas and tourism, individual
or collective, anywhere in the world. In addition,
to operate as a tourist agency it may carry
passengers in its own vehicles or others, leased,
in leasing or under any other form, both in Chile
and abroad. Finally, the company may develop,
license and market, on its own account or on
behalf of a third party, all kinds of software,
and generally carry out all the activities
01
aforementioned either through written media,
graphics, technology, computer, electronic, or
any other means; and do any related activity,
currently or in the future with the above; and any
other business agreed upon by the partners.
MANAGERS AND KEY EXECUTIVES
Francisco Javier Martínez Seguí
Antonio Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW:
Enjoy S.A. participates directly and indirectly
with 99,98% through its direct subsidiary
Inversiones Enjoy SpA with 0.02% in the capital
of the company.
This participation has not changed during the
year.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,63%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of the
Parent Board and subsidiary Director.
Antonio Martínez Seguí: Vice-Chairman of the
Parent Board and subsidiary Director.
Percy Albert Ecclefield Arriaza: Corporate
Governance and Compliance Officer and
subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of parent
and subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
Commercial current account agreement.
Taxpayer ID 96.976.920-4
Legal status Limited Liability Company
Subscribed capital MMCh$ 50.249
Paid-in capital MMCh$ 50.249
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OBJECT
The object of the company is specified as
follows; A) the real estate business, construction,
operation, development, leasing and / or
management of real estate located in Chile
or abroad, either directly or indirectly, on its
own account or on behalf of a third party,
individually or in association with others; B)
general trade activity, through purchase, sale
or lease of all kinds of goods, properties or
securities, and the provision of services, on
its own account or on behalf of a third party,
individually or in association with others;
especially the commercial exploitation of
casinos and related services such as hotels
and tourism in general, Congress Centers,
restaurants and related activities, which may
operate directly or indirectly through related
companies; c) investment in Chile and abroad,
in any type of goods, financial instruments
and commercial and in particular, in shares or
rights in incorporated companies, through the
subscription and payment of first issue shares,
acquisition of shares or rights of others, and
making contributions for the constitution or
capital increase in companies or associations,
on its own account or on behalf of a third party,
individually or in association with others.
MANAGERS AND KEY EXECUTIVES
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Pier-Paolo Zaccarelli Fasce
The company has no Executives.
Taxpayer ID 76.001.315-3
Legal status Joint Stock Company
Subscribed capital MMCh$ 13.512
Paid-in capital MMCh$ 13.512
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW:
Enjoy S.A. participates directly with 100%, in the
Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
1,12%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Albert Ecclefield Arriaza: Corporate
Governance and Compliance Officer and
subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of parent
and subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
Commercial current account agreement.
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OBJECT
The object of the company shall be: A) the
real estate business, construction, operation,
development, leasing and / or management
of real estate located in Chile or abroad, either
directly or indirectly, on its own account or
on behalf of a third party, individually or in
association with others; B) general trade activity,
through purchase, sale or lease of all kinds of
goods, properties or securities, and the provision
of services, on its own account or on behalf of
a third part, individually or in association with
others: especially the commercial exploitation
of casinos and related services such as hotels
and tourism in general, Congress Centers,
restaurants and related activities, which may
operate directly or indirectly through related
companies; and C) investment, both in Chile
and abroad, in any type of goods, financial
and commercial instruments and in particular,
in shares or rights in incorporated companies,
through the subscription and payment of first
issue shares, the acquisition of shares or rights
of others, and making contributions for the
constitution or capital increase in companies or
associations, on its own account or on behalf of
a third party, individually or in association with
others.
Taxpayer ID 76.242.574-2
Legal status Joint stock company
Subscribed capital MMCh$ 24.000
Paid-in capital MMCh$ 24.000
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce, CEO
Percy Ecclefield Arriaza
José Miguel Bulnes
The company has no key executives.
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 63,2% in the
Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
13,03%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Board Director and
subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts between parent and
subsidiary.
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OBJECT
The object of the Company is to provide
advisory and consultancy services in company
administration and management, especially to
companies whose line of business is hospitality,
tourism and casinos, both domestic and foreign,
to which end the consultancy services are
related to commercial, economic, financial,
technical, accounting, tax, administrative
management, human resources, marketing and
internal control issues of the counseled entities,
including the selection and training of personnel
of advised entities.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí, President
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participa en forma directa con un
0,02% e indirectamente a través de su filial
directa Enjoy Gestión Limitada con un 99,98 %
in the Company’s capital.
Taxpayer ID 76.470.570-K
Legal status Closed Corporation
Subscribed capital MMCh$ 725
Paid-in capital MMCh$ 725
Provides consultancy services to some of the casinos and hotels of Enjoy, both
nationally and internationally, in legal, financial, and administrative areas, and in some
cases, to develop the brand for some businesses.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,21%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and Subsidiary CEO.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
The object of the company shall be: capital
investment in all kinds of movable property,
such as rights in all types of companies,
whether commercial or civil, communities or
associations and in all kinds of titles or securities.
To administer, on its own account or on behalf
of a third party, receive income; take part in
other companies, domestic or foreign, of any
kind or legal status, modify and take over their
administration, whichever their line of business.
In addition, the company will aim to, directly
or indirectly, operate restaurants, cafes, bars,
and general premises aimed at the provision
of entertainment and leisure services; as well
as museum management and the creation of
internet sites. In addition, the construction,
operation, give and take in lease or loan, on its
own account or on behalf of a third party, of
hotels, motels, inns, lodging, and others related
to accommodating people and tourism, with
all hotel and tourism facilities. Furthermore, the
creation, organization, management, distribution,
advertising, development, production and sale,
on its own account or on behalf of a third party,
of literary, social, sports, tourism, scientific,
artistic and cultural activities, and all kinds
of events in general. Finally, acquisition, sale,
investment, purchase, sale, exchange, lease,
sublease of real and personal property, or rights
over them, their administration and operation,
construct in them, exploit them, either directly
or through third parties in any form. The sale,
import, export, distribution, consignment,
representation or intermediation in any kind of
change in a property’s ownership or attributes, in
regard to any class of goods or related activity,
now or in the future with the aforementioned;
and any other business agreed by the partners.
Taxpayer ID 99.595.770-1
Legal status Closed corporation
Subscribed capital MMCh$ 6.614
Paid-in capital MMCh$ 1.804
It is the operator of services of Hotel del Desierto: Food & Beverage and other
supplementary services for comprehensive Enjoy Antofagasta project, as spa and
Congress Center.
DIRECTORS, CEO AND KEY EXECUTIVES
Iván Simunovic Petricio, President
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Eduardo Sboccia Serrano
Juan Carlos Vásquez Pereira, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. indirectly participates through its
direct subsidiary Enjoy Gestión Limitada with
75% in the capital of the Company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
1,95%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer parent and CEO of
subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
Commercial current account agreement.
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OBJECT
The corporate object is the exploitation of
Antofagasta Gaming Casino in the terms
established by Law N° 19.995 and its regulations,
for which gambling games, machines, tools and
related services can be developed, authorized in
the respective operating permit or authorized in
the future by the Superintendence of Casinos or
a replacing authority.
DIRECTORS, CEO AND KEY EXECUTIVES:
Iván Simunovic Petricio, President
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
Santiago Nettle Gnazzo, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 0,75%
and indirectly through its indirect subsidiary
Inversiones Vista Norte S.A. with 99% in the
capital of the Company.
SUBSIDIARY INVESTMENT PROPORTION IN
Taxpayer ID 99.597.870-9
Legal statusClosed Corporation subject by legal mandate to regulation by the Superintendence of Securities and Insurance, and inscribed in the Register of Reporting Entities under number 155
Subscribed capital MMCh$ 4.090
Paid-in capital MMCh$ 3.528
It is the gaming casino operator in Antofagasta.
THE ASSETS OF THE PARENT COMPANY
2,46%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer of parent and subsidiary
Director.
Pier-Paolo Zaccarelli Fasce: Parent and
subsidiary director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
Capital investment in all kinds of movable
property, as rights in all types of companies,
whether commercial or civil, communities or
associations and in all kinds of titles or securities.
Manage such investments on its own account or
on behalf of a third party, receive earnings; take
part in other companies, domestic or foreign, of
any kind or legal status; modify, and takeover
their management, whatever their line of
business. In addition, the company will aim to the
direct or indirect operation of restaurants, cafes,
bars, and premises dedicated to the provision
of entertainment and leisure in general, museum
management and the creation and management
of internet sites. In addition, to construct,
operate, give and take on lease or loan, on
its own or on behalf of a third party: hotels,
motels, inns, hostels and other accommodation
related to people and tourism. Furthermore, the
creation, organization, management, distribution,
advertising, development, production and
sale, on its own or on behalf of a third party, of
literary, social, sports, tourism, scientific, artistic,
cultural activities, and all kinds of events in
general. Finally, the acquisition, sale, investment,
purchase, sale, exchange, lease, sublease of
real and personal property, or rights over them,
their administration and operation, construct in
them, on its own account or on behalf of a third
party; exploit, directly or through third parties in
any form. The sale, import, export, distribution,
consignment, representation or intermediation in
any kind of changes in ownership or attributes,
in regard to any class of goods; and any related
activity, now or in the future with the above; and
any other business agreed by the shareholders.
MANAGERS
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
Taxpayer ID 96.940.320-K
Legal status Limited Liability Company
Subscribed capital MMCh$ 7.155
Paid-in capital MMCh$ 7.155
It is the service operator for Hotel de la Bahia, providing Food & Beverage services and
other supplementary services for comprehensive Enjoy Coquimbo, including Spa and
Convention Center.
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 10,56%
and indirectly with 89,44 % through its direct
subsidiary Enjoy Gestión Limitada, in the
Company’s capital.
Such participation has not changed during the
year.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
3,52%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
Commercial exploitation of the Casino located
in the city of Coquimbo and its by-products, as
well as the commercial exploitation of dining
rooms, kitchens, bar, boîtes, self-service, cabaret,
discos, and other related services operating in
the aforementioned establishment and generally
all exploitations or acts that are granted or
authorized by the proposal awarded by the
Municipality of Coquimbo, that are related to the
main object aforementioned.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí, President
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
Eduardo Sboccia Serrano
Roberto Mimica Godoy, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 12,5%
and indirectly through its indirect subsidiary
Operaciones Integrales Coquimbo Limitada with
87.5% in the capital of the company.
Taxpayer ID 79.981.570-2
Legal status Closed Corporation
Subscribed capital MMCh$ 428
Paid-in capital MMCh$ 428
It is the gaming casino operator of Coquimbo.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,68%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Eduardo Sboccia Serrano: Legal Services
Manager parent and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
No existe relación comercial entre matriz y filial.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
The object of the Company is the operation of
a casino in the town of Rinconada, Los Andes
Province, located in the Region of Valparaiso,
pursuant to the provisions of the law 19.995 and
in its regulations, as well as providing, either
directly or through third parties, complementary
services to the operation of such casino games
such as restaurants, bars, theaters and events,
currency exchange and, in general, all other
related a services allowed by the law and
regulations mentioned above.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Ricardo Salguero Lesure
Jeffrey Salguero
Juan Eduardo Parker Undurraga, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. indirectly participates through its
subsidiary Enjoy Gestión Limitada with 70% in
the Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
2,30%.
Taxpayer ID 99.598.900-k
Legal statusClosed Corporation subject by legal mandate to the regulation of the Superintendence of Securities and Insurance, inscribed in the Register of Reporting Entities under number 176
Subscribed capital MMCh$ 575
Paid-in capital MMCh$ 575
Is the Gaming Casino operator in Rinconada.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer of parent and subsidiary
Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
No hay contratos entre matriz y filial.
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OBJECT
The object of the company will be to: a) make
investments in property, tangible or intangible,
corporate shares, rights in other companies,
bonds, commercial paper and other securities;
manage, transfer and exploit the earnings
produced; b) invest in real property, tangible or
intangible, urban or rural; manage, transfer, use
them and collect earnings, being able to, divide,
divide into lots, urbanize and make buildings on
them; c) construct and operate all all kinds of
water supply and irrigation networks, including
construction of pipes or ducts, construction
and operation of pumping stations, measuring
centers, storage tanks; provide and sell water
and provide all kinds of services related to
the construction and operation of pipelines,
pumping stations, measuring centers, storage
tanks and in general, any other accessories for
the design, engineering, transportation, supply
and sale of water. To fulfill its social purpose, the
Company may participate in other companies,
whatever their nature; perform activities or
investments decided by their partners, and,
in general, perform all acts and enter into all
contracts necessary for the stated purposes and
development of company objects.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Ricardo Salguero Lesure
Jeffrey Salguero
Juan Eduardo Parker Undurraga, CEO
Taxpayer ID 76.837.530-5
Legal status Closed corporation
Subscribed capital MMCh$ 2.211
Paid-in capital MMCh$ 2.211
It is the company in charge of supplying water to the comprehensive project Enjoy
Santiago.
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
subsidiary Enjoy Gestión Limitada with 70% in
the Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,43%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
Capital investment in all kinds of movable
property, and rights in all kinds of businesses,
whether commercial or civil, communities
or associations in any kind of securities and
marketable securities. Manage these investments
directly or through a third party, earn income;
form part of other foreign or domestic
businesses, of any type or legal status, modify
and assume management thereof, whatever its
line of business. The company shall also, directly
or indirectly, operate restaurants, cafeterias,
bars and other establishments that provide
entertainment and leisure services, administer
museums, create and manage websites. Build,
operate, lease, let, or rent, directly or through a
third party, hotels, motels, hostels, lodges, and
other activities related to accommodations and
tourism, with all the hotel and tourism services.
Create, organize, manage, communicate,
advertise, produce, and sell, directly or through
a third party, cultural literary, social, sporting,
tourist, scientific, artistic activities and other
types of events in general. Perform the
acquisition, disposal, investment, purchase, sale,
exchange, let, sublet immovable and movable
property, or rights thereto, manage and use or
build on the property, directly or through a third
party; in whatever way possible. Purchase, sell,
import, export, distribute, consign, represent,
or act as broker of any type, make changes in
ownership or its functions, regarding any type
of property; and any related activity now or in
the future; and any other business agreed by
shareholders.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Ricardo Salguero Lesure
Jeffrey Salguero
Alejandra Álvarez González, CEO
Taxpayer ID 76.141.988-9
Legal status Closed corporation
Subscribed capital MMCh$ 100
Paid-in capital MMCh$ 1
It is the service operator at Hotel del Valle, Food & Beverage and other services for the
comprehensive project Enjoy Santiago, such as spa and restaurants.
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
subsidiary Enjoy Gestión Limitada with 70% in
the Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
-2,83%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
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OBJECT
The object of the company is to purchase, sale,
lease, sublease, marketing, import and export,
in general, games of chance or “slot machines”,
spare parts and all accessories for their use,
enjoyment, administration and right to exploiting
by the Municipal Casino of Viña del Mar, all
in accordance with the tender rules for the
concession and the corresponding concession
contract.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Albert Ecclefield Arriaza
Vicente Figueroa Salas, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
direct subsidiary Enjoy Management Limited
with 90% in the Company’s capital.
Taxpayer ID 96.907.730-2
Legal status Closed corporation
Subscribed capital MMCh$ 3.421
Paid-in capital MMCh$ 3.421
Owner of the slot machines in Viña del Mar Casino under an operation and
maintenance contract. The company makes these machines available to the license
holder of Casino Vina del Mar, Antonio Martinez y Cia., in exchange for 35.75% of the
monthly profit generated by the operation of the referred machines, after deducting
municipal interest.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
1,01%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
Commercial current account agreement.
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OBJECT
The purpose of the company is to commercially
operate, directly or indirectly, restaurants, cafes,
tearooms, kitchens, bars, theaters and events,
discos, boîtes, supermarkets, cinemas, living
rooms, playground, parking, spa, and all types
of commercial services related to the above.
Commercial exploitation, give and take on lease
or loan, on its own account or on behalf of third
parties, hotels, motels, inns, lodging, and related
hosting people and tourism, including all related
services of the hospitality and tourism. The
creation, organization, management, distribution,
advertising, development, production and sale
or self of any literary, social, sport, tourism,
scientific, artistic, cultural activities account, and
all kinds of events in general, as well as services
advertising, swaps and similar activities. In
addition, production, manufacturing, distribution,
import, export, marketing and provision of
services for all kinds of products, especially
those related to the food sector, catering
services or others. Lastly, import, export,
acquisition, sale, investment, purchase, sale,
exchange, lease, sublease of real, and personal
property, or rights to them, their administration
and operate them directly or through third
parties, in any form.
DIRECTORS, CEO AND KEY EXECUTIVES
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
Vicente Figueroa Salas, CEO
Taxpayer ID 79.646.620-0
Legal status Closed corporation
Subscribed capital MMCh$ 666
Paid-in capital MMCh$ 666
It is the sub-concessionaire of both Food & Beverage and Hotel business of Viña del
Mar Casino. Under the existing contractual relationship with the concessionaire Antonio
Martinez y Cia., Masterline S.A. pays an annual rent of UF50,000 to the former.
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with 99% in the capital of the
Company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,36%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
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OBJECT
The company’s objective is the exploitation
of casino games in the district of Santa Cruz,
province of Colchagua, in the Libertador
Bernardo O’Higgins Region, under the terms
stated in the law 19.995 and its regulations,
which authorizes it to develop gambling
machines, implements and related services,
authorized in the respective operating permit,
authorized in the future by the Superintendence
of Casinos or another relevant authority.
DIRECTORS, CEO AND KEY EXECUTIVES
Carlos Cardoen Cornejo
Francisco Javier Martínez Seguí
Andrés Cardoen Aylwin
Percy Ecclefield Arriaza
Diego Cardoen Délano
Ruben Ormazábal Sanhueza, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE CAPITAL OF THE INVESTEE
AND CHANGES DURING THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
direct subsidiary Enjoy Gestión Limitada with
40% in the Company’s capital.
Taxpayer ID 99.598.660-4
Legal statusClosed corporation legally mandated subject to supervision by the Superintendence of Securities and Insurance, and registered in the Register of Reporting Entities with the number 167
Subscribed capital MMCh$ 2.379
Paid-in capital MMCh$ 2.379
INVESTMENT OF THE ASSOCIATE IN THE
PARENT’S ASSETS
0,63%
LEGAL REPRESENTATIVES WHO WORK
IN THE PARENT AND THE ASSOCIATED
COMPANY
Antonio Martínez Seguí: Vice Chairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONSHIP BETWEEN
PARENT AND ASSOCIATED COMPANY:
There is no commercial relationship between the
parent and the associated company.
SIGNIFICANT ACTS AND CONTRACTS
BETWEEN PARENT AND ASSOCIATED
COMPANY
There are no contracts between the parent and
associated company.
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OBJECT
Commercial operation of Pucón Casino and
its complementary services, as well as the
commercial exploitation of dining rooms,
kitchens, bar, boîtes, self-services, cabaret,
disco, and other services or by-products that
operate in the aforementioned establishment
and, in general, all operations or acts that are
granted or authorized by the Municipality of
Pucón. Moreover, the construction, operation,
give and take in lease, on its own account or on
behalf of third parties, of hotels, motels, inns,
lodges, boats, and others, related to hosting
people and tourism, with restaurant, bar, cinema,
tearooms, and all services related to hotels,
spas and tourism, either domestic and foreign,
present or future; excursions, exploiting of
retail establishments of products or services
or to lease these commercial establishments
to third parties, transportation of people or
cargo, whether for tourism or not; buy, sell
reserve land, air, or lacustrine tickets. In addition,
to create, organize, manage, disseminate,
develop, produce and sell, on its own account
or on behalf of third parties, literary, social,
sport, tourism, scientific, artistic, and cultural
activities, and all kinds of events in general;
including banquets, parties, demonstrations;
the representation of other domestic or foreign
companies in the area; hiring all kinds of artists,
athletes, and other celebrities; booking premises,
theaters, restaurants, hotels, booking shows, and
everything related to communications between
businesses, professionals, and stakeholders
or the public, in terms of courses, symposia,
conferences, field trips, meetings; consultancy
services any kind; acting as press, advertising,
broadcasting and tourism agency; everything
that now or in the future is related with such
matters or with art, leisure, trade, hotels, sports
and recreational activities, for which it can buy,
give and take in lease, manage, establish and
build sports fields, marinas, jetties, swimming
pools, gyms, camping and other buildings,
facilities and services that necessary or
conducive to such purposes.
Taxpayer ID 96.725.460-6
Legal status Closed corporation.
Subscribed capital MMCh$ 2.450
Paid-in capital MMCh$ 2.450
It is the operator of Pucón Casino and Gran Hotel Pucón.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí, President
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Pier-Paolo Zaccarelli Fasce
Eduardo Sboccia Serrano
Rodrigo Borquez Soudy, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with 99%, in the capital of the
company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
-1,16%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Eduardo Sboccia Serrano: Legal Services
Manager of Parent and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
The object of the company is the commercial
exploitation of tourism-related activities and
entertainment; specifically the operation,
administration, organization and execution, on
its own account or on behalf of third parties,
of ski resorts, spas, hotels, tours, events and
all matters relating to tourism in general and
especially with adventure tourism, whether
carried out in the mountains, rivers, lakes, sea,
forest, desert, airspace, beach, countryside or
city; being able to exploit the various activities
that can be performed in such places, whether
they are sporting, recreational, competition,
medical, social, cultural, and others that can
be operated commercially. In addition, the
company may commercially exploit bars,
restaurants, shops, cafes and other premises of
this nature, as well as the leasing any implement
or input that is necessary for the development of
activities to be implemented in the above places.
The company may also provide services of
passenger transport in its own or other vehicles,
leased, in leasing or under any other form, both
in Chile and abroad, on its own account or on
behalf of third parties, whether they are paid
or not. The company may also make all kinds
of investments in different assets, whether real
estate or not, especially if they relate to the
materialization of the main line of business.
Taxpayer ID 96.824.970-3
Legal status Closed corporation
Subscribed capital MMCh$ 1.723
Paid-in capital MMCh$ 790
Develops the tourism area and general complementary services for hotels. It operates
the ski center located in the Villarrica volcano, and provides tour operator services for
Enjoy Pucón.
DIRECTORS, CEO AND KEY EXECUTIVES
Francisco Javier Martínez Seguí, President
Antonio Martínez Seguí
Percy Ecclefield Arriaza
Rodrigo Borquez Soudy, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 0,63% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with a 99.37% interest in the
company’s capital.
Such participation has not changed during the
year.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,22%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
Capital investment in all types of movable
property such as rights in all types of companies,
whether commercial or civil, communities or
associations and all kinds of titles or securities.
Administer, on its own account or on behalf of
third parties, earn income; take part in other
companies, domestic or foreign, of any type or
Legal status, modify them, and take over their
administration, whatever their line of business.
In addition, the company will aim at the direct
or indirect exploitation of restaurants, cafes,
bars, and in general to premises that provide
entertainment and leisure services; as well as
museum management and the creation and
administration of internet sites. Moreover,
construct, operate, give and take on lease or
loan, on its own account or on behalf of third
parties, hotels, motels, inns, lodges, and others
related to hosting people and tourism, with all
relevant hotel and tourism services. In addition,
the creation, organization, management,
distribution, advertising, development,
production and sale on their own account or on
behalf of third parties, of literary, social, sport,
tourism, scientific, artistic, cultural activities,
and all kinds of events in general. Lastly, the
acquisition, sale, investment, purchase, sale,
exchange, lease, sublease of real and personal
property, or rights to them, their management
and operation, build on them, for itself or for
others; exploit them, directly or through third
parties, in any form. The sale, import, export,
distribution, consignment, representation or
intermediation in any kind of change or domain
attributes in relation to any kind of property; and
any related activity, at present or in the future
with the aforementioned; and any other business
that shareholders may agree upon.
Taxpayer ID 99.597.250-6
Legal status Closed corporation
Subscribed capital MMCh$ 582
Paid-in capital MMCh$ 239
It is the operator of Hotel de la Isla, Food & Beverage services and other supplementary
services for Proyecto Integral Enjoy Chiloé.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí, President
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
Eduardo Sboccia Serrano
Jessica Fernaldt Corada, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada, with 99% in the company’s
capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
-5,30%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Eduardo Sboccia Serrano: Legal Services
Manager of parent and Director of subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
The operation of gaming casino in Castro
in the terms established in Law 19.995 and
its regulations, allowing the development of
gambling machines, implements, and related
services authorized in the respective operating
permit or authorized in the future by the
Superintendence of Casinos or another relevant
authority that replaces it.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí, President
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
Eduardo Sboccia Serrano
Rubén Ormazábal Sanhueza, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 1% and
indirectly through its subsidiary Operaciones
Integrales Isla Grande S.A, with 99% in the
capital of the company
Taxpayer ID 99.598.510-1
Legal statusClosed corporation legally mandated subject to supervision by the Superintendence of Securities and Insurance, and registered in the Register of Reporting Entities with the number 194
Subscribed capital MMCh$ 1.432
Paid-in capital MMCh$ 1.432
It is the licensee operating the Gaming Casino of Castro.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
-3,65%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary Director
Eduardo Sboccia Serrano: Manager and Director
of Legal Services of parent and subsidiary
Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
The object of the company will be exclusively
the commercial exploitation of the Casino
Municipal de Viña del Mar and others expressly
authorized by the Municipality of Viña del Mar, in
the terms established in N°1 of the Public Tender
Bases to grant the Casino Municipal of Viña del
Mar in Concession, approved by the Mayor’s
Decree number five thousand two hundred and
twenty, on October 15th, 1999, as amended by
the Mayor’s Decree number six thousand one
hundred thirteen, on December 7th, 1999, both
of the Lord Mayor of the Municipality of Viña del
Mar.
SENIOR MANAGERS AND EXECUTIVES
Francisco Javier Martínez Seguí (Socio)
Antonio Martínez Seguí (Socio)
Vicente Figueroa Salas (Gerente General)
Taxpayer ID 77.438.400-6
Legal status Commercial partnership
Subscribed capital MMCh$ 5.036
Paid-in capital MMCh$ 5.036
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Through an agreement, the partners of Antonio
Martínez y Cía. assign to Enjoy Gestión Ltda.,
a subsidiary of Enjoy S.A., the control of the
company and the rights to receive all profits or
profits generated and / or distributed by the
company, to a greater extent, which does not
yield (i) the operation and exploitation of the
Casino (ii ) The fulfillment of the obligations
assumed by the
Partnership with the Municipality under the
Concession Contract and Slots S.A. Under
the sub-contract, all of which shall remain
unchanged from the position and responsibility
of the Company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
1,14%
OFFICIAL REPRESENTATIVES WHO WORK
IN THE PARENT COMPANY AND THE
SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and Partner of the subsidiary.
Antonio Martínez Seguí: Vice-president of the
Parent Directory and Partner of the subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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OBJECT
Design, build, use and demolish buildings,
supervise construction, perform works
specialized in land-use planning; real
estate business, housing management
and maintenance, buy and sell property,
foreign and domestic market trading agency
activities, transport domestic and international
passengers and cargo on highways, marketing
(advertising and promotion), market research
and communications media, business and
management consulting, represent foreign
companies.
MANAGERS
Francisco Javier Martínez Seguí
Antonio Martínez Seguí
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly, through its
direct subsidiary Enjoy SpA with 100% in the
company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
-0,73%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID MB-2375796
Legal status Closed corporation
Subscribed capital HRK 20.000
Paid-in capital HRK 20.000
This Croatian company owns 46.5% of the shares of Sociedad Casino Gradd.d.
20LA
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OBJET
Gambling and betting establishment, exchange
operations, preparation, and provision of food,
drink, and beverage services.
MANAGERS
Francisco Javier Martínez Seguí
Antonio Martínez Seguí
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. hold a 46.54 % indirect interest
through its indirect subsidiary Latino
Usluged.o.o.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
parent board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of parent
board and subsidiary Director.
COMMERCIAL RELATIONSHIP BETWEEN
PARENT AND ASSOCIATED COMPANY
There is no commercial relationship between the
Parent Company and Affiliated Companies.
SIGNIFICANT ACTS AND CONTRACTS
BETWEEN PARENT AND ASSOCIATED
COMPANY
There are no contracts between the parent and
affiliate.
Taxpayer ID MB-1454692
Legal status Closed corporation
Subscribed capital HRK 16.000.000
Paid-in capital HRK 16.000.000
This company had a license to operate casinos in Croatia, which is currently in the
process of dissolution.
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OBJECT
The corporate object shall be: a) Foreign
investment, investment in all kinds of tangible
intangible, movable, immovable property,
including, but not limited to, all kinds of
marketable securities, such as shares in public
corporations, options in other companies,
bonds, debentures and any kind of foreign
currency deposits and any other contract that
the partners consider necessary to fulfill the
corporate object; and, b) civil and commercial
use, through lease, license or any other way of
transferring the temporary enjoyment and use of
trademarks, patents, industrial models, computer
development, software and other related
services.
MANAGERS
Francisco Javier Martínez Seguí
Antonio Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly holds a 0.09% interest and
indirectly holds a 99.91% interest through its
direct subsidiary Inversiones Enjoy SpA, in the
company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
2,28%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 76.043.559-7
Legal status Closed corporation
Subscribed capital MUSD 34.837
Paid-in capital MUSD 34.837
It owns a 53 % interest in Cela S.A., operator of the Casino, located at the Hotel
Sheraton in Mendoza. Inversiones Andes Entretención Limitada holds a 90 percent
interest in Sociedad Yojne, company that provides the consulting services required by
Cela S.A. to operate this casino.
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OBJECT
The corporate object is to directly, or through
a third party or third-party partners, in any part
of the Republic or overseas, directly or through
hiring of professionals, technicians or any other
person for such purpose; conduct the following
activities: a) Hotel Management: hotel business
activity in general, and particularly commercial
activities; commercial use of buildings dedicated
to hotel, hostel, accommodations, restaurant and
bar services, its additional and/or complementary
facilities, for customer service. b) Use buildings
dedicated to gaming: bingos, casinos, slot
machines, or similar games duly authorized by
the competent authority. c) Shows: through
public and private entertainment organizations,
especially for wine and tourism sector events,
hiring wine tasters, groups, artists, designers,
organizing conferences, wine tasting, presentations,
exhibitions, fairs, agreements and confrontations
and sports events in the country and abroad;
promote regional articles, especially related to
the wine and tourism industry, films, programs,
shows, conference and symposium rooms, show
films and production thereof; organize radio and
television shows, and theatre performances. d)
Real estate activity: purchase rural and/or urban
movable property for construction projects or
other initiatives or subsequent marketing, including
or not buildings, divisions and plots, private urban
neighborhoods and division of own or third-party
land. Condominium property holding or others,
and subsequent marketing for rental, sales, lease
or any other type of legal contract or business. e)
Refurbishment or modification of real property
with purchased or third party buildings. f) Power
of attorney and representatives: representing and
implementing all kinds of powers of attorney and
representations, directly or indirectly, to private
individuals, private or mixed, public, domestic,
regional or municipal companies, independent
government or decentralized agencies, domestic
or foreign companies related to its activity, service
billing and collecting in any and all aspects, any
type of remuneration in different terms or methods
expected thereof. It could also provide its services,
through services in bids and/or private or public
tenders in the country or overseas, accepting and
implementing the contracts awarded under the
conditions stipulated for each case. g) Financial
object: through secure or non-secured loans, short
or long-term, capital contribution to individuals or
companies incorporated or to be incorporated, to
finance operations conducted or to be conducted,
trading shares, government bonds, debentures and
any and all marketable securities and commercial
papers for any of the current or future financial
facilities available. Except for financial operations
set out in the Financial Entities Act, and any other
law requiring a public bid process. h) Export and
import products derived from the abovementioned
activities.”
DIRECTORS, CEO AND KEY EXECUTIVES:
Julio Camsen, President
Juan Eduardo Garcia Newcomb, Vicepresident
Natalio Camsen, Director
Gerardo Cood Shoepke, Director
Eduardo Marticorena, Director
Ramón Moyano, Director
María Anahí Cordero, Director Suplente
Paola Sofía Camsen, Director Suplente
Percy Ecclefield Arriaza, Director Suplente
Crouzel, Roberto, Director Suplente
Ronit A. Camsen, Director Suplente
Ariel Pérez, CEO
CURRENT OWNERSHIP INTEREST OF THE
PARENT COMPANY IN THE ASSOCIATE
COMPANY AND CHANGES DURING THE PERIOD
UNDER REVIEW
Enjoy S.A. holds a 53% indirect interest through its
indirect subsidiary Inversiones Andes Entretención
Limitada.
INVESTMENT OF THE ASSOCIATE COMPANY IN
THE PARENT’S ASSETS
1,38%.
LEGAL REPRESENTATIVES WHO WORK IN THE
PARENT AND THE ASSOCIATE COMPANY
Gerardo Cood Schoepke, parent CEO and Director
of the associated Company.
Percy Ecclefield Arriaza, Corporate Governance
and Compliance Officer and Alternate Director of
the associated Company.
COMMERCIAL RELATIONSHIP BETWEEN
PARENT AND AFFILIATED COMPANY
There is no commercial relationship between the
parent and the associated company.
SIGNIFICANT ACTS AND CONTRACTS BETWEEN
PARENT AND ASSOCIATED COMPANY
There are no contracts between the parent and
associated company.
Taxpayer ID 30-69468373-4
Legal status Closed corporation
Subscribed capital ARG$ 34.048.016,00
Paid-in capital ARG$ 34.048.016,00
Argentine Company that operates Enjoy’s Casino in Mendoza.
23C
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Taxpayer ID 30-7104780-5
Legal status Closed corporation
Subscribed capital ARG$ 54.000
Paid-in capital ARG$ 54.000
This company provides consulting services required by Cela S.A. to operate Enjoy’s
casino in Mendoza.
OBJECT
a) Real Estate Activity: Purchase rural and/or
urban real property for construction projects
and subsequent marketing including or not
buildings, divisions and plots, private urban
neighborhood and division of own or third-party
land. Condominium property holdings or others,
and subsequent marketing for rental, sales, lease
or any other type of legal contract or business.
b) Refurbishment or modification of real
property with purchased or third party buildings.
c) Housing construction: of any kinds on own
or third-party land. d) Hotel business activity:
use hotel establishments directly or through a
third party. e) Use establishments dedicated
to gaming: bingos, casinos, slot machines, and
similar games duly authorized by the competent
authority.
DIRECTORS, CEO AND KEY EXECUTIVES:
Ramón Moyano
Ricardo Vicente Seeber
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. holds 90% indirect interest through
its indirect subsidiary Inversiones Andes
Entretención Limitada.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,24%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
There are none.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
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Taxpayer ID 212303260013
Legal status Public corporation
Subscribed capital USD 147.052.990
Paid-in capital USD 147.052.990
Uruguayan Public Corporation, operator of Punta del Este Conrad Casino & Resort,
Uruguay.
CORPORATE OBJECT
Its corporate object is to carry out the following
activities in the Eastern Republic or abroad,
directly or through a third party, and in third-party
partnerships:
a. Develop and operate hotel services, gambling
games and Congress Centers, as well as related
services and activities, such as restaurants,
bars, shopping centers, clubs, health and sports
organizations, directly or through a third party,
under concession or operation conditions
permitted for such purposes;
b. Carry out maintenance and repair work at
facilities and other related activities, such as
employee training for the operations;
c. Develop infrastructure and provider services to
users;
d. Market products related to implementing the
business objectives referred to in section a)
above;
e. Conduct technical and consulting studies, build
and manage all kinds of specific or additional
facilities to the business objectives specified in
this clause;
f. Import and export all kinds of components,
equipment and material required to achieve its
objectives;
g. Operate and market tourism services in
whatever way possible, by providing and
marketing tourism services such as excursions,
land, sea and air trips for individuals in Uruguay
and abroad, and sell tickets, package tours or
excursions, book hotel rooms, and also act as a
travel agent in Uruguay or abroad and request,
if necessary, the pertinent authorizations;
h. Carry out any additional activities, related and
concurrent to the abovementioned activities.
i. In order to fulfill its object, the Company is
duly and legally authorized to acquire rights
and assume obligations, incorporate or have
an ownership interest in companies; import or
export; form part of economic interest groups
or holdings and of any interest community
with entities or individuals; and, in general,
implement any type of legal action and
contract that is forbidden by law.
DIRECTORS, CEO AND KEY EXECUTIVES:
Francisco Javier Martínez Seguí, Presidente
Antonio Martínez Seguí.
Percy Ecclefield Arriaza
Pier-Paolo Zaccarelli Fasce.
Octavio Bofill Genzsch.
Thomas Jenkin.
Walter Zeinal Menendez.
Evaristo Chopitea.
Juan Eduardo García Newcomb, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly, through
its subsidiary Enjoy SpA, with 44.89% in the
company’s capital. Furthermore, through its
direct subsidiary, Enjoy Gestión Ltda., it has 0.11 %
interest in its social capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
27,76%
LEGAL REPRESENTATIVES WHO WORK IN THE
PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent and
Subsidiary.
Octavio Bofill Genzsch: Director of Parent and
Subsidiary.
Percy Albert Ecclefield Arriaza: Corporate
Governance and Compliance Officer and
subsidiary Director.
COMMERCIAL RELATIONS BETWEEN PARENT
AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
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CORPORATE OBJECT
The contract object is only and exclusively, to
directly perform currency exchange activities, in
compliance with the content and scope set out
by legal provisions and regulations, inside the
Casino premises that operate at the property on
Padrón 803, Punta del Este, First Judicial District
of Maldonado.
DIRECTORS, CEO AND KEY EXECUTIVES
Juan Eduardo García, Presidente
Esteban Rigo-Righi Baillie
Percy Ecclefield Arriaza
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
indirect subsidiary Baluma S.A. with 100% in the
company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,09%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Percy Ecclefield Arriza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 100239580016
Legal status Public corporation
Subscribed capital USD 5.100.000
Paid-in capital USD 5.100.000
A Uruguayan company duly incorporated under the company trade law, which
operates exclusively as a currency exchange bureau inside the casino. This is why it has
to be approved by the BCU. This approval was issued on January 2, 1997.
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CORPORATE OBJECT:
La Sociedad tiene como objeto actividades de
agencia de viajes y turismo, con operación de
cambio manual y participación en el capital de
otras sociedades nacionales o extranjeras, así
sea como cuotitas o accionistas
DIRECTORS, CEO AND KEY EXECUTIVES
Anay Josette Gremaud
Sandra Lucia de Almeida
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. holds 99.99 % indirect interest
through its indirect subsidiary Baluma S.A. in the
Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,12%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
There are none.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 02.334.323/0001-47
Legal status Limited company
Subscribed capital R$136.100
Paid-in capital R$100.000
Limited Brazilian company.
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OBJECT
The purpose of the company is: a) Making
investments in all kinds of tangible assets,
movable and immovable, or intangible assets,
including the acquisition of shares, rights in
companies, whether they are of people or
capital, debentures, bonds , time deposits,
fund shares, commercial paper and all kinds of
titles or securities and investment instruments,
and management and marketing of these
investments and their earnings; b) Carry out
real estate businesses, for which it can buy, sell,
negotiate and arrange in any form and for any
reason, urban or rural real estate, even furnished,
and may make subdivisions, land development,
construction of any kind and to sell and / or
exploit them by or self-employed; give and take
in lease, loan, lease, sublease and give and give
to others in any capacity, the use and enjoyment
of real estate; manage these investments and
receive earnings from them; c) The provision of
consulting services, especially in matters of real
estate investments; and d) Generally perform all
kinds of investments. To fulfill its purpose, the
company can carry out and celebrate all kinds of
acts, even incorporate other companies or join
them, and undertake their administration.
DIRECTORS, CEO AND KEY EXECUTIVES
Iván Simunovic Petricio
Antonio Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Francisco Javier Martínez Seguí
Eduardo Sboccia Serrano, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
direct subsidiary Inversiones Inmobiliarias Enjoy
SpA with 75% in the Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
3,90%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Eduardo Sboccia Serrano: Legal Services
Manager of parent and subsidiary CEO.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 76.306.290-2
Legal status Closed corporation
Subscribed capital MMCh$ 9.479
Paid-in capital MMCh$ 9.479
Renting, under a leasing contract with Banco de Crédito e Inversiones and Banco de
Chile, the building where the project Enjoy Antofagasta is located. That property is
subject to a sublease for Inversiones Vista Norte S.A. for UF 17,200 + VAT per month.
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OBJECT
The purpose of the company is: a) Making
investments in all kinds of tangible assets,
movable and immovable, or intangible assets,
including the acquisition of shares, rights in
companies, whether they are of people or
capital, debentures, bonds , time deposits,
fund shares, commercial paper and all kinds of
titles or securities and investment instruments,
and management and marketing of these
investments and their earnings; b) Carry out
real estate businesses, for which it can buy, sell,
negotiate and arrange in any form and for any
reason, urban or rural real estate, even furnished,
and may make subdivisions, land development,
construction of any kind and to sell and/or
exploit them on their own account or through
third parties; give and take in lease, loan, lease,
sublease and give and transfer to others in any
capacity, for use and enjoyment of real estate;
manage these investments and receive their
earnings; c) The provision of consulting services,
especially in matters of real estate investments;
d) The lease, sublease, and any form of transfer
of use and enjoyment of furnished temporary
buildings or having facilities or machinery that
allows the exercise of commercial or industrial
activities; and e) generally perform all kinds of
investments. To fulfill its purpose, the company
can carry out and celebrate all kinds of acts,
even form other companies or join them, and
undertake their administration.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-PaoloZaccarelli Fasce
Percy Ecclefield Arriaza
José Miguel Bulnes
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 0.01%
and indirectly through its direct Inversiones
Inmobiliarias Enjoy SpA with 99.99% in the
capital of the company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
8,69%
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Percy Ecclefield Arriza: Corporate Governance
and Compliance Officer and subsidiary Manager.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 76.528.170-9
Legal status Joint stock company
Subscribed capital MMCh$ 16.846
Paid-in capital MMCh$ 16.846
Owner of the property where the Gaming Casino of Coquimbo and Hotel de La Bahia
are located. This building is subleased to Sociedad Campos del Norte S.A. for UF
13,800 per month plus VAT.
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OBJECT
The purpose of the company is: a) Making
investments in all kinds of tangible assets,
movable and immovable, or intangible assets,
including the acquisition of shares, rights in
companies, whether they are of people or
capital, debentures, bonds , time deposits,
fund shares, commercial paper and all kinds of
titles or securities and investment instruments,
and management and marketing of these
investments and their earnings; b) Carrying out
real estate businesses, for which it can buy, sell,
negotiate and arrange in any form and for any
reason, urban or rural real estate, even furnished,
and may make subdivisions, land development,
construction of any kind and to sell and / or
exploit them by or self-employed; give and take
in lease, loan, lease, sublease and give and give
to others in any capacity, the use and enjoyment
of real estate; manage these investments and
receive earnings from them; c) The provision of
consulting services, especially in matters of real
estate investments; and d) Generally perform all
kinds of investments. To fulfill its purpose, the
company can carry out and celebrate all kinds of
acts, even incorporate other companies or join
them, and undertake their administration.
DDIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martinez Seguí
Francisco Javier Martinez Seguí
Percy Ecclefield Arriaza
Ricardo Salguero Lesure
Jeffrey Salguero
Eduardo Sboccia Serrano, CEO
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates indirectly through its
direct subsidiary Inversiones Inmobiliarias Enjoy
SpA with 70% in the capital of the company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
2,03%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Eduardo Sboccia Serrano: Legal Services
Manager of parent and CEO subsidiary.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
Taxpayer ID 76.236.642-8
Legal status Closed corporation
Subscribed capital MMCh$ 19.342
Paid-in capital MMCh$ 19.342
It owns property on which Enjoy Santiago project is located.
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OBJECT
Real estate activity in general, for which it will
manage the real estate to be awarded on the
property, and invest in all kinds of urban and
rural real estate and the rights to these assets,
being able to especially divide, subdivide,
urbanize, build , repair, rebuild, restore, alienate,
encumber, lease, manage them, as already
stated, use them and collect their earnings; and
in general, perform and enter into all acts and
contracts necessary for the fulfillment of the
corporate purpose and for the development of
its business.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
José Miguel Bulnes
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participates directly with 0.45%
and indirectly through its direct subsidiary
Inversiones Inmobiliarias Enjoy SpA with 99.55%
in the capital of the company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
3,60%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Percy Ecclefield Arriza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
Taxpayer ID 96.929.700-0
Legal status Joint stock company
Subscribed capital MMCh$ 12.777
Paid-in capital MMCh$ 9.902
It is both owner and tenant of the property where the current Gaming Casino of Pucón
is located. These buildings are leased and subleased to Sociedad Kuden S.A. Company
S.A. in a monthly sum of UF 6,940 + VAT. In addition, the company acquired the assets
of Gran Hotel Pucón.
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OBJECT
The purpose of the company is: a) Making
investments in all kinds of tangible assets,
movable and immovable, or intangible assets,
including the acquisition of shares, rights in
companies, whether they are of people or
capital, debentures, bonds , time deposits,
fund shares, commercial paper and all kinds of
titles or securities and investment instruments,
and management and marketing of these
investments and their earnings; b) Carrying out
real estate businesses, for which it can buy, sell,
negotiate and arrange in any form and for any
reason, urban or rural real estate, even furnished,
and may make subdivisions, land development,
construction of any kind and to sell and / or
exploit them by or self-employed; give and take
in lease, loan, lease, sublease and give and give
to others in any capacity, the use and enjoyment
of real estate; manage these investments and
receive earnings from them; c) The provision of
consulting services, especially in matters of real
estate investments; and d) Generally perform all
kinds of investments. To fulfill its purpose, the
company can carry out and celebrate all kinds of
acts, even incorporate other companies or join
them, and undertake their administration.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Pier-Paolo Zaccarelli Fasce
Percy Ecclefield Arriaza
José Miguel Bulnes
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. participa en forma directa con un
1% e indirectamente a través de su filial directa
Inversiones Inmobiliarias Enjoy S.p.A con un 99%
in the Company’s capital.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,03%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Percy Ecclefield Arriza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
No existe relación comercial entre matriz y filial.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 76.307.270-3
Legal status Joint stock company
Subscribed capital MMCh$ 12
Paid-in capital MMCh$ 12
It is the owner of the properties in which both the Gaming Casino and Hotel are
located, in the city of Castro. These properties are leased to Sociedad Rantrur S.A. and
Operaciones Integrales Isla Grande S.A. for a monthly sum of UF 9,166 + VAT.
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OBJECT
The object of the company shall be: The
development and operation of localized games
of chance through gaming casinos in the
Republic of Colombia, pursuant to the provisions
of Law 643 of year 2001 in this country and
other applicable regulations in their territory, as
well as the provision either directly or through
third parties of complementary services to
the operation of such casino games such as
restaurants, bars, theaters and events, foreign
exchange services. In fulfilling its main purpose,
the company may negotiate, sign, celebrate,
execute and settle concession contracts with
government entities and privately owned
entities, including without limitation the
Industrial and Commercial Company of the
State Administrator of the Profit Monopoly of
Games of Chance and Luck - COLJUEGOS, so it
can operate any type of game element, such as
electronic slot machines, casino tables and other
betting implements it deems appropriate. It may
also develop the exploitation and operation
of games of chance online through any virtual
platform. Within its object, it may provide all
types of consulting, professional and technical
services, as well as legal, financial, accounting,
commercial, human resources, public relations,
sales and trading management in them, and
computer services, among others, that are
necessary for the study, implementation, and
operation of businesses and projects in general.
The company may buy, sell, lease, sublicense,
market, export and import, games of chance
or slot machines and other gaming elements
it considers relevant, with all their parts and
accessories.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martinez Segui
Francisco Javier Martinez Segui
Percy Ecclefield Arriaza
Pier-Paolo Zaccarelli Fasce
Gerardo Cood Schoepke
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. does not participate directly,
but indirectly through its direct subsidiary
Inversiones SpA, holding 100% equity interest in
the company’s capital.
Such participation has not changed during the
year.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
-0,11%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Pier-Paolo Zaccarelli Fasce: Director of Parent
and Subsidiary.
Gerardo Cood Schoepke: Parent CEO and
subsidiary manager.
Percy Ecclefield Arriza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY
There are no contracts held between parent and
subsidiary.
Taxpayer ID 76.472.831-9
Legal status Joint Stock Company.
Subscribed capital MMCh$ 200
Paid-in capital MMCh$ 200
Joint stock Company, whose Colombian subsidiary operates the Casino of San Andres,
Colombia.
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OBJECT
The purpose of the Company is to operate the
Gaming Casino of Iquique, located in Tarapacá
Region, in the terms set forth in Law N° 19.995
and in its Regulations, where games of chance,
machines, devices, and services authorized in the
respective operation permit can be developed
or that in the future are authorized by the
Superintendence of Gaming Casinos operation
or another similar authority.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Gerardo Cood Schoepke
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with a 99% stake in the
company.
Taxpayer ID 76.607.278-K
Legal status Joint stock company
Subscribed capital MMCh$ 460
Paid-in capital MMCh$ 230
It is the Company that will apply to obtain the Operation Permit for the operation of a
gaming casino at the city of Iquique.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,07%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Gerardo Cood Schoepke: CEO of Parent
Company and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONSHIP BETWEEN
PARENT COMPANY AND AFFILIATE
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS
HELD BETWEEN PARENT COMPANY AND
AFFILIATE
There are no contracts between parent and
subsidiary.
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OBJECT
The purpose of the Company is to operate the
gaming casino of Coquimbo, located in the
Coquimbo Region of Chile, in the terms set
forth in Law N° 19.995 and in its Regulations,
which allows developing games of chance,
machines, devices, and services authorized in
the respective operation permit or that in the
future are authorized by the Superintendence of
Casinos of Game or another relevant authority.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Gerardo Cood Schoepke
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW:
Enjoy S.A. directly participates with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with a 99% stake in the
company.
Taxpayer ID 76.596.732-5
Legal status Joint stock company
Subscribed capital MMCh$ 460
Paid-in capital MMCh$ 230
It is the company that will apply for the Operation Permit to operate a gaming casino in
the city of Coquimbo.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,07%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Gerardo Cood Schoepke: CEO of Parent
Company and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
No hay contratos entre matriz y filial.
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OBJECT
The purpose of the company is to operate the
gaming Casino of Viña del Mar, located in the
Valparaiso Region of Chile, in the terms set forth
in Law N° 19.995 and in its Regulations, for the
development of games, equipment, and annexed
services authorized in the respective permit of
operation or that in the future are authorized
by the Superintendence of Gaming Casinos or
another relevant authority.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Gerardo Cood Schoepke
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with a 99% stake in the
company.
Taxpayer ID 76.598.536-6
Legal status Joint stock company
Subscribed capital MMCh$ 460
Paid-in capital MMCh$ 230
It is the company that will aply for the Operation Permit to operate a gaming casino in
the city of Viña del Mar.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,07%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Gerardo Cood Schoepke: CEO of Parent
Company and subsidiary Director.
Percy Ecclefield Arriza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
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OBJECT
The purpose of the Company is to operate
the Gaming Casino of Pucón, located in the
Araucanía Region of Chile, in the terms set forth
in Law N° 19.995 and in its Regulations, allowing
the development of games of chance, machines,
devices, and annexed services authorized in the
respective permit of operation or that in the
future are authorized by the Superintendence of
Casinos of Game or another relevant authority.
DIRECTORS, CEO AND KEY EXECUTIVES:
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Gerardo Cood Schoepke
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 1%
and indirectly through its direct subsidiary
Inversiones Enjoy Gestión Limitada with 99% in
the capital of the company.
Taxpayer ID 76.596.746-5
Legal status Joint stock company
Subscribed capital MMCh$ 460
Paid-in capital MMCh$ 230
It is the Company that will apply for the Operation Permit of a gaming casino and
annexed services in the city of Pucón.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY
0,07%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Gerardo Cood Schoepke: CEO of Parent
Company and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
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Taxpayer ID 76.607.165-1
Legal status Joint stock company
Subscribed capital MMCh$ 460
Paid-in capital MMCh$ 230
It is the Company that will apply for the Operation Permit of a gaming casino in the city
of Puerto Varas.
OBJECT
The purpose of the Company is to operate the
gaming casino of Puerto Varas, located at Los
Lagos Region in Chile, in the terms set forth in
Law N° 19.995 and in its Regulations, allowing
the development of games, equipment, and
annexed services authorized in the respective
operation permit or that in the future are
authorized by the Superintendence of Casinos of
Game or another relevant authority.
DIRECTORS, CEO AND KEY EXECUTIVES
Antonio Martínez Seguí
Francisco Javier Martínez Seguí
Percy Ecclefield Arriaza
Gerardo Cood Schoepke
CURRENT INTEREST PERCENTAGE OF THE
PARENT IN THE SUBSIDIARY’S CAPITAL AND
CHANGES OCCURRED IN THE PERIOD UNDER
REVIEW
Enjoy S.A. directly participates with 1% and
indirectly through its direct subsidiary Enjoy
Gestión Limitada with a 99% stake in the
company.
SUBSIDIARY INVESTMENT PROPORTION IN
THE ASSETS OF THE PARENT COMPANY:
0,07%.
LEGAL REPRESENTATIVES WHO WORK IN
THE PARENT AND THE SUBSIDIARY:
Francisco Javier Martínez Seguí: Chairman of
Parent Board and subsidiary Director.
Antonio Martínez Seguí: ViceChairman of Parent
Board and subsidiary Director.
Gerardo Cood Schoepke: CEO of Parent
Company and subsidiary Director.
Percy Ecclefield Arriaza: Corporate Governance
and Compliance Officer and subsidiary Director.
COMMERCIAL RELATIONS BETWEEN
PARENT AND SUBSIDIARY:
There is no commercial relationship between
parent and subsidiary.
SIGNIFICANT ACTS AND CONTRACTS HELD
BETWEEN PARENT AND SUBSIDIARY:
There are no contracts held between parent and
subsidiary.
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RES
PO
NSI
BIL
ITY
STAT
EMEN
T The undersigned Directors and the
CEO of ENJOY S.A. declare under oath
that the information included in this
Annual Report covering the year 2016, is
completely reliable and truthful.
FRANCISCO JAVIER MARTÍNEZ SEGUÍ
President
RUT: 7.040.320-K
IGNACIO GONZÁLEZ MARTÍNEZ
Director
RUT: 7.053.650-1
OCTAVIO BOFILL GENZSCH
Director
RUT: 7.003.699-1
THOMAS MICHAEL JENKIN
Director
US Passport 450746385
IGNACIO PÉREZ ALARCÓN
Director
RUT: 9.979.516-6
ANTONIO MARTÍNEZ SEGUÍ
Vicepresident
RUT: 7.040.321-8
VICENTE DOMÍNGUEZ VIAL
Director
RUT: 4.976.147-3
PIER-PAOLO ZACCARELLI FASCE
Director
RUT: 8.334.529-2
IGNACIO GUERRERO GUTIÉRREZ
Director
RUT: 5.546.791-9
GERARDO COOD SCHOEPKE
CEO
RUT: 7.968.935-1
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TABLE OF CONTENTS
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For the years ended 31 December, 2016 and 2015.
Consolidated Financial Statements
Consolidated Statements of Financial Policies.
Statements of Income and Statements od Comprehensive Income
Consolidated Statements of Changes un Equity
Consolidated Statements of cash flows
Notes to the Consolidated Financial Statements
Independent Auditor’s Report
THCH$: Thousand of Chilean Pesos
CONSOLIDATED FINANCIAL STATEMENTS
ENJO
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A.
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Deloitte
Auditores y Consultores Limitada
Rosario Norte 407, Las Condes, Santiago, Chile
RUT: 80.276.200-3
Fono: (56-2) 2729 7000 / Fax: (56-2) 2374 9177
www.deloitte.cl
INDEPENDENT AUDITOR’S REPORT
To the Shareholders of Enjoy S.A.
We have audited the accompanying consolidated financial statements of Enjoy S.A. and its subsidiaries
(the “Company”), which comprise the consolidated statements of financial position as of December 31,
2016 and 2015, and the related consolidated statements of income, comprehensive income, changes
in equity and cash flows for the years then ended, and the related notes to the consolidated financial
statements.
Management’s Responsibility for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial
statements in accordance with International Financial Reporting Standards as issued by the International
Accounting Standards Board; this includes the design, implementation, and maintenance of internal control
relevant to the preparation and fair presentation of consolidated financial statements that are free from
material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in Chile. Those
standards require that we plan and perform the audits to obtain reasonable assurance about whether the
consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the consolidated financial statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error. In making those risk assessments, the auditor considers internal control
relevant to the Company’s preparation and fair presentation of the consolidated financial statements in
order to design audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, we express no
such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the
reasonableness of significant accounting estimates made by management, as well as evaluating the overall
presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion.
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Opinion
In our opinion, the consolidated financial statements referred to above present fairly, in all material
respects, the financial position of Enjoy S.A. and its subsidiaries as of December 31, 2016 and 2015 and the
results of their operations and their cash flows for the years then ended in accordance with International
Financial Reporting Standards as issued by the International Accounting Standards Board.
Emphasis on a matter
At December 31, 2016, the Company presents a negative working capital of ThCLP$182,910,611. As specified
in greater detail in Note 3.2.c), Management is evaluating various alternatives for refinancing its main short-
term obligations. We have not changed our opinion on this matter.
March 10, 2017
Rolf Lagos F.
Rut: 12.235.917-4
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The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AT DECEMBER 31, 2016 AND 2015
EXPRESSED IN THOUSANDS OF CHILEAN PESOS (THCH$)
Assets Note 12/31/2016 12/31/2015
ThCh$ ThCh$
Current assets
Cash and cash equivalents 8 41.589.583 33.017.974
Other assets, current 9 2.800.594 1.646.945
Trade debtors and other accounts receivable, current 10 37.440.928 37.916.200
Accounts receivable from related parties, current 11 1.814.993 2.029.101
Inventories 12 4.123.358 3.592.735
Current tax assets 13 7.164.736 6.768.304
Total current assets 94.934.192 84.971.259
Non-current assets
Other financial assets, non-current 14 14.093.592 51.945.597
Other assets, non-current 9 291.642 530.888
Accounts receivable from related parties, non-current 11 637.139 637.139
Investments in associates 16 7.810.939 9.568.409
Intangible assets other than goodwill 18 78.878.909 88.658.608
Goodwill 19 3.310.727 3.310.727
Property, plant and equipment 20 341.087.483 362.821.111
Deferred tax assets 21 33.627.094 31.193.333
Total non-current assets 479.737.525 548.665.812
Total assets 574.671.717 633.637.071
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The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AT DECEMBER 31, 2016 AND 2015
EXPRESADO EN MILES DE PESOS CHILENOS (M$)
Equity and liabilities Note 12/31/2016 12/31/2015
ThCh$ ThCh$
Current Liabilities
Other current financial liabilities 22 89.810.778 63.131.096
Trade payables and other payables 24 43.569.001 48.634.442
Accounts payable to related parties, current 11 130.990.432 7.158.257
Current tax liability, current 13 1.615.802 2.093.288
Current provisions for employee benefits 25 267.411 944.631
Other current liabilities 26 11.591.379 11.282.722
Total current liabilities 277.844.803 133.244.436
Non-current liabilities
Other financial liabilities, non-current 22 136.180.103 152.478.360
Accounts payable to related parties, non-current 11 - 132.365.293
Deferred tax liabilities 21 49.436.319 55.446.011
Total non-current liabilities 185.616.422 340.289.664
Total liabilities 463.461.225 473.534.100
Equity
Issued capital 27 119.444.842 119.444.842
Retained earnings (22.575.635) 18.743.561
Share premium 5.465.901 5.465.901
Accumulated other comprehensive income 27 (26.153.247) (18.500.791)
Equity attributable to owners of the parent 76.181.861 125.153.513
Non-controlling interests 27 35.028.631 34.949.458
Equity 111.210.492 160.102.971
Equity and liabilities 574.671.717 633.637.071
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The accompanying notes are an integral part of these consolidated financial statements.
STATEMENTS OF INCOME AND STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015
EXPRESSED IN THOUSANDS OF CHILEAN PESOS (THCH$)
EXCEPT EARNINGS PER SHARE PRESENTED IN PESOS
Income Statements Note 12/31/2016 12/31/2015
ThCh$ ThCh$
Revenue 28 273.564.334 233.237.797
Cost of sales 28 (216.165.605) (181.968.052)
Gross margin 57.398.729 51.269.745
Administrative expenses (29.426.959) (26.961.624)
Other expenses 36 (5.516.115) (858.574)
Other gains (losses) 28 (42.097.431) 1.410.711
Operating Margin (19.641.776) 24.860.258
Finance income 180.738 727.311
Finance costs 28 (16.898.519) (17.614.143)
Share of profit (loss) of associates 16 889.777 517.464
Foreign exchange gain/loss 29 (1.562.249) 6.173.617
Indexation for designated assets/liabilities for inflation 28 (1.253.417) (2.462.996)
Income before tax (38.285.446) 12.201.511
Income tax (expense) benefit 21 1.176.931 (2.273.171)
Net Income derived from continuous operations (37.108.515) 9.928.340
Net Income (37.108.515) 9.928.340
Net Income, attributable to:
Net Income, attributable to owners of parent 30 (40.119.278) 5.999.600
Net Income, attributable to non-controlling interests 27 3.010.763 3.928.740
Net Income (37.108.515) 9.928.340
Earnings per share (basic and diluted) 30 (17,02) 2,54
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The accompanying notes are an integral part of these consolidated financial statements.
STATEMENTS OF INCOME AND STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015
Statement of Comprehensive Income Note 12/31/2016 12/31/2015
M$ ThCh$
Net Income (37.108.515) 9.928.340
Items that may be reclassified subsequently to profit or loss:
Gain (loss) due to translation differences in associates and joint venture 16 (1.897.253) (2.578.357)
Gain (loss) due to translation differences in subsidiaries (5.888.737) 14.160.659
Total gain (loss) due to translation differences, before taxes 27 (7.785.990) 11.582.302
Cash flow hedges
Gain (loss) derived from cash flow hedges, before taxes 151.519 (1.030.628)
Other comprehensive income, before taxes, cash flow hedges 23 151.519 (1.030.628)
Other comprehensive income, , before taxes (7.634.471) 10.551.674
Income tax relating to items that may be reclassified subsequently to profit or loss
Income tax relating to Cash flow hedges (36.365) -
Income tax (36.365) -
Other comprehensive income for the year, net of income tax (7.670.836) 10.551.674
Comprehensive income (44.779.351) 20.480.014
Comprehensive income attributable to
Comprehensive income attributable to owners of the company (47.790.114) 16.551.274
Comprehensive income attributable to non-controlling interests 3.010.763 3.928.740
Comprehensive income (44.779.351) 20.480.014
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The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the year ended 31 December 2016
Issued Capital
Share Premium
Foreign Currency
Translation Reserve
Reserves For Cash Flow
Hedges
Other Reserves
Retained Earnings
Equity Attributable
To Owners Of The Parent
Non- Controlling
InterestsTotalAccumulated
other comprehensive
income
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Equity at opening of term 119.444.842 5.465.901 11.681.035 (890.326) (29.291.500) (18.500.791) 18.743.561 125.153.513 34.949.458 160.102.971
Increase (decrease) in equity for changes in accounting policies
- - - - - - - - -
Initial equity restated 119.444.842 5.465.901 11.681.035 (890.326) (29.291.500) (18.500.791) 18.743.561 125.153.513 34.949.458 160.102.971
Equity changes
Equity changes
Comprehensive income
Earnings (losses) - - - - - (40.119.278) (40.119.278) 3.010.763 (37.108.515)
Other comprenhensive income - (7.785.990) 115.154 - (7.670.836) - (7.670.836) - (7.670.836)
Comprehensive income - - (7.785.990) 115.154 - (7.670.836) (40.119.278) (47.790.114) 3.010.763 (44.779.351)
Dividends - - - - - - (1.199.918) (1.199.918) (2.355.755) (3.555.673)
Increase (decrease) due to transfers and other changes in equity (i) - - - - 18.380 18.380 - 18.380 (575.835) (557.455)
Increase (decrease) in equity - - (7.785.990) 115.154 18.380 (7.652.456) (41.319.196) (48.971.652) 79.173 (48.892.479)
Equity 119.444.842 5.465.901 3.895.045 (775.172) (29.273.120) (26.153.247) (22.575.635) 76.181.861 35.028.631 111.210.492
(i) See note 27.
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The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the year ended 31 December 2015
Issued Capital
Share Premium
Foreign Currency
Translation Reserve
Reserves For Cash Flow
Hedges
Other Reserves (iii)
Accumulated other
comprehensive income
Retained Earnings
Equity Attributable
To Owners Of The Parent
Non- Controlling
InterestsTotal
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Equity at opening of term 119.444.842 5.465.901 98.733 140.302 1.997.826 2.236.861 15.210.605 142.358.209 9.351.365 151.709.574
Increase (decrease) in equity for changes in accounting policies
- - - - - - - - -
Patrimonio inicial Reexpresado 119.444.842 5.465.901 98.733 140.302 1.997.826 2.236.861 15.210.605 142.358.209 9.351.365 151.709.574
Equity changes
Equity changes (1) - - - - - - - - 19.498.874 19.498.874
Comprehensive income
Earnings (losses) - - - - - 5.999.600 5.999.600 3.928.740 9.928.340
Other comprenhensive income - 11.582.302 (1.030.628) - 10.551.674 - 10.551.674 - 10.551.674
Comprehensive income - - 11.582.302 (1.030.628) - 10.551.674 5.999.600 16.551.274 3.928.740 20.480.014
Dividends (ii) - - - - - (2.466.644) (2.466.644) (1.062.558) (3.529.202)
Increase (decrease) due to transfers and other changes in equity - - - - (31.289.326) (31.289.326) - (31.289.326) 3.233.037 (28.056.289)
Increase (decrease) in equity - - 11.582.302 (1.030.628) (31.289.326) (20.737.652) 3.532.956 (17.204.696) 6.099.219 (11.105.477)
Equity 119.444.842 5.465.901 11.681.035 (890.326) (29.291.500) (18.500.791) 18.743.561 125.153.513 34.949.458 160.102.971
(i) Preferred share issuance of Inversiones Inmobiliaras Enjoy S.p A. (See note 1).
(ii) Includes provision of minimum dividend of 30% of income for the year.
(iii) See note 27.
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The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015
STATED IN THOUSANDS OF CHILEAN PESOS (THCH$)
Cash flow statementsNote 12/31/2016 12/31/2015
ThCh$ ThCh$
Cash flows from (used in) operating activities
Collection from operating activities
Receipts from the sale of goods and services 305.884.710 262.762.409
Payments
Payments to suppliers for goods and services (110.235.969) (103.086.970)
Payments to and account of employees (73.547.450) (68.591.539)
Other payments for operating activities (77.039.825) (58.680.013)
Paid (reimbursed) income tax (5.539.822) (4.790.735)
Cash flows from (used in) operating activities 39.521.644 27.613.152
Cash flows from (used in) investing activities
Loans provided to related parties - (1.230.664)
Purchase of property, plant and equipment (9.472.665) (8.592.533)
Purchase of Intangible assets (885.612) (417.403)
Collections from related parties 141.188 6.869.696
Interest received 180.738 877.743
Cash acquired in the acquisition of subsidiary under common ownership interest. - 3.035.029
Cash flows from (used in) investing activities (10.036.351) 541.868
Cash flows from (used in) financing activities
Proceeds from issuance of shares - 19.498.874
Proceeds from long-term loans received 1.449.357 -
Proceeds from short – term loans received 84.548.999 21.835.894
Loans from related parties 530.735 1.068.925
Repayments of loans received (77.696.771) (32.368.559)
Payment of liabilities under finance leases (4.008.556) (4.395.301)
Repayment of loans from related parties (1.217.497) (716.000)
Dividends paid (5.528.584) (3.403.670)
Interest paid (17.642.021) (17.052.262)
Other cash inflows (outflows) (193.490) (828.483)
Cash flows derived from (used in) financing activities (19.757.828) (16.360.582)
Increase (decrease) in cash and cash equivalents 9.727.465 11.794.438
Effects of exchange rate changes on the balance of cash held in foreign currencies
Effects of exchange rate changes on the balance of cash held
in foreign currencies (1.155.856) 281.976
Net increase (decrease) of cash and cash equivalents 8.571.609 12.076.414
Cash and cash equivalents at the beginning of the year 8 33.017.974 20.941.560
Cash and cash equivalents at the end of the year 8 41.589.583 33.017.974
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INDEX
NOTE 1 - CORPORATE INFORMATION 1NOTE 2 - SUMMARY OF KEY ACCOUNTING POLICIES 8NOTE 3 - RISK MANAGEMENT POLICIES 21NOTE 4 - MANAGEMENT ESTIMATES, JUDGMENTS, AND CRITERIA 28NOTE 5 - ACCOUNTING CHANGE 29NOTE 6 - NEW ACCOUNTING PRINCIPLES 30NOTE 7 - SEGMENT REPORTING 31NOTE 8 - CASH AND CASH EQUIVALENTS 33NOTE 9 - OTHER ASSETS, CURRENT AND NON-CURRENT 33NOTE 10 - TRADE AND OTHER RECEIVABLES, CURRENT 34NOTE 11- BALANCES AND TRANSACTIONS WITH RELATED ENTITIES 35NOTE 12 - INVENTORIES 39NOTE 13 - CURRENT TAX RECEIVABLE ANDPAYABLE 40NOTE 14 - OTHER FINANCIAL ASSETS, NON-CURRENT 41NOTE 15 - INTEREST IN SUBSIDIARIES 43NOTE 16 - INVESTMENTS IN ASSOCIATES 45NOTE 17 - SHARES IN JOINT VENTURES 47NOTE 18 - INTANGIBLE ASSETS OTHER THAN GOODWILL 47NOTE 19 - GOODWILL 51NOTE 20 - PROPERTY, PLANT AND EQUIPMENT 53NOTE 21 - DEFERRED TAXES AND INCOME TAXES 58NOTE 22 - OTHER CURRENT AND NON-CURRENT FINANCIAL LIABILITIES 61NOTE 23 - FINANCIAL INSTRUMENTS 66NOTE 24 - TRADE ACCOUNTS PAYABLE AND OTHER ACCOUNTS PAYABLE 73NOTE 25 - CURRENT PROVISIONS FOR EMPLOYEE BENEFITS 73NOTE 26 - OTHER FINANCIAL LIABILITIES, CURRENT AND NON-CURRENT 73NOTE 27 - EQUITY 74NOTE 28 - COMPOSITION OF RELEVANT RESULTS 78NOTE 30 - EARNINGS PER SHARE 80NOTE 31 - CONTINGENCIES AND ENGAGEMENTS 81NOTE 32 - ADMINISTRATIVE EXPENSES 89NOTE 33 - GUARANTEES RECEIVED FROM THIRD PARTIES 89NOTE 34 - GUARANTEES RECEIVED 89NOTE 35 - ASSETS AND LIABILITIES BY CURRENCY 90NOTE 36 - OTHER EXPENSES 91NOTE 37 - SUBSEQUENT EVENTS 92
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NOTE 1 CORPORATE INFORMATION
Enjoy S.A. is a corporation that uses the name “Enjoy” (www.
enjoy.cl) henceforth Enjoy company, Taxpayer ID No. 96,970,380-
7, located at Avenida Presidente Riesco No. 5,711, 15th Floor, Las
Condes, Santiago, Chile. Enjoy was incorporated as a limited
company by public deed dated 23 October 2001. On 9 June
2009, the company was registered in the Securities Register of
the Chilean Securities and Insurance Commission under No. 1,033
and is subject to audit.
Its parent and holding companies are the companies: Inversiones
e Inmobiliaria Almonacid Limitada and Inversiones Cumbres
Limitada. (Together, the “Controlling Shareholders”), who
together own approximately 57.1% of the common stock.
On 8 July 2009, Enjoy S.A. placed 30% of the total shares of the
company in the Stock Exchange of Santiago.
Direct and indirect subsidiaries are represented by closed
corporations, limited liability companies, and joint stock
companies.
With the enactment of Law No. 20,382 governing Corporate
Governance of companies and according to Circular No. 600 of
the Chilean Securities and Insurance Commission; it is set that
the registration for entities other than issuers of Public-Offering
Securities will be removed from the Register of Securities, as
of 1 January 2010, becoming part of and enrolled in the new
Special Register of Reporting Entities, and shall be subject to the
preparation and delivery of continuous information in accordance
with the provisions of the General Regulation No. 364 which
repealed the General Rule No. 284. Subsidiaries and associates of
Enjoy S.A. enrolled in the Special Register of Reporting Entities
are; Operations El Escorial S.A., (company awarded the license to
operate the Casino of Antofagasta, under No. 155), the company
Rantrur S.A., (awarded the license from the Casino de Castro,
under No. 194), the company Casino Colchagua S.A., (awarded the
license from the Casino de Santa Cruz, under No. 167) and Casino
Rinconada S.A. (before Salguero Hotels Chile S.A., awarded the
license from the Casino de Rinconada, under No. 176).
Currently, Enjoy S.A. indirectly holds ownership to develop and
operate seven Casinos in Chile. Of these casinos, the gambling
venues located in the cities of Coquimbo, Viña del Mar, and Pucon,
abide by municipal concessions granted prior to the enactment
of Law No. 19,995, which are in force until 2015. On 11 August
2015, law No.20.856 was enacted, modifying law N” 19.995, which
promotes the operation of municipal casinos up to 31 December
2017. In turn, gaming casinos located in the cities of Antofagasta,
Santa Cruz, Castro and Rinconada de los Andes, were awarded
operating licenses by the Superintendency of Casinos under said
Act, which remain valid for a period of 15 years counting from
the date of commencement of operations. Lastly, Enjoy S.A. has
an unlimited license to operate a gaming casino in the city of
Mendoza, Argentina through Cela S.A., a joint venture, and on 23
April 2013 the Ministry of Economy and Finance of the Eastern
Republic of Uruguay authorized Enjoy Consultora S.A. as operator
of Conrad Casino in Punta del Este whose license extends until
31 December 2036. Finally, as of February 19, 2016, Enjoy Caribe
S.p.A. - Sucursal Colombia, a subsidiary of Enjoy, holds a license
for the operation of a gaming casino on the island of San Andrés
in Colombia, whose license has a 5-year duration up to 2021.
NOTES TO THE CONSOLIDATEDFINANCIAL STATEMENTS
AT DECEMBER 31, 2016 AND 2015
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BOARD
The company’s current directors are:
Name Taxpayer ID Position
Francisco Javier Martínez Seguí 7.040.320-K Chairman
Antonio Claudio Martínez Seguí 7.040.321-8 Vice-Chairman
Ignacio Guerrero Gutierrez 5.546.791-9 Director
Ignacio Gonzalez Martínez 7.053.650-1 Director
Ignacio Perez Alarcón 9.979.516-6 Director
Octavio Bofill Genzsch 7.003.699-1 Director
Vicente Domínguez Vial 4.976.147-3 Director
Pier Paolo Zaccarelli Fasce 8.334.529-2 Director
Thomas Jenkin Foreign Director
DIRECTORS COMMITTEE
The current directors committee is composed of:
Name Taxpayer ID Position
Vicente Domínguez Vial 4.976.147-3 Chairman
Ignacio Guerrero Gutierrez 5.546.791-9 Director
Ignacio Perez Alarcón 9.979.516-6 Director
SHAREHOLDER INFORMATION
The 12 largest shareholders of the company are the following:
Name Nº of Actions Nº of Actions Percentage
subscribed paid
1 INV E INMOB ALMONACID LTDA 1.116.590.430 1.116.590.430 47,36%
2 COMPASS SMALL CAP CHILE FONDO DE INVERSION 269.845.099 269.845.099 11,45%
3 SIGLO XXI FONDO DE INVERSION 234.954.610 234.954.610 9,97%
4 INVERSIONES CUMBRES LIMITADA 229.732.525 229.732.525 9,74%
5 HARRAHS INTERNATIONAL HOLDING COMPANY INC 107.299.242 107.229.242 4,55%
6 LARRAIN VIAL S.A. CORREDORA DE BOLSA 89.081.417 89.081.417 3,78%
7 INVERSIONES MEGEVE LTDA 86.675.300 86.675.300 3,68%
8 FONDO DE INVERSION SANTANDER SMALL CAP 63.710.686 63.710.686 2,70%
9 BOLSA DE COMERCIO DE SANTIAGO BOLSA DE VALORES 11.993.081 11.993.081 0,51%
10 FONDO MUTUO SANTANDER ACCIONES CHILENAS 11.406.656 11.406.656 0,48%
11 BANCHILE C DE B S.A. 10.681.319 10.681.319 0,45%
12 CHILE FONDO DE INVERSION SMALL CAP 9.231.059 9.231.059 0,39%
Total 2.241.131.424 2.241.131.424 95,06%
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Subsidiaries included in these consolidated financial statements are as follows:
Country Company Taxpayer ID RelationshipFunctional 12/31/2016 12/31/2015 Consolidation
Currency Direct Indirect Total Total Method
Chile Inversiones Andes Entretención Ltda. 76.043.559-7 Subsidiary USD 0,00% 100,00% 100,00% 100,00% Global
Chile Campos del Norte S.A. 79.981.570-2 Subsidiary CLP 12,50% 87,50% 100,00% 100,00% Global
Chile Enjoy Consultora S.A. 76.470.570-K Subsidiary CLP 0,02% 99,98% 100,00% 100,00% Global
Chile Enjoy Gestión Ltda. 96.976.920-4 Subsidiary CLP 99,98% 0,02% 100,00% 100,00% Global
Chile Inmobiliaria Rinconada S.A. 76.236.642-8 Subsidiary CLP 0,00% 70,00% 70,00% 70,00% Global
Chile Inmobiliaria Kuden S.p.A. 96.929.700-0 Subsidiary CLP 0,45% 99,55% 100,00% 100,00% Global
ChileInmobiliaria Proyecto Integral Antofagasta
S.A.76.306.290-2 Subsidiary CLP 0,00% 75,00% 75,00% 75,00% Global
Chile Inmobiliaria Proyecto Integral Castro S.p.A. 76.307.270-3 Subsidiary CLP 1,00% 99,00% 100,00% 100,00% Global
ChileInmobiliaria Proyecto Integral Coquimbo
S.p.A.76.528.170-9 Subsidiary CLP 0,01% 99,99% 100,00% 100,00% Global
Chile Operaciones Integrales Isla Grande S.A. 99.597.250-6 Subsidiary CLP 1,00% 99,00% 100,00% 100,00% Global
Chile Operaciones Integrales Coquimbo Ltda. 96.940.320-K Subsidiary CLP 10,56% 89,44% 100,00% 100,00% Global
Chile Inversiones Enjoy S.p.A. 76.001.315-3 Subsidiary CLP 100,00% 0,00% 100,00% 100,00% Global
Chile Inversiones Inmobiliarias Enjoy S.p.A. (2) 76.242.574-2 Subsidiary CLP 63,20% 0,00% 63,20% 63,20% Global
Chile Inversiones Vista Norte S.A. 99.595.770-1 Subsidiary CLP 0,00% 75,00% 75,00% 75,00% Global
Chile Kuden S.A. 96.725.460-6 Subsidiary CLP 1,00% 99,00% 100,00% 100,00% Global
Chile Masterline S.A. 79.646.620-0 Subsidiary CLP 1,00% 99,00% 100,00% 100,00% Global
Chile Operaciones El Escorial S.A. 99.597.870-9 Subsidiary CLP 0,75% 74,25% 75,00% 75,00% Global
Chile Operaciones Turísticas S.A. 96.824.970-3 Subsidiary CLP 0,63% 99,37% 100,00% 100,00% Global
Chile Rantrur S.A. 99.598.510-1 Subsidiary CLP 1,00% 99,00% 100,00% 100,00% Global
Chile Casino Rinconada S.A. 99.598.900-K Subsidiary CLP 0,00% 70,00% 70,00% 70,00% Global
Chile Slots S.A. 96.907.730-2 Subsidiary CLP 0,00% 100,00% 100,00% 100,00% Global
Chile Operaciones Integrales Chacabuco S.A. 76.141.988-9 Subsidiary CLP 0,00% 70,00% 70,00% 70,00% Global
Chile Inversiones y Servicios Guadalquivir S.A. 76.837.530-5 Subsidiary CLP 0,00% 70,00% 70,00% 70,00% Global
Argentina Yojne S.A. Foreign Subsidiary ARS 0,00% 100,00% 100,00% 100,00% Global
Croacia Latino Usluge D.O.O Foreign Subsidiary HRK 0,00% 100,00% 100,00% 100,00% Global
Uruguay Baluma S.A. Foreign Subsidiary USD 0,00% 45,00% 45,00% 45,00% Global
Chile Enjoy Caribe S.p.A. 76.472.831-9 Subsidiary CLP 0,00% 100,00% 100,00% 100,00% Global
Colombia Enjoy Caribe S.p.A. Sucursal Colombia Foreign Subsidiary COL 0,00% 100,00% 100,00% 100,00% Global
Chile Antonio Martínez y Cía. (1) 77.438.400-6 Subsidiary CLP 0,00% 100,00% 100,00% 100,00% Global
Chile Casino de Iquique S.A. (3) 76.607.278-K Subsidiary CLP 1,00% 99,00% 100,00% 0,00% Global
Chile Casino de La Bahía S.A. (4) 76.596.732-5 Subsidiary CLP 1,00% 99,00% 100,00% 0,00% Global
Chile Casino del Mar S.A. (5) 76.598.536-6 Subsidiary CLP 1,00% 99,00% 100,00% 0,00% Global
Chile Casino del Lago S.A. (6) 76.596.746-5 Subsidiary CLP 1,00% 99,00% 100,00% 0,00% Global
Chile Casino de Puerto Varas S.A. (7) 76.607.165-1 Subsidiary CLP 1,00% 99,00% 100,00% 0,00% Global
Changes in the consolidation between 31 December 2015 and 31
December 2016 are detailed below:
1. On 31 December 2015, an agreement was finalized between
the owners of the companies Antonio Martínez y Cía. (AMC), an
entity under common ownership interest and Enjoy Gestión Ltda.
(subsidiary of Enjoy S.A.), which sets forth that from the date of
the agreement the AMC owners transfer control over the AMC to
the company Enjoy Gestión Ltda, including transfer of the right
to receive all the results generated and by AMC starting from
the date of this agreement. The previously made assignment of
rights is intended to gain control of the Company and, this way,
prepare for the process of tendering and awarding the permit for
operating the Viña del Mar Casino under the new regulation.
2. On 21 January 2015, the Superintendency of Securities
and Insurance was informed that the subsidiary, Inversiones
Inmobiliarias Enjoy S.p.A., direct subsidiary of Enjoy, through
which it develops its Chilean real estate business, had successfully
completed a capital increase totaling $19,498,874,230, which was
assigned to the Private Investment Fund BP Acciones Preferred
Shares, where it will hold 36.8% of company, represented by
Series B preferred shares. Enjoy S.A. holds 63.2 % through Series A
ordinary shares. This fulfills the company’s plans of incorporating a
minority partner to better develop its Chilean real estate business,
which has been given the rights to preserve the real estate nature
of the investment.
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3. On September 2, 2016, the company Casino de Iquique S.A. was
incorporated by public deed of September 2, 2016. Its corporate
purpose is to exploit the gaming casino in Iquique, Region of
Tarapacá, under the terms specified in law 19,995 and its enabling
regulations, for which games of chance, machines, implements and
ancillary services authorized in the respective operating permit,
or which are authorized in the future by the Superintendency
of Gaming Casinos or any other authority replacing it, may be
developed. The controlling shareholder of Casino de Iquique S.A.
is the subsidiary Enjoy Gestión Ltda.
4. On July 26, 2016, the indirect subsidiary Casino de la Bahía S.A
was incorporated. Its corporate purpose is to exploit the gaming
casino of Coquimbo, Region of Coquimbo, under the terms of law
19,995 and its enabling regulations, for which games of chance,
machines, implements and ancillary services authorized in the
respective operating permit, or which are authorized in the future
by the Superintendency of Gaming Casinos or any other authority
replacing it, may be developed. The controlling shareholder of
Casino de la Bahía S.A. is the subsidiary Enjoy Gestión Ltda.
5. On July 26, 2016, the indirect subsidiary Casino del Mar S.A
was incorporated. Its corporate purpose is to exploit the gaming
casino of Viña del Mar, Region of Valparaiso, under the terms of
law 19,995 and its enabling regulations, for which games of chance,
machines, implements and ancillary services authorized in the
respective operating permit, or which are authorized in the future
by the Superintendency of Gaming Casinos or any other authority
replacing it, may be developed. The controlling shareholder of
Casino del Mar S.A. is the subsidiary Enjoy Gestión Ltda.
6. On July 26, 2016, the indirect subsidiary Casino del Lago S.A
was incorporated. Its corporate purpose is to exploit the gaming
casino of Pucón, Region of La Araucanía, under the terms of law
19,995 and its enabling regulations, for which games of chance,
machines, implements and ancillary services authorized in the
respective operating permit, or which are authorized in the future
by the Superintendency of Gaming Casinos or any other authority
replacing it, may be developed. The controlling shareholder of
Casino del Lago S.A. is the subsidiary Enjoy Gestión Ltda.
7. On September 2, 2016, the indirect subsidiary Casino de
Puerto Varas S.A was incorporated. Its corporate purpose is to
exploit the gaming casino of Puerto Varas, Region of Los Lagos,
under the terms of law 19,995 and its enabling regulations, for
which games of chance, machines, implements and ancillary
services authorized in the respective operating permit, or which
are authorized in the future by the Superintendency of Gaming
Casinos or any other authority replacing it, may be developed.
The controlling shareholder of Casino de Puerto Varas S.A. is the
subsidiary Enjoy Gestión Ltda.
The table below lists the companies that make up each of the
Gaming Casinos:
Infrastructures Companies
Antofagasta
Casino Operaciones El Escorial S.A.
Hotel, Food & Beverages Inversiones Vista Norte S.A.
Property and Facilities Inmobiliaria Proyecto Integral Antofagasta S.A.
Coquimbo
Casino Campos del Norte S.A.
Hotel, Food & Beverages Operaciones Integrales Coquimbo Ltda.
Property and Facilities Inmobiliaria Proyecto Integral Coquimbo S.p.A.
Rinconada
Casino Casino Rinconada S.A.
Hotel, Food & Beverages Operaciones Integrales Chacabuco S.A.
Property and Facilities Inmobiliaria Rinconada S.A.
Viña del Mar (*)
Arriendo de máquinas de azar Slots S.A.
Casino Antonio Martínez y Cía.
Hotel, Food & Beverages Masterline S.A.
Colchagua Casino Casino de Colchagua S.A.
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Pucón
Casino Kuden S.A.
Hotel, Food & Beverages Kuden S.A.
Property and Facilities Inmobiliaria Kuden S.p.A.
Chiloé
Casino Rantrur S.A.
Hotel, Food & Beverages Operaciones Integrales Isla Grande S.A.
Property and Facilities Inmobiliaria Proyecto Integral Castro S.p.A.
Mendoza
Casino Cela S.A.
Hotel, Food & Beverages Cela S.A.
Property and Facilities Cela S.A.
Uruguay
Casino Baluma S.A.
Hotel, Food & Beverages Baluma S.A.
Property and Facilities Baluma S.A.
Colombia
Casino Enjoy Caribe S.p.A. - Sucursal Colombia
AA & BB Enjoy Caribe S.p.A. - Sucursal Colombia
Property and Facilities Enjoy Caribe S.p.A. - Sucursal Colombia
(*) The Municipality of Viña del Mar owns the operation facilities for these comprehensive projects.
OPERATING CONDITIONS FOR GAMING CASINOS
Below are the operating conditions for gaming Casinos subject
to Municipal Licensing and Gaming Casinos according to Law
No.19,995 (modified by Law No.20,856):
i) Municipal licensing
On 11 August 2015, law No.20,856 was enacted, modifying law N”
19,995, which promotes the operation of municipal casinos up to
31 December 2017.
Coquimbo CasinoAccording to the licensing agreement signed with the Municipality
of Coquimbo, the subsidiary company Campos del Norte S.A. is the
operator of Coquimbo Casino games. Additionally, the subsidiary
Operations Integral Coquimbo Ltda. is the operator of the Hotel
de la Bahía, food and beverage services and other supplementary
services for the comprehensive project Enjoy Coquimbo, including
the spa and convention center. The Municipality of Coquimbo gave
these companies the commercial operation of Coquimbo city’s
casino and its annexes, as well as the commercial operation of
dining rooms, kitchens, bar, nightclubs, catering, cabaret, discos,
and other related services provided by said facilities and generally
all operations or acts authorized by grant or proposal awarded by
the Municipality of Coquimbo. By means of exempt decree No.
1.544 of August 1976, the Municipality of Coquimbo, granted the
concession of the commercial exploitation of Coquimbo Casino
Games to Mr. Guillermo Campos Fauze. The deadline granted by
the Municipal Concession was initially for five years, automatically
renewable for similar periods (deed dated 16 July 1984, issued
in the city of Coquimbo, at Notary Don Oscar Suarez Alvarez).
Subsequently, by deed dated 16 September 1996, the City Council
agreed to extend the concession for a further period of five years.
By deed of 22 July 2005, the City Council agreed to extend the
concession for the operation of Coquimbo Casino to the company
Campos del Norte S.A. from 2005 to 2015 (See Note 1i Municipal
licensing). Enjoy controls the land, buildings, and operating assets
of this business unit, which strengthens its chance to renew this
concession. This comprehensive project is subject to a municipal
share of 20%, calculated over gaming revenue (WIN), VAT
discounted.
Viña del Mar Casino
The company Slots S.A. owns slot machines of Casino Viña del Mar
under an operating and maintenance contract. The company makes
these machines available to the licensee of Casino de Viña del Mar,
Antonio Martinez y Cia. Additionally, the company Masterline S.A.
is the sub–licensee of the food and beverage business and hotel of
Viña del Mar Casino. By the exempt Decree No. 2,769, of 24 May
2000, the Municipality of Viña del Mar, granted trade operation
rights of Casino Games Viña del Mar and the food and beverage
franchise thereof to Antonio Martinez and company (see Note 1,
Section 4.). The term by which both municipal franchises were
granted was from 15 September 2000 to 14 September 2015. On
September 14, 2015, Enjoy S.A. became aware of the extension,
and as of that date, the Concession Agreement of the Municipal
Casino of Viña del Mar for the Commercial Exploitation of Gaming
and the commercial exploitation of Food and Beverage was
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held between the Municipality of Viña del Mar and the company
Antonio Martinez y Cia. (related company of Enjoy before the
accounting treatment under common control). This extension will
be valid until 31 December 2017.
Enjoy has important operational assets that strengthen its
position to renew the franchise. This comprehensive project must
give the Municipality of Viña del Mar a guaranteed percentage
not below 24% of the net income from the operation of table
games and bingo of the three seasons (Law 4,940 , Law 17,169
and Law 18,001), and 60% of the net income for the operation of
slot machines. The food and beverage franchise has a fixed value
revenue of UF 50,000, which is paid quarterly in advance.
Pucón CasinoThe franchise agreement signed between the Municipality of
Pucon and the company Kuden S.A. (operator of Casino Pucón
and the Gran Hotel Pucón) enables the commercial operation
of Pucon Casino Games and its by-products, as well as the
commercial operation of dining rooms, kitchens, bar, nightclubs,
self-service, cabaret, discos, and other services or by-products
provided in the mentioned property and, in general, all holdings
or acts authorized by grant or tender awarded by the Municipality
of Pucon. By exempt decree No. 387, dated March 27, 1995, the
Municipality of Pucon, granted the franchise of the commercial
operation of the gaming casino in Pucon to Kuden S.A. Finally,
through Exempt Decree No. 392 of 17 February 2006, the City
Council awarded an extension of the concession agreement
until 31 December 2015 (See Note 1i Municipal licensing). Enjoy
controls the land, buildings and operational assets of this business
unit, which strengthens its chance to renew this concession. This
comprehensive project is subject to a municipal share of 10%
on gaming revenue (WIN), VAT discounted, and a fixed annual
payment of 25,000 UF.
ii) Gaming casinos subject to Law 19,995, (modified by Law 20,856)The operating permit is a formal authorization issued by the
government of Chile, through the Resolution Council of the
Superintendency of Casinos to operate a gaming casino and
games of chance. The operating permit includes operating licenses
for games of chance and related services. Games of chance and
related bets can only be carried out by an incorporated operating
company, constituted pursuant to Law No. 19,995, in the gaming
enclosure authorized by that Superintendency and only after the
authorized casino has received an operational startup certificate
that accounts for compliance with all legal and regulatory
requirements.
Antofagasta Proyecto IntegralBy Resolution No. 175 of 21 July 2006, the Superintendency of
Casinos granted the operating license to Operaciones el Escorial
S.A., to operate a casino in the city of Antofagasta. Said permit is
valid for a period of 15 years from the issuance date of a certificate
referred to in Clause No. 28 of Law No.19,995. On 11 November
2008, the Superintendency of Casinos issued a certificate
stating that the company is authorized to operate casino games
and related services, mentioned in the said operating permit.
The operating permit is valid until 11 November 2023. This
comprehensive project is subject to a tax of 20% on game win
revenues (WIN), VAT discounted.
Proyecto Integral ColchaguaBy resolution no. 346 of 27 December 2006, the Superintendency
of Casinos, granted the operating license to Casino de Colchagua
S.A, to operate a casino in the town of Santa Cruz. That license has
a term of 15 years from the granting date of the certificate referred
to in Article No. 28 of Law No. 19,995; this is from the 12 September
2008. This certificate states that the Company is authorized to
initiate the operation of casino gaming and complementary
services, included in the operating permit authorized for a period
of 15 years, expiring on 12 September 2023. This comprehensive
project it is subject to a tax of 20% on income from games won
(WIN) less VAT.
Rinconada Proyecto IntegralBy Resolution No. 343 of 26 December 2006, the Superintendency
of Casino Games granted the operating license to Casino
Rinconada S.A., to operate a casino in the city of Rinconada. Said
permit will have a term of 15 years from the date of issuance of a
certificate referred to in Clause No. 28 of Law No. 19,995. On 29
August 2009 the Superintendency of Casinos issued a certificate
allowing the company to start the operation of casino gaming
and related services, included in the said operating permit. The
operating permit of Casino Rinconada S.A. is valid until August
29, 2024. This comprehensive project is subject to a tax of 20% on
game win revenues (WIN), VAT discounted.
Castro Proyecto IntegralBy exempt resolution No. 278 of 20 August 2008, the
Superintendency of Casinos, granted permission to Rantrur S.A., to
operate a casino in the city of Castro. Said permit will have a term
of 15 years from the date of issuance of the certificate referred
to in Article No. 28 of Law No. 19.995. By exempt Resolution
No. 640 of December 24, 2009, the Superintendency of Casinos
(SCJ) granted Rantrur S.A. an extension of deadlines to finish
the gaming casino of Castro and the rest of the project’s works,
so the new delivery date of the gaming casino was set to expire
on 8 May 2011 and its complementary works on 8 September
2012. The Superintendency of Casinos (SCJ ) gave Rantrur S.A.
(Enjoy Castro ) an extension of 12 months to complete the works
of its gaming casino and 18 months for additional works of its
comprehensive project, so the new dates for the final delivery of
the works were 8 May 2012 and 8 March 2014, respectively. This
decision considered the earthquake that struck the country on 27
February 2010. By exempt Resolution No. 299 of 7 May 2012, the
Superintendency of Casinos (SCJ) granted the license to operate
Enjoy Chiloe casino from the same date and for the next 15 years.
The operating permit Casino Chiloe is valid until 8 May 2027. This
comprehensive project is subject to a tax of 20% on game win
revenues (WIN), VAT discounted
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NOTE 2 SUMMARY OF KEY ACCOUNTING POLICIES
APPROVAL OF FINANCIAL STATEMENTS
The Board of Directors of Enjoy S.A. has approved these
consolidated financial statements on 6 March 2017. Below is a
description of the key accounting policies adopted in preparing
the consolidated financial statements of Enjoy S.A. and its
subsidiaries.
a) Basis of Preparation and Period
These Consolidated Financial Statements from Enjoy S.A. and
Subsidiaries include the Consolidated Statement Of Financial
Position at 31 December 2016 and 2015, Income Statement And
Statement Of Comprehensive Consolidated Income for the years
ended December 31, 2016 and 2015, Consolidated Statement Of
Changes In Equity and Consolidated Statement Of Cash Flows for
the years ended December 31, 2016 and 2015.
The consolidated financial statements have been prepared in
accordance with International Financial Reporting Standards as
issued by the International Accounting Standards Board (“IASB”).
The consolidated financial statements at December 31, 2015 were
originally prepared under standards and instructions issued by
the Chilean Superintendency of Securities and Insurance (SVS),
considering Official Circular 856 of October 17, 2014, which
instructed audited entities to directly record in equity any changes
in deferred tax assets and liabilities arising as a direct result of
the increase in the first category tax rate introduced in Chile by
Law 20.780. This instruction differs from IFRS stipulations, which
require that such effect should be recorded in profit and loss for
the year.
This year the Company readopted IFRS, applying these standards
as if they had never stopped applying them, according to the
option set forth in paragraph 4A of IFRS 1 “First-time adoption
of IFRS”, without such meaning that any adjustments had to be
made to the consolidated financial statements at December 31,
2015, as originally issued, which are presented for purposes of
comparison with these consolidated financial statements.
These Consolidated Financial Statements have been prepared
under the criterion of historical cost, except for some items that
are recorded at fair value, such as; options, derivatives, liabilities
due to customer loyalty, among others.
In preparing the consolidated financial statements, certain
accounting estimates have been made by company management
in order to quantify some of the assets, liabilities, revenues,
expenses and commitments recorded in them. Note 4 discloses
the most important estimates used by the company. Although
these judgments and estimates have been based on the best
information available on the issuance date of these consolidated
financial statements, future events may occur that would require a
change to these judgments and estimates in subsequent periods.
This change would be made prospectively, recognizing the effects
this change of judgments and estimates in the corresponding
future consolidated financial statements.
Figures in the accompanying consolidated financial statements
are expressed in thousands of Chilean pesos. All companies
except for the following use the Chilean peso as their functional
currency: Yojne S.A. and Cela S.A. whose functional currency is
Argentinian pesos, the company Latino Usluge d.d.o., whose
functional currency is the Croatian Kunas, the company Enjoy
Caribe S.p.A., a Colombian branch, whose functional currency in
Colombian Pesos and the companies Andes Entretención Ltda.,
and Baluma S.A. whose functional currency is in US Dollars, as
explained in Note 2, d, number 1.
b) Basis of Consolidation
The consolidated financial statements of Enjoy S.A. and its
subsidiaries include the following basis of consolidation:
b.1) Subsidiaries
Subsidiaries are all the entities over which Enjoy S.A. has control.
Per IFRS 10, an investor has control over an investee when it has
power over the investee, when the investor is exposed or has
rights to variable returns from its involvements with the investee,
and when the investor has the ability to use its power to affect
its returns. All three of these criteria must be met for an investor
to have control over an investee. The existence and effects of
the potential voting rights that are presently exercisable are
considered when assessing whether Enjoy controls another entity.
Subsidiaries are consolidated from the date on which control is
transferred to Enjoy S.A. and cease to be consolidated from the
date that control is lost. The acquisition method of accounting
was used to account for the acquisition of the subsidiaries.
Acquisitions of businesses are accounted for using the acquisition
method. The consideration transferred in a business combination
is measured at fair value, which is calculated as the sum of the
acquisition-date fair values of the assets transferred by the Group,
the liabilities incurred by the Group to the former owners of the
acquiree and the equity interests issued by the Group in exchange
for control of the acquiree. Acquisition-related costs are generally
recognized in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired and
liabilities assumed are recognized at their fair value, except the
following:
• Deferred tax assets or liabilities, and assets or liabilities related
to employee benefit arrangements are recognized and measured
in accordance with IAS 12 Income Taxes and IAS 19 respectively;
• Liabilities or equity instruments related share-based payment
arrangements of the acquiree or share-based payment
arrangements of the Group entered into or to replace share-
based payment arrangements of the acquiree are measured in
accordance with IFRS 2 at the acquisition date, and
• Assets (or disposal groups) that are classified as held for sale
in accordance with IFRS 5 Non-current Assets Held for Sale and
Discontinued Operations are measured in accordance with that
Standard.
Goodwill is measured as the excess of the sum of the consideration
transferred, the amount of any non-controlling interests in the
acquiree, and the fair value of the acquirer`s previously held equity
interest in the acquiree (if any) over the net of the acquisition-
date amounts of the identifiable assets acquired and the liabilities
assumed. If, after reassessment, the net of the acquisition-date
amounts of the identifiable assets acquired and liabilities assumed
exceeds the sum of the consideration transferred, the amount of
any non-controlling interests in the acquiree and the fair value
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of the acquirer`s previously held interest in the acquiree (if any),
the excess is recognized immediately in profit or loss as a bargain
purchase gain.
Non-controlling interests that are present ownership interests and
entitle their holders to a proportionate share of the entity`s net
assets in the event of liquidation may be initially measured either
at fair value or at the non-controlling interests proportionate share
of the recognized amounts of the acquiree` s identifiable net
assets. The choice of measurement basis is made on a transaction-
by-transaction basis. Other types of non-controlling interests are
measured at fair value or, when applicable, on the basis specified
in another IFRS.
When the consideration transferred by the Group in a business
combination includes assets or liabilities resulting from a contingent
consideration arrangement, the contingent consideration is
measured at its acquisition-date fair value and included as part of
the consideration transferred in a business combination. Changes
in the fair value of the contingent consideration that qualify as
measurement period adjustments are adjusted retrospectively,
with corresponding adjustments against goodwill. Measurement
period adjustments are adjustments that arise from additional
information obtained during the “measurement period” (which
cannot exceed one year from the acquisition date) about facts
and circumstances that existed at acquisition date.
The financial statements of the consolidated companies have the
same annual reporting dates as the individual financial statements
of the parent company Enjoy S.A., and were prepared applying the
same accounting policies.Consolidated entities with an ownership
interest of less than 50%
Although Enjoy S.A., directly and indirectly, holds a 45% ownership
in the company Baluma S.A., it is considered a subsidiary since
Enjoy S.A. exercises control over the entity through contracts or
agreements with shareholders, which give the power to nominate
5 of 8 directors of Baluma S.A., to designate the Chairman of the
board, the right to appoint, dismiss or reassign key personnel with
the capacity to conduct relevant activities and the right to direct
the relevant activities. As a result of these facts, while having less
than 50% ownership, Enjoy S.A. exercises control over Baluma
S.A.
Non-consolidated entities with an ownership interest of more
than 50%
Although Enjoy S.A., directly and indirectly, holds a 53% ownership
in the company Cela S.A., it does not exercise control over this
entity, due to the fact that Enjoy S.A. holds less than 50% of voting
rights in the entity (see Note 17).
b.2) Transactions with Non-Controlling Interests
Non-controlling interests are a portion of profits or losses and net
assets in the subsidiaries that are not 100% owned by Enjoy S.A.
Non-controlling interests related to the amount attributable to the
non-controlling interest is presented in the income statement, but
are included in the equity presented in the consolidated financial
statement, separated from the parent company’s equity.
An exception to this treatment of non-controlling interest is
made for Baluma S.A., as the owner of 55% shares of Baluma S.A.
has a put option with Enjoy S.A. for 55% of the shares held in
the company. Management has determined that it does not have
current access to the returns associated with the shares subject
to the put option. An accounting policy choice was made by
Management to subsequently derecognize the non-controlling
interest as a result of the lack of such current access and record any
difference generated at each period-end between the estimated
amount that would have had to have been paid to exercise the
put option at that point in time and the non-controlling interest
as calculated in accordance with the previous paragraph in “other
reserves” in Equity Attributable to the Owners of the Company. In
order to effect this accounting policy choice, the following steps
are followed at each period-end with respect to the 55% of shares
subject to the put option;
1. The share of net income attributable to the non-controlling
interest is recognized in the allocation made on the face of the
income statement;
2. The non-controlling interest is calculated in accordance with
the first paragraph above.
3. The non-controlling interest is 2) is derecognized.
4. The obligation for the put is recorded as a financial liability in
accordance with IAS 39 (see footnote to table in Note 27 C).
5. The difference between 3) and 4) is recorded against Other
Reserves at each period-end.
b.3) Associates
Associates are entities over which Enjoy S.A. holds between
20% and 50% of the voting rights, over which it has significant
influence, but which it does not control. Investments in associates
or joint ventures are accounted for using the equity method
of accounting and are initially recognized at fair value. The
investment of Enjoy S.A. in associates, includes goodwill identified
on acquisition, net of any accumulated impairment loss. The
share of Enjoy S.A. from post-acquisition profits or losses of its
associates or joint ventures is recognized in the income statement
and its interest in post-acquisition equity movements that are
not P&L related, are recognized in the corresponding equity
reserves (and/or are shown, as applicable, in the statement of
other comprehensive income). When the losses of an associate
equal or exceed the interest in the associate, including any other
unsecured receivables, Enjoy does not recognize further losses,
unless it has to incur obligations or make payments on behalf of
the associate. Unrealized profits of transactions between Enjoy
S.A. and its associates are derecognized based on the extent of
Enjoy’s interest in these associates. Unrealized losses are also
derecognized, unless the transaction provides evidence of an
impairment of the asset transferred.
b.4) Joint Ventures
Joint Control entities are those whereby Enjoy S.A. shares
control of the company, thanks to an arrangement with other
shareholders in accordance with IFRS 11. The joint arrangement
treatment depends on the type of joint arrangement and requires
determining rights and obligations. Enjoy S.A. does the accounting
for the Argentinean joint venture company Cela S.A. under the
equity method.
c) Financial Information by Segments
The information by segments is consistently presented in the
internal reports provided by the Management who makes
decisions over the assigning of resources and the assessing of the
performance of operating segments. The company has defined its
operating segments based on the development of its businesses
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through its subsidiaries, identifying its operating segments as Operations and Real Estate Investment. Entity-wide disclosure is also
provided.
This Financial Information by Segments is disclosed in Note No. 7.
d) Transactions in Foreign Currency
d.1) Functional and Presentation Currency
Items included in the consolidated financial statements of the company are measured using the currency of the primary economic
environment in which the entity operates (functional currency). The financial statements of Enjoy S.A. are presented in Chilean pesos,
which is the company’s functional currency. The presentation currency of the company and all its subsidiaries, including foreign companies,
is the Chilean peso.
Functional and Presentation Currency:
Country Functional Currency Presentation Currency
Chile Chilean peso (ThCh$) Chilean peso (ThCh$)
Argentina Argentinean pesos (ARS) Chilean peso (ThCh$)
Uruguay American dollar (USD) Chilean peso (ThCh$)
Croacia Kuna (HRK) Chilean peso (ThCh$)
Colombia Colombian Peso (COL) Chilean peso (ThCh$)
d.2) Transactions and Balances in Foreign Currency
Foreign currency transactions different from the functional
currency are translated into the functional currency using the
exchange rates prevailing at the transaction date. Foreign
exchange profits and losses resulting from the settlement of such
transactions and from the translation of monetary assets and
liabilities denominated in foreign currencies are recognized in the
income statement.
d.3) Basis of Translation
Assets and liabilities denominated in foreign currency or
readjustable units are measured in functional currency at the
current exchange rate, based on the following parities:
Currency / Date 12/31/2016 12/31/2015
American Dollar (USD) 669,47 710,16
Argentinean peso (ARS) 42,28 54,75
Euro (EUR) 705,60 774,61
Kuna (HRK) 93,38 101,05
Uruguayan peso (UYU) 22,86 23,77
Colombian Peso (COL) 0,22 0,22
Indexed Unit (CLF) 26.347,98 25.629,09
Real Brasileño (BRL) 205,82 178,31
d.4) Group Entities
Income statements and financial position of all entities in Enjoy S.A.,
that have a functional currency different from the presentation
currency, are translated into the presentation currency as follows:
i. The assets, liabilities, and equity are translated at the
exchange rates prevailing at the end of the reporting period.
ii. The income and expenses for each income statement
account are translated at the average monthly exchange
rates (unless this average is not a reasonable approximation
of the cumulative effect of the existing exchange rates at the
transaction dates, in which case income and expenses are
translated using the exchange rate at the transaction date),
and
iii. All the resulting exchange differences are recognized
as a separate component of net equity, in the item Other
Reserves.
In the consolidation process, exchange rate differences arise from
the translation to presentation currency of an investment in foreign
entities (or domestic entities with a functional currency other than
the one used by the parent company). When the investment is
sold or disposed of (all or in part), such translation differences are
recognized in the income statement as part of the profit or loss.
Goodwill and fair value adjustments of assets and liabilities arising
from the acquisition of foreign entities (or entity with a functional
currency different than the one used by the parent company)
are treated as assets and liabilities of the foreign entity and are
translated at the closing exchange rate, or as appropriate.
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e) Property, Plant, and Equipment
Property, plant, and equipment assets are measured at acquisition
cost, less accumulated depreciation and less any potential
impairment losses, in accordance with the IAS 16 and IAS 36,
respectively.
Interest and other financial expenses incurred and directly
attributable to the acquisition or construction of the qualifying
assets are capitalized in accordance with the IAS 23.
Expansion, modernization and enhancement costs representing
an increase in productivity, capacity or efficiency, or an increase
in the useful life, in property, plant and equipment are capitalized.
All repair and maintenance costs are charged to the income
statement during the reporting period in which they are incurred.
There are no provisions for dismantling, removal, or restoration of
property, plant, or equipment.
Implementation works include, but are not limited to, the following
expenses only during the construction period:
i. Financial expenses related to external funding and specific
expenses directly attributable to the construction.
ii. Directly related staff expenses and other operating expenses
attributable to the construction.
iii. Works in progress are transferred to property, plant, and
equipment once the test period has finished and the asset is
available for use, which is when depreciation begins.
Depreciation of Property, Plant, and Equipment
The depreciation of property, plant, and equipment is measured
on a straight-line basis, by calculating their cost less the residual
value over its economic useful life.
The residual value and the useful life of an asset is reviewed
and adjusted, if necessary, at each the closing of the financial
statements, so that its remaining useful life is in keeping with the
estimated use of the asset.
When the value of an asset is higher than the estimated recoverable
amount, its value is immediately reduced to its recoverable
amount, by recognizing impairment losses.
Gain/ losses for sales of property, plant and equipment, are
measured through the difference between proceeds and the
carrying amount and recognized in the income statement under
other gains (losses).
The company depreciates property, plant, and equipment assets
from the moment an asset is available for use, distributing the
asset costs on a straight-line basis over the years of its estimated
useful life. Land is not depreciated.
The estimated useful life, in years, is summarized as follows:
Asset classesUseful life or
maximum rate
Buildings 50 - 80 years
Premises 10 - 20 years
Fixtures and fittings 10 years
Machinery and Equipment 6 – 9 years
Slot Machines 3 - 8 years
Information Technology Equipment 3 – 6 years
Motor vehicles 7 years
Other property, plant and equipment 3 – 7 years
During the period, and principally at the end of each reporting
period, the Company’s management evaluates whether there is
any indication that an asset of property, plant and equipment
has been impaired. If any such indication exists, the Company’s
management estimates the recoverable amount of that asset
to determine the amount of the impairment loss. In the case of
identifiable assets that do not generate cash flows independently,
the Company’s management estimates the recoverable amount of
the Cash Generating Unit (CGU) to which the asset belongs, which
is understood to be the smallest identifiable group of assets that
generates independent cash inflows.
Recoverable amount is the higher of fair value less costs of
disposal and value in use, which is defined as the present value
of the estimated future cash flows. In order to calculate the
recoverable amount of Property, plant, and equipment, the
Company uses value-in-use criteria in all cases, except by CGU
Chiloe. To estimate value in use, the Company prepares future
pre-tax cash flow projections based on the most recent budgets
available. Future cash flows are discounted to calculate their
present value at a pre-tax rate that covers the cost of capital.
If the recoverable amount of the CGU is estimated to be less
than its carrying amount, an impairment loss is recognized in the
income statement.
Impairment losses recognized for an asset in prior periods are
reversed when there are indications that the impairment loss no
longer exists or may have decreased, thus increasing the asset’s
carrying amount with a credit to earnings. The increase in the
asset’s carrying amount shall not exceed that carrying amount
that would have been determined had no impairment loss been
recognized for the asset.
f) Intangible Assets other than Goodwill
Intangible assets are non-monetary assets with no physical
substance which may be individually identified, whether because
they are separable or because they arise from a legal or contractual
right. Assets whose cost can be reliably measured and over which
Enjoy S.A. expects future economic benefits are recognized in
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the balance sheet, in accordance with IAS 38. To account for
intangible assets that have an indefinite useful life, the company
considers that they should keep their value over time, therefore
they are not subject to amortization; however, they are annually
tested for impairment. An intangible asset with a finite useful life
is reviewed for impairment indicators, and if indicator exist, the
intangible is tested for impairment.
i. Casino Operating Permits
The operating permits for casinos that have made single
payments in conformity with the municipal concession contract
are in the item Intangible assets, as well as the licenses to operate
casinos purchased as a business combination recognized at their
acquisition cost less accumulated amortization and impairment
loss, if any. The casino operating permit has a finite useful life and
is amortized on a straight-line basis over its estimated useful life.
The estimated useful life is of a maximum period of 15 years and/
or during the length of the concession period and its amortization
is recognized in the income statement in Cost of Sales, except if
by legal modifications such permits are extended or postponed.
ii. Other Intangibles required for Operating Permits
Intangible Assets presents the rights to provide consulting services
for casino operations acquired through a business combination
and other costs necessary to obtain operating permits for casino
operations. These are recognized under acquisition costs less
accumulated amortization and less any accumulated impairment
loss.
Other intangibles required to obtain a permit to operate casinos
have a finite useful life and are amortized on a straight-line basis
over their estimated useful life. The estimated useful life is for a
maximum period of 15 years and/or for the length of the operating
permit and its amortization is recorded in the income statement
in Cost of Sales.
iii. Software
Software licenses are in the item Intangible Assets and are
measured at acquisition cost less accumulated amortization and
accumulated impairment loss.
Software licenses have a finite useful life and are amortized on a
straight-line basis over their estimated useful lives. The estimated
useful life is 3 to 5 years and its amortization is recorded in the
income statement in the item Cost of Sales.
g) Goodwill
Goodwill represents the excess of acquisition price over fair value
of the interest held by Enjoy S.A in the net identifiable assets,
obligations, and contingent liabilities of the acquired subsidiary at
the date of acquisition. Goodwill is not amortized but it is annually
tested for impairment and is recorded at cost less accumulated
impairment. Goodwill is allocated to the cash generating units
(CGU) to test their impairment. Allocation is made to the CGUs
expected to benefit from this goodwill acquired in the business
combination.
The cash generating units, defined by the company to determine
potential impairment loss in accordance with IAS 36, paragraphs
68 and 69 are as follows: Proyecto Integral Coquimbo, Proyecto
Integral Mendoza, Proyecto Integral Rinconada in Los Andes and
Casino de Colchagua. Each Proyecto Integral includes the Casino
operation, Hotel and Food & Drinks.
Negative goodwill arising from the advantageous acquisition of
an investment or business combination is directly recognized in
the income statement as earnings.
h) Financing Costs
Interest expenses are recognized in the income statement, except
for costs incurred in the construction of any qualifying asset,
which are capitalized during the period required to complete and
prepare an asset for its intended use in accordance with IAS 23.
i) Impairment of Intangible Assets
Intangible assets can have finite or indefinite useful lives.
Intangibles assets with an indefinite useful life are not amortized,
but are annually tested for impairment either individually or at the
cash generating unit level (“CGU”).
Intangible assets with finite lives are amortized over their useful
lives and their impairment is assessed every time indicators
exist that the intangible asset might be impaired. The period of
amortization and method of amortization of an intangible asset
with a finite useful life are reviewed at least at each year-end.
Expected changes in the useful life or the expected pattern of
consumption of the future economic benefits included in the
asset are accounted for by changing the period or method
of amortization, as applicable, and treated as changes in the
accounting estimates. The amortization expense of intangible
assets with finite useful lives is recognized in the statement of
income as expenses consistent with the function of the intangible
asset. An impairment loss is recognized for the excess carrying
amount of the asset over its recoverable amount. The recoverable
amount is the higher of the asset’s fair value less costs to sell or
value in use. To assess impairment loss, assets are grouped at the
lowest level in which there are separately identifiable cash flows
(cash generating units). Non-financial assets that have previously
suffered impairment are annually reviewed for possible reversal of
impairment loss at the end of each reporting period.
j) Financial Assets
j.1) Classification and Presentation
The company classifies its financial assets in the following
categories: at fair value with changes in income statement and
amortized cost. The classification depends on the purpose for
which the financial assets were acquired. Management determines
the classification of its financial assets on initial recognition.
j.2) Financial assets carried at fair value with changes in income
statement
This item includes other financial assets, non-current, measured
at fair value through profit or loss, recognized in the income
statement. In determining the fair value for assessing the financial
assets that are valued with changes in fair value, management
conducts studies of independent third parties that consider
assumptions such as the risk-free rate, the underlying market
value of the asset and the EBITDA volatility.
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The fair value of instruments actively listed in a formal market,
is measured by the quoted price of the instruments on the same
date as the end of the reporting period of the financial statements.
j.3) Financial assets carried at amortized cost
These amounts include loans and receivables that are non-
derivative instruments with fixed or determinable payments, not
quoted in an active market. They are included in current assets,
trade debtors and other current receivables.
Trade and other receivables include amounts due from sales
(mainly cash sales), except for sales related to Hotel, Food &
Beverages and events that can be either cash or credit sales.
For this reason the Company manages credit risk exposure by
permanently reviewing and assessing the customer’s payment
capacity, based on the information from different alternative
sources.
k) Inventories
Inventories are measured at the lower value between the
acquisition price or production cost and the net realizable value.
The net realizable value is the estimated selling price during the
normal course of business, less estimated costs necessary to
complete production and carry out the sale.
The valuation method for inventories is the weighted average
cost.
The cost of inventory includes all acquisition costs, conversion
costs and other costs incurred to define the current location and
condition of inventories.
l) Commercial Debtors and Other Trade Receivables
Commercial debtors and other trade receivables, are initially
recognized at fair value and subsequently measured at amortized
cost, based on the effective interest rate method, less the provision
for impairment loss, if any.
Impairment loss of trade receivables is determined, when there is
objective evidence that the company will not be able to collect all
amounts due according to the original terms of the receivables.
The company estimates bad debts based on an objective review
of all the amounts due at the end of each reporting period.
Impairment related to credits losses, are recognized in the income
statement under administrative expenses.
The existence of significant financial difficulties experienced by the
debtor, the probability that the debtor will undergo bankruptcy
or financial restructuring and the lack of or default on payments
are considered as indicators of impairment for receivables. The
impairment amount is calculated as the difference between the
asset’s carrying amount and the present value of the estimated
future cash flows, discounted at the original effective interest rate.
The carrying amount is reduced and the loss is recognized in the
income statement in the item Administrative Expenses. When a
receivable is written off, it is recognized against the allowance for
doubtful accounts.
m) Cash and Cash Equivalents
Cash and cash equivalents, recognized in the financial statements,
comprise cash on hand, checking accounts, time deposits, fixed-
rate investment funds, Central Bank instruments with low risk and
original maturities of three months or less.
Bank overdrafts are shown in the item Current Financial Liabilities
on the classified statement of financial position.
n) Other assets, current and non-current
These assets are prepaid disbursements whose benefit is expected
in a year or more. It also includes Tax debit VAT and Other assets,
net of impairment.
o) Financial Liabilities
i. Classification as debt or equity
The debt and equity instruments are classified either as financial
liabilities or as equity, according to the substance of the
contractual agreement.
ii. Financial liabilities
Financial liabilities are classified either as financial liabilities at “fair
value through the profit and loss” or as “other financial liabilities “.
a) Financial liabilities at fair value through profit and loss
Financial liabilities are classified at fair value through profit and
loss, when they are held for trading or are designated at fair value
through profit and loss.
b) Other financial liabilities
Other financial liabilities, including loans, are valued initially by the
amount of cash received, net of transaction costs. Other financial
liabilities are subsequently valued at amortized cost using the
effective interest rate method, recognizing interest expenses
based on the effective rate.
The effective interest rate method is the calculation of a financial
liability’s amortized cost and the expenditure throughout the
relevant period. The effective interest rate is the rate that exactly
discounts the estimated future cash payments (including all
commissions and points paid or received that are an integral part
of the effective interest rate, transaction costs and other premiums
or discounts) throughout the expected life of the financial liability
(or a shorter period when appropriate) from the net amount at the
initial recognition.
p) Accounts Payable
This item primarily contains balances payable to suppliers, which
are subsequently valued at amortized cost using the effective
interest rate.
q) Other Financial Liabilities
Other financial liabilities include loans owed that bear
interest, leasing liabilities and other financial liabilities, which
are measured at amortized cost, using the effective interest
method. Amortized cost is calculated taking into account
any premium or deduction of the acquisition and include the
transaction costs that are a comprehensive part of the effective
interest rate. The accretion of the present value to the maturity
value is recognized in the Income Statement over the life of the
debt, in accordance with the effective interest rate. Financial
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obligations are presented as non-current liabilities when their
maturity date is more than 12 months.
r) Equity derivatives
Derivative instruments are initially recognized at fair value in
the contract start date and are later measured at fair value
through the income account, except if they are under a specific
hedge accounting treatment. The method for the recognizing
gain or loss resulting from each valuation depends on whether
the derivative is designated as a hedging instrument or not, and
where appropriate, the nature of the inherent risk in the hedged
item. Enjoy designates derivatives as cash flow hedging of assets
and liabilities recognized in the classified statement of financial
position. The effective portion of changes in the fair value of
derivatives designated and qualified as cash flow hedges is
recognized in net equity through other comprehensive income.
The profit or loss relating to the ineffective portion is recognized
immediately in Other profits (losses) in income statements. At the
closing of these financial statements, the Company presents swap
and options contracts, as explained in Note 23. The company
records purchase options (call options) in the item Other financial
assets, non-current (see note 14). Furthermore, there is a sell
option (put option), which is recorded in the item Accounts
payable to related entities, non-current (see note No. 11).
s) Issued Share Capital
Subscribed and fully paid common shares represent the issued
share capital. Additionally, costs directly attributable to the issue
of new shares are recorded in equity.
t) Current Income Tax and Deferred Income Tax
Enjoy S.A. and its Chilean subsidiaries determine the taxable
income and calculate their income tax according to the existing
legislation. Its subsidiaries abroad do so under the rules of their
respective countries. At 31 December 2016 and 2015, deferred
taxes arising from temporary differences and other events
creating differences between the accounting and tax basis of
assets and liabilities are recorded according to the rules set out
in IAS 12 “Income Taxes”. Assets and liabilities resulting from
deferred taxes are classified as non-current.
When calculating the amount of current and deferred taxes, the
Company considered the impact of any uncertain tax positions
and whether any taxes and additional interest might be owed.
This evaluation depends on estimates and suppositions and may
involve a series of judgments about future events. New information
may arise that leads the Company to change its judgment about
the suitability of the current tax liabilities; any such changes in the
tax liabilities will have an impact on the tax expense for the period
in which it is being calculated.
u) Employee Benefits
The company records short-term benefits, such as wages,
bonuses, vacations and other items, on an accrued basis and
includes benefits arising from an obligation of the collective work
agreements, according to the IAS 19. The company does not have
defined benefit policies or long-term contractual obligations with
its employees.
v) Provisions
Provisions are recognized in the balance sheet when:
a. The company has a current binding present obligation
(either legal or implicit), due to a past event,
b. An outflow of resources is likely, requiring economic benefit
to settle the obligation,
c. A reliable estimate can be made for the obligation amount.
The provisions are measured at the current value of expenditures
required to settle the obligation, using the discount rate that
reflects the evaluations of the present market value of the money
and the specific risks of the obligation.
w) Revenue Recognition
Revenue is recognized under the accrual method, i.e., when
there is flow of goods and services, regardless of the collection
thereof, when these are reliably quantifiable, and it is likely that
any future economic benefits relating to the transaction will flow
to the company. Revenue is measured at the fair value of the
compensation received or receivable for the sale of goods and
rendering of services during the normal course of the business of
the company and its subsidiaries. Revenue arising from ordinary
activities are presented net of tax over added value, returns,
rebates, discounts and after writing off the sales between the
company and its subsidiaries and vice versa.
Revenue arising from ordinary activities is classified as follows:
i. Sale of Goods
The company recognizes as income from sales the sale of
products relating to food, beverages, and stores. Stock sales are
recognized when risks and rewards related to the ownership of
the goods are substantially transferred; the revenue amount can
be reliably determined and is likely to be collected.
ii. Rendering of Services
The company recognizes as income from the rendering of
services, the gaming, and hotel revenue. Gaming revenues (win)
that increase the company’s revenue are presented net of prizes
paid and correspond to the gross sum from table games and slot
machines, in which such gross revenue is the difference between
the opening and closing value, considering the corresponding
additions or deductions.
Revenues from ordinary activities only include gross earnings from
the economic benefits received or receivable. Proceeds received
from third parties, such as sales tax, product or service tax or
added value tax, are not earnings from economic benefits for the
entity. Therefore, such earnings are not included in revenues from
ordinary operating activities.
iii. Customer loyalty program
The company has a customer loyalty program named “Enjoy
Club”, whose goal is to increase customer loyalty through the
services provided by Enjoy S.A., which award Enjoy Club points
that are exchangeable for products and services, within a certain
period. The current consolidated financial statements include
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deferred revenue, according to the estimate value set for earned
points pending to be used by that date, in accordance with the
provisions of IFRIC 13 “Customer Loyalty Programs”.
iv. Leasing
Leased goods, where the lessor holds a significant portion of
the risks and benefits of the leased property, are classified as
operating leases. Payments made under contracts of this nature
are charged in the item cost of sales in the income statement over
the leasing period.
Assets received in lease - where all the risks and significant
benefits of the leased property are transferred to the company -
are classified as finance leases, registered at the beginning of the
leasing period in the item Properties, plants and equipment and
the related debt is classified in the item Other financial liabilities
for the fair value amount of the leased property or the current
value of the minimum installments agreed upon, if lower. Financial
costs for interest are charged to the income statement over the
life of the contract. The depreciation of these assets is included in
the total depreciation of the item Property, Plants and Equipment
in the statement of classified financial position and is recorded in
item Cost of Sales in the income statement.
x) Earning (loss) per share
Under IAS 33, earnings per share are calculated by dividing the
net profit attributable to shareholders by the weighted average
number of ordinary outstanding shares during the respective
financial period.
y) Distribution of dividends
At the end of each financial year, the company creates a provision
for 30% of the year’s earnings, according to Law No. 18,046 as
minimum dividend, since the Law requires the distribution of at
least 30% of the financial earnings of the year, unless the Board of
Shareholders unanimously agrees otherwise.
The distribution of dividends among company shareholders is
recognized as a liability and its corresponding decrease in net
equity in the consolidated annual accounts of Enjoy S.A, in the
financial year where the dividends are approved by the company’s
board of shareholders.
z.1) Distributable net income
Distributable net income means the income attributable to holders
of equity in the Company, considered for the calculation of the
minimum mandatory and, if approved by the shareholders, the
distribution of additional dividends. This amount must be adjusted
for all the adjustments that the Company considers necessary to
perform to determine an income base to be distributed.
In this regard, the Company may deduct or add the relevant
changes in the fair value of assets and liabilities. Those fair values
shall be reintegrated to the calculation of the Distributable Net
Income in the year that such fluctuations in fair value are recorded.
Notwithstanding the foregoing, for the Company to determine the
net income to distribute, it must consider the deduction of debit
balances for the item Accumulated Losses in Assets.
The policy used to determine the distributable net income must be
applied consistently. In the event the Company justifiably requires
a change in the policy mentioned, this should be reported to the
Superintendency of Securities and Insurance as soon as the Board
makes this decision.
z) Deferred customer revenue
The company records its customer obligations in liabilities in the
item Other financial liabilities, current, when clients make deposits
for the contracted services.
NOTE 3 RISK MANAGEMENT POLICIES
Enjoy S.A. and subsidiaries are exposed to market risks and
financial risks inherent to their business. Enjoy S.A. seeks to
identify and manage these risks in the most appropriate manner
in order to minimize the potential adverse effects.
1. MARKET RISKS:
Market risks are risks related to variations in variables that affect
the company’s assets and liabilities, among which we can highlight:
a) Regulation
Any changes to the regulations established by the Superintendency
of Gambling Casinos, or contracts relating to the casino industry
or in the interpretation of these regulations or contracts by the
administrative or municipal authorities could affect the operation
of casinos and in particular, the company’s income. Regulatory
changes that may affect the industries in which the company
operates, such as laws restricting the consumption of certain
products - like changes in the tobacco law and alcohol law - could
affect the revenue of the company. The company is constantly
developing and updating new products, making it easier to adapt
its commercial and services offer to these changes and keep
offering comprehensive entertainment to its clients. Enjoy S.A.
has processes in place that ensure regulatory compliance. These
processes are managed by the Legal Services Management area,
and the Compliance and Corporate Governments Management.
Their implementation and effectiveness is regularly reviewed by
Internal Auditing.
a.1) Revocation of operating licenses for casinos
According to the provisions in the Gambling Casinos legislation,
the operation permit granted by the State to operate a casino
can be revoked by the Superintendency of Gambling Casinos
(hereinafter the “SCJ”), through a substantiated decision, any
time grounds that are set forth in the Law take shape, where
the operator would have to seriously breach its obligations
to use the license by strictly adhering to the Casinos Law, its
regulations and the instructions given by the authority. In the
event of a breach, the SCJ could initiate a procedure to revoke the
operation permit, which could end with a resolution of revocation,
susceptible to a claim and later appeal to the respective Court
of Appeals. Furthermore, municipal concession contracts for
gambling casinos, subject to municipal inspection until the
year 2017, also provide grounds for termination, cessation, and
expiration due to serious breaches of obligations established in
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them for the concessionaire, similar to those set forth in the new
casino law. Enjoy S.A., as proven by over 40 years of experience
in the entertainment industry, sets standards of comprehensive
regulatory compliance for regulatory risk to be mitigated as much
as possible. These compliance standards are designed according
to current regulations by the Legal Services Management,
Compliance, and Corporate Governments Managements and, in
turn, are reviewed in their implementation and effectiveness by
Internal Audit regularly.
a.2) Gambling Casinos Municipal licenses
On 11 August 2015, Law 20,856 was enacted, amending law
19.995 that extends the operation of municipal casinos until 31
December 2017. This means that certain tangible and intangible
assets of the company will extend their useful life according to
the new operation term of gambling casinos. At the same time, as
demonstrated since it began to be quoted on the stock exchange,
Enjoy has increased its participation in the operation of gambling
licenses, such as “Rinconada de los Andes” in Chile, and “Punta
del Este” in Uruguay, which has allowed it to diversify its portfolio
of gambling licenses and therefore its revenue. In addition, these
new licenses have allowed it to extend the average duration of
gambling licenses. There is a risk of not obtaining all or a part of
the existing municipal licenses, and also of not obtaining new ones
that will replace in part those that are not renewed. Regarding
the process for granting permits to operate gambling Casinos,
in the districts where currently municipal casinos operate, i.e.
Arica, Iquique, Coquimbo, Viña del Mar, Pucón, Puerto Varas and
Puerto Natales, on July 15, 2016 three of the current operators of
gambling casinos, among them Enjoy, submitted motions with the
Court of Appeals of Santiago denouncing as illegal and arbitrary
the Technical Bases, issued by the Superintendence of Gambling
Casinos (known as SCJ in Chile), for granting licenses for the
operation of gambling casinos in such districts. On November 2,
2016, the Court of Appeals handed down its ruling and, in general,
accepted the allegations that the Technical Bases contained some
illegal and arbitrary provisions. As a result of the rulings of the
Court of Appeals, the application process in all districts, where
the deadline for submitting technical and economic bids was
supposed to end on November 4, 2016, is now suspended, and
the SCJ has been required to amend the Technical Bases only as
regards the provisions that the Court of Appeals considered to
be illegal and arbitrary. Nevertheless, the SCJ on November 8,
2016 filed an appeal with the Supreme Court so that the latter
annulled the Court of Appeals rulings. The Supreme Court has not
yet reviewed the appeal.
b) Income Volatility
The volatility of the average revenue per slot machine and
average revenue per gaming table could affect the business, its
financial situation, and operating results. It is Enjoy S.A.’s policy to
keep high standards of quality in its facilities and services, as well
as innovative technological standards, in order keep its market
leader status, for which it has a specialized team for each area
that seeks excellence. The industry, when faced with recessionary
economic cycles and natural disasters, has shown negative
impacts on the average bet in the locations that have been most
affected by these cycles or disaster, however, by having a location
diversification policy for its business units, Enjoy S.A. has been
able to mitigate these effects. Furthermore, this risk is limited
due to a significant fragmentation of the revenue. The Law on
Tobacco Control N ° 20.660 that went into effect on March 1,
2013, increased the restrictions on consumption, cigarette sales,
and advertising in Chile. This new law forbids smoking in indoor
confined spaces that are publicly accessible or for commercial use.
This law influenced the average expenditure per visit, translating
into an income decrease for Chilean operations. To address the
impact of this law on the results, the company implemented open
terraces with slot machines in some casinos, on September 2013,
which enabled mitigating income impact.
b.1) Gaming Tables Casino Conrad in Punta del Este
Unlike the business model of Enjoy casinos in Chile, a higher
proportion of gaming revenue in Conrad comes from the gaming
tables and their VIP lounges. Consequently, there is a short-term
risk related to this type of operation. According to the provisions
of the gaming rules, the casino has a theoretical advantage, which
on a longer term means that this risk factor does not tend to affect
the company’s gaming revenues.
c) International Markets - Argentina, Brazil, Uruguay, and Colombia
Entry of the company into foreign markets could cause it to
face political, economic, and judicial risks as well as translation
differences related to operations in other countries. Currently,
Enjoy S.A. has operations in Argentina, Colombia, and Uruguay, as
well as a commercial office in Brazil, which allows it to capture and
keep customers of this market. Although these risks are inherent
to any international operation, Argentina has proved to be a
market with volatile conditions and in some cases, unfavorable
for business development. Thus, the revenue and assets of the
company ventures abroad may be affected by intervening events,
regulatory changes, deterioration in inflation and interest rates,
exchange rate fluctuations, changes in government policies,
expropriation, price and salary restrictions, and tax increases. On
the other hand, the economy and politics of Brazil and Uruguay
have proved to be stable over time.
d) Construction Project Risk
The hotel and casino projects developed by the company are
subject to the risks faced by all construction projects in terms of
facing higher values in raw material costs during the development
of the work and changes in the appearance of the project, requiring
a higher investment. However, the significant investments made
by Enjoy S.A. are completed, reducing the relevance of this risk.
2. FINANCIAL RISK
a) Risk Conditions in the financial market
a.1) Exchange rate risk
The foreign exchange hedging policy seeks to achieve a natural
hedge of its business flows through keeping debt in the functional
currencies of each operation and adapting significant obligations
or payment decisions to the Chilean peso currency. Therefore, in
cases where it is not possible or desirable to provide economic
hedging through its own business flows or debt, the company
contracts hedging derivative instruments which qualify under
International Accounting Standard No. 39 as cash flow hedges.
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As of 31 December 2016, the company has a cross-currency swap
on bonds of C and E series (see note No. 14).
a.2) Exchange rate risk for investments in functional currency in Argentinean pesos, dollars, and Colombian pesos.
The company has a jointly controlled investment in the company
Argentina Cela S.A, operator of Casino, hotel and food &
beverages in Argentina. This foreign investment is managed in
the country’s functional currency, that is, the Argentine peso. As
a result, Enjoy S.A. had to 31 December 2016 an exposure on its
balance sheet equivalent to ThCh$ 7.363.618 (ARS 174 million).
Significant fluctuations in the exchange rate of Argentinean peso
compared to the Chilean peso can affect the value of foreign net
investments, due to the currency translation adjustment recorded
in the item Other Equity Reserves of Enjoy S.A. Additionally,
Enjoy S.A has investments in Uruguay on behalf of the company
Baluma S.A, operating company of the casino, hotel, food and
beverage and tourism. This investment is handled in U.S. dollars.
As a result, Enjoy S.A. had to 31 December 2016 an exposure
on its balance sheet equivalent to ThCh$ 208.933.415 (USD 313
million). Lastly, Enjoy S.A. has investments in Colombia through
the company Enjoy Caribe S.p.A. - Colombia branch, operating
company of the Gaming casino, hotel and food & beverage.
This investment is managed in Colombian pesos. As a result,
Enjoy S.A. had at December 31, 2016 an exposure equivalent to
ThCh$ 786.982 balance (COL 3,529 million). Significant fluctuations
in the exchange rate of the dollar against the Chilean peso may
significantly affect the value of the net investment abroad, as a
result from the translation adjustment that is recorded in the item
Other Equity Reserves of Enjoy S.A.
a.3) Interest Rate Risk
Fluctuations in interest rates can have a significant impact on
company’s financial costs. Enjoy S.A. and its subsidiaries keep
short and long-term debt; the interest of these debts is expressed
at different rates: variables and fixed, expressed on a TAB base.
b) Credit Risks
Credit risk mostly arises from a counterparty’s failure to pay
an obligation and, therefore, depends on the ability to collect
outstanding accounts receivable and to enforce engaged
transactions. Enjoy S.A. implemented a credit and collection
division centralized in Chile that has defined credit sales policies
and conducts ongoing follow-up of the portfolio of receivables.
The most difficult cases are sent out to external debt collection
agencies. At present, the company does not have receivable
insurance contracts. Enjoy S.A.’s current credit policy sets out
a maximum 90-day repayment term. Likewise, most consumer
credit sales related to services (offer venue rentals or organize
events which include catering) require a 50% payment up-front.
However, there is still a small loan percentage provided for more
than 90 days, which is adjusted based on history.
At 31 December 2016, the composition of trade and other
receivables totaled ThCh$ 37.440.928 decreasing by ThCh$
475.272 from the end of 2015 reporting period. Allowance for
doubtful accounts at the end of the statements of financial
position totaled ThCh$ 3.443.797. Impairment of receivables is
determined through an individual analysis of each customer. This
analysis considers frequency of acquisition, payment behavior,
and financial analysis in order to determine the credit risk of each
customer.
The company’s prudent financial policy, in addition to its market
position and asset quality, allows it to have an investment grade
as well as BBB risk rating (Stable Trend) according to Compañía
Clasificadora de Riesgo Limitada and BBB (In observation),
according to Humphreys Ltda.
c) Liquidity Risk
Liquidity risk represents the risk of the company not being able to
meet its current obligations. Even though the company presented
at 31 December 2016 a negative working capital of ThCh$
182.910.611, the management believes that this situation does not
affect the ability to meet its financial obligations, as it has the
capacity to generate operational cash flows and available credit
lines, which are enough to meet its financial obligations. This
working capital decrease is due to the increase in current liabilities
resulting from recognizing in the short-term the obligation to
pay 55% of the Baluma S.A. shares, which amounts to ThCh$
125.726.466, due to the exercise of the Put option. The company
is evaluating various financing alternatives to fulfill this obligation.
As a product of the nature of the business, the company holds
a significant capacity to collect stable and daily cash flow on
a monthly basis, which allows it to manage and predict the
availability of liquidity in a reliable manner.
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December 31, 2016
ACurrent Asset Current Liability Liquidity ratio
ThCh$
94.934.192 277.844.803 0,34
December 31, 2015
ACurrent Asset Current Liability Liquidity ratio
ThCh$
84.971.259 133.244.436 0,64
Below is the liability maturity chart at 31 December 2016:
12/31/2016
Liabilities Current
Total Current
Non Current
Total Non- Current
Total liabilitiesUp to three
months
From three to twelve months
From one to three years
From three to five years
Over five years
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Other financial liabilities 28.410.612 61.400.166 89.810.778 58.300.677 38.985.753 38.893.673 136.180.103 225.990.881
Trade payables and other payables
42.381.926 1.187.075 43.569.001 - - - - 43.569.001
Accounts payable to related parties, current
- 130.990.432 130.990.432 - - - - 130.990.432
Current tax liability, current - 1.615.802 1.615.802 - - - - 1.615.802
Current provisions for employee benefits
- 267.411 267.411 - - - - 267.411
Deferred tax liabilities - - - - - 49.436.319 49.436.319 49.436.319
Other current liabilities 11.591.379 - 11.591.379 - - - - 11.591.379
Total liabilities 82.383.917 195.460.886 277.844.803 58.300.677 38.985.753 88.329.992 185.616.422 463.461.225
The following table shows the maturity of financial liabilities with undiscounted maturities as of December 31, 2016:
12/31/2016
Liabilities CurrentTotal
Current
Non CurrentTotal Non-
CurrentTotal
liabilitiesUp to three
months
From three to twelve months
From one to three years
From three to five years
Over five years
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Other financial liabilities 30.321.512 68.194.471 98.515.983 71.192.966 47.553.050 43.413.771 162.159.787 260.675.770
Total financial liabilities 30.321.512 68.194.471 98.515.983 71.192.966 47.553.050 43.413.771 162.159.787 260.675.770
The following table show a breakdown of future disbursements under contracts operating lease that are not reflected in the company’s
balance sheet:
Maturities
2017
Total 2017
2018 onwardsTotal 2018 onwards
TotalJanuary to March
April to December
2018 and 2019
2020 and 2021
2022 and more
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Lease payment 1.814.946 5.444.839 7.259.785 8.034.538 8.034.538 15.321.103 31.390.179 38.649.964
Total 1.814.946 5.444.839 7.259.785 8.034.538 8.034.538 15.321.103 31.390.179 38.649.964
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3. SENSITIVITY OF VARIABLES
Company management determines the parameters used to
calculate sensitivity, based on the following:
· Industry growth variables for gambling revenue, using a
measurement parameter of 15%, which is the maximum variation
suffered by the industry in highly volatile periods, such as the crisis
caused by the tobacco law, are management´s most reasonably
considered estimation of the potential increase/decrease in
gaming income.
· Volatility of the banking system’s interest rates for financial
costs, where 2% is considered a critical variation up or down. The
sensitivity is based on the assumption that applicable TAB interest
rates will rise (fall) by not more than two percentage points.
· Volatility of the US dollar obtained from the Central Bank for
exchange rate exposure. Given this factor’s high volatility, the
Company considers variations of more than 6% (7% for Uruguay)
to be critical. The sensitivity is based on the assumption that
exchange rate will rise (fall) by not more than 6% (7% for Uruguay)
percentage points.
a) Gaming revenue
The company’s main component in revenues is Gaming revenue,
which accounted for 76.2% of the company’s total revenue. In
turn, the revenue of the group in USD (United States Dollars)
represents 30.8% of consolidated gaming revenue and 30.3% of
the total consolidated financial statements.
The following shows the impact of an increase or decrease in the
amounts of bets in the gambling floors of Chile and Uruguay on
consolidated revenues
Actual As of December 2016
Consolidated Chile Uruguay
ThCh$ ThCh$ ThCh$
Gaming income 208.536.277 143.790.508 64.291.562
Sensitivity As of December 2016
Consolidated Chile Uruguay
ThCh$ ThCh$ ThCh$
Gaming income 186.513.494 122.221.932 64.291.562
Variation -10,6% -15,0% 0,0%
Sensitivity As of December 2016
Consolidated Chile Uruguay
ThCh$ ThCh$ ThCh$
Gaming income 198.438.336 143.790.508 54.647.828
Variation -4,8% 0,0% -15,0%
b) Finance Costs
The company has fixed and variable loans. Variable rate loans
include composite rate loans with a fixed spread, variable, TAB in
Ch$, UF, of 90 and 180 day terms. The variable composite of such
loans, particularly the TAB rate, makes the finance costs sensitive
to changes from one period to another. Of the company’s total
finance costs, 21.5% were subject to such variations.
The following table discloses the impact of the increases and
decreases of the TAB rate on composite loans with this rate and
their repercussion on the company’s finance costs at 31 December
2016.
Current for the year ended Dec. 2016 ThCh$
Finance costs (3.636.602)
TAB - 2% ThCh$Current for the year
ended Dec. 2016 ThCh$
TAB + 2% ThCh$
(3.563.869) (3.636.602) (3.709.334)
c) Exchange Rate
The main flows and transactions of Enjoy S.A. and its subsidiaries
are conducted in local currency where the operations are located,
i.e., in Chilean pesos for the companies within Chile, Argentinean
pesos for companies in Argentina and Colombian peso for the
company in Colombia. The exception to the rule is Uruguay, since
revenues are in dollars and most of the costs, such as wages,
are in Uruguayan pesos. The company’s policy is to monitor its
exchange rate exposure and hedge this risk exposure accordingly.
The following table shows sensitivity to exchange rate fluctuations
of the position in US dollars, exposed in Chile and Uruguay:
c1) Chile:
As of December 2016
6% (+) 6% (-)
ThCh$ ThCh$ ThCh$
Asset in dollars (net) 863.326 918.186 973.046
c2) Uruguay
As of December 2016
Parity- 7% Parity + 7%
ThCh$ ThCh$ ThCh$
Asset in dollars (net) 14.393.070 15.476.419 16.559.769
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NOTE 4 MANAGEMENT ESTIMATES, JUDGMENTS, AND CRITERIA
a) USE OF ESTIMATES
In certain cases, assumptions and estimates are presented in
conformity with accounting principles and estimates. This implies
assessments that require professional judgment and estimates
based on events that, due to their nature, are uncertain and may
be subject to changes. The valuation method, subject to estimates
and assumptions, may change over time and considerably affect
equity, financial and income position.
The company applies the following estimates:
i) Trade Receivables
The company uses estimates to measure impairment of trade
receivables, based on improved information available on credit
quality and customer behavior. (See Note 10).
ii) Deferred Income Tax
The company measures the recoverability of deferred tax assets
based on estimates of future performance. This recoverability
ultimately depends on the company’s capacity to generate
taxable profit over the reporting period when the deferred tax
assets are deductible. The appropriate classification of the taxable
amounts depends on several factors, including the estimate at the
time and realization of the deferred tax assets and expected time
of tax settlement. Real collection flows and income tax payments
could differ from the company’s estimates, because of changes in
tax legislations or unexpected future transactions that may affect
tax balances. Deferred tax is measured by applying different tax
rates in force at the end of each reporting period.
iii) Provisions for litigation and other contingencies
The Company regularly evaluates the possibility of losses
from litigation and contingencies, based on estimates made
by management. No provision has been made for those cases
where management estimates that no resources will probably be
disbursed, economic benefits have been incorporated to settle
the obligation or when the amount cannot be reliably estimated.
iv) Business Combinations
Acquisitions of businesses are accounted for using the acquisition
method. The consideration transferred in a business combination
is measured at fair value, which shall be calculated as the sum
of the acquisition-date fair values of the assets transferred by
the acquirer, the liabilities incurred by the acquirer to the former
owners of the acquiree and the equity interests issued by the
acquirer. Acquisition- related costs are generally recognized in
profit or loss as incurred. See Note 2 B b) 1 for more information
regarding the accounting for a business combination.
v) Impairment
Measurement of asset impairment losses is based on the
recoverability of the estimated future cash flows of the cash-
generating unit or the asset being tested for impairment.
vi) Deferred Revenue from Customer Loyalty Programs
In order to determine the recognition of loyalty points earned
and awarded to customers who have subscribed to the loyalty
program, the estimate is based on different factors reflected in
an expected probability rate and related costs (client loyalty
program - see note 26).
vii) Property, Plant, Equipment, and Intangibles
The accounting treatment for property, plant, equipment and
intangibles involves estimating the useful life used to calculate
depreciation, amortization and relevant residual values. (See Note
2 e).
viii) Determination of Fair Value to measure Financial Assets
In order to determine the fair value of a financial asset measured
with changes in its fair value, the Company utilizes studies by
independent third parties that consider assumptions, such as the
determination of a risk-free rate and volatility of the underlying
asset of an option.
However, it is possible that potential future events will require the
modification of estimates over the next reporting periods and the
estimates may be modified.
Information about the valuation techniques and inputs used
in determining the fair value of various assets and liabilities are
disclosed in note 23.
NOTE 5 ACCOUNTING CHANGE
i) Accounting Changes
The Financial Statements as of December 31, 2016 did not include
changes in accounting policies, compared to December 31, 2015.
ii) Reclassification
In order to improve the comparability of the 2016 financial
statements, the Company has made certain reclassifications in the
consolidated financial statements at December 31, 2015.
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NOTE 6 NEW ACCOUNTING PRINCIPLES
Improvements and Amendments to the IFRS, and interpretations published during the reporting period are disclosed below.
a) New and revised IFRS effective in the current year
The following new and revised IFRS have been adopted in these financial statements:
New Standards Effective date
IFRS 14 Regulatory Deferral Account Annual periods beginning on or after January 1, 2016
Amendments to Standards Effective date
Accounting for Acquisitions of interests in Joint Operations (Amendments to IFRS 11)
Annual periods beginning on or after January 1, 2016
Clarification of Acceptable Methods of Depreciation and Amortization (Amendments to IAS 16 and IAS 38)
Annual periods beginning on or after January 1, 2016
Agriculture: Bearer Plants (amendments to IAS 16 and IAS 41) Annual periods beginning on or after January 1, 2016
Equity Method in Separate Financial Statements (Amendments to IAS 27) Annual periods beginning on or after January 1, 2016
Disclosure Initiative (Amendments to IAS 1) Annual periods beginning on or after January 1, 2016
Investment Entities: Applying the Consolidation Exception (Amendments to IFRS 10,IFRS 12 and IAS 28)
Annual periods beginning on or after January 1, 2016
Annual Improvements 2012-2014 Cycle Annual periods beginning on or after January 1, 2016
b) New and revised IFRS in issue but not yet effective:
New Standards Effective date
IFRS 9 Financial Instruments Annual periods beginning on or after January 1, 2018
IFRS 15 Revenue from Contracts with Customers Annual periods beginning on or after January 1, 2018
IFRS 16 Leases Annual periods beginning on or after January 1, 2019
Amendments to Standards Effective date
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28)
Effective date deferred indefinitely
Recognition of Deferred Tax Assets for Unrealized Losses (Amendments to IAS 12)
Annual periods beginning on or after January 1, 2017
Disclosure Initiative (Amendments to IAS 7) Annual periods beginning on or after January 1, 2017
Clarifications to IFRS 15 “Revenue from Contracts with Customers” Annual periods beginning on or after January 1, 2018
Classification and Measurement of Share-based Payment Transactions (Amendments to IFRS 2)
Annual periods beginning on or after January 1, 2018
The company is assessing the impact of the application of the regulations previously mentioned.
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NOTE 7 SEGMENT REPORTING
The Company reports financial information by segments in
conformity with IFRS 8 “Operating Segments”. This standard
sets out segment reporting in financial statements, as well as
the disclosure of products and services, geographical areas and
key customers. An operating segment is defined as a component
of an entity for which separate financial information is available
and whose operating results are reviewed regularly by senior
management in order to make decisions about resources to be
allocated and to assess results.
a) Operating: include casino, hotel and restaurants operatings;
b) Real Estate Investment: represents real estate transactions,
include administration y lease.
The revelations are made based on the geographic area in which
the revenues are generated.
7.1.1) Operating and Investment segments + real estate
a) Information at 31 December 2016:
Consolidated Income Statement
12/31/2016
OperationInvestment
(+) Real EstateIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Revenue 191.622.859 108.678.615 (26.737.140) 273.564.334
Cost of sales (167.170.933) (75.731.812) 26.737.140 (216.165.605)
Gross margin 24.451.926 32.946.803 - 57.398.729
Administration expenses (15.517.562) (13.909.397) - (29.426.959)
Other expenses by function (3.489.147) (2.026.968) - (5.516.115)
Other gains (losses) (589.707) (41.507.724) - (42.097.431)
Operating margin 4.855.510 (24.497.286) - (19.641.776)
Financial income 167.139 13.599 - 180.738
Financial costs (7.573.286) (9.325.233) - (16.898.519)
Share of profit (loss) of associates 385.572 504.205 - 889.777
Foreign exchange gain/loss (83.169) (1.479.080) - (1.562.249)
Indexation for designated assets/liabilities for inflation (239.750) (1.013.667) - (1.253.417)
Net Income before tax (2.487.984) (35.797.462) - (38.285.446)
Income tax expenses (405.698) 1.582.629 - 1.176.931
Net Income (2.893.682) (34.214.833) - (37.108.515)
Net Income attributable to non-controlling interests (544.854) (1.452.718) (1.013.191) (3.010.763)
Net Income attributable to owners of holding company (3.438.536) (35.667.551) (1.013.191) (40.119.278)
Assets / liabilities of the segment
12/31/2016
OperationInvestment
(+) Real EstateIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Assets of the segment 207.131.582 799.883.790 (432.343.655) 574.671.717
Property, plant and equipment, net 23.377.960 317.141.751 567.772 341.087.483
Intangible assets other than goodwill 26.050.218 52.828.691 - 78.878.909
Others 157.703.404 429.913.348 (432.911.427) 154.705.325
Liabilities of the segment 205.724.710 471.135.347 (213.398.832) 463.461.225
Other current financial liabilities 2.851.769 87.071.422 (112.413) 89.810.778
Other non-current financial liabilities - 136.573.549 (393.446) 136.180.103
Others 202.872.941 247.490.376 (212.892.973) 237.470.344
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Cash flows 12/31/2016
OperationInvestment
(+) Real EstateIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Cash flows derived from (used in) operating activities 12.464.251 26.945.932 111.461 39.521.644
Cash flows derived from (used in) investment activities (57.396.814) (31.368.895) 78.729.358 (10.036.351)
Cash flows derived from (used in) financing activities 53.698.330 5.384.668 (78.840.826) (19.757.828)
b) Information at 31 December 2015:
Consolidated Income Statement 12/31/2015
OperationInvestment
(+) Real EstateIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Revenue 148.281.378 110.732.780 (25.776.361) 233.237.797
Cost of sales (131.613.906) (76.130.507) 25.776.361 (181.968.052)
Gross margin 16.667.472 34.602.273 - 51.269.745
Administration expenses (14.759.536) (12.202.088) - (26.961.624)
Other expenses by function - (858.574) - (858.574)
Other gains (losses) (642.706) 2.053.417 - 1.410.711
Operating margin 1.265.230 23.595.028 - 24.860.258
Financial income 652.907 74.404 - 727.311
Financial costs (5.905.738) (11.708.405) - (17.614.143)
Share of profit (loss) of associates 271.627 245.837 - 517.464
Foreign exchange gain/loss 1.732.127 4.441.490 - 6.173.617
Indexation for designated assets/liabilities for inflation (753.698) (1.709.298) - (2.462.996)
Net Income before tax (2.737.545) 14.939.056 - 12.201.511
Income tax expenses 1.118.482 (3.391.653) - (2.273.171)
Net Income (1.619.063) 11.547.403 - 9.928.340
Net Income attributable to non-controlling interests (428.913) (2.369.373) (1.130.454) (3.928.740)
Net Income attributable to owners of holding company (2.047.976) 9.178.030 (1.130.454) 5.999.600
Assets / liabilities of the segment 12/31/2015
OperationInvestment
(+) Real EstateIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Assets of the segment 167.895.890 813.746.205 (348.005.024) 633.637.071
Property, plant and equipment, net 27.542.805 334.690.582 587.724 362.821.111
Intangible assets other than goodwill 29.541.039 59.117.569 - 88.658.608
Others 110.812.046 419.938.054 (348.592.748) 182.157.352
Liabilities of the segment 163.902.392 563.340.283 (253.708.575) 473.534.100
Other current financial liabilities 7.955.641 55.288.085 (112.630) 63.131.096
Other non-current financial liabilities - 152.985.193 (506.833) 152.478.360
Others 155.946.751 355.067.005 (253.089.112) 257.924.644
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Cash flows 12/31/2015
OperationInvestment
(+) Real EstateIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Cash flows derived from (used in) operating activities 5.208.867 24.031.149 (1.626.864) 27.613.152
Cash flows derived from (used in) investment activities (4.574.009) (15.423.133) 20.539.010 541.868
Cash flows derived from (used in) financing activities 2.702.806 (151.229) (18.912.159) (16.360.582)
7.1.2) Additional information of sub-groups of cash flows:
a) Information at 31 December 2016:
Cash Flows - Subgroups of operation of: 12/31/2016
CasinoFood &
Beverages and HotelTotal
ThCh$ ThCh$ ThCh$
Cash flows derived from (used in) operating activities 29.686.432 139.691 29.826.123
Cash flows derived from (used in) investment activities (31.928.761) (5.817.403) (37.746.164)
Cash flows derived from (used in) financing activities 4.080.425 5.937.241 10.017.666
b) Information at 31 December 2015:
Cash Flows - Subgroups of operation of: 12/31/2015
CasinoFood &
Beverages and HotelTotal
ThCh$ ThCh$ ThCh$
Cash flows derived from (used in) operating activities (3.490.180) 15.826.930 12.336.750
Cash flows derived from (used in) investment activities 10.780.812 4.508.554 15.289.366
Cash flows derived from (used in) financing activities (261.369) (18.541.809) (18.803.178)
7.1.3) Additional information on subgroup accounts on income statement
a) Information at 31 December 2016:
Statement of income - subgroups of operation of: 12/31/2016
CasinoFood &
BeveragesHotel Total
ThCh$ ThCh$ ThCh$ ThCh$
Operating income 208.536.277 31.323.751 20.556.744 260.416.772
Financial costs (1.158.710) - (403.956) (1.562.666)
b) Information at 31 December 2015:
Statement of income - subgroups of operation of: 12/31/2015
CasinoFood &
BeveragesHotel Total
ThCh$ ThCh$ ThCh$ ThCh$
Operating income 172.598.655 30.089.599 17.837.352 220.525.606
Financial costs (2.334.379) - (1.244.132) (3.578.511)
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7.2) Geographic segments:
a) Information at 31 December 2016:
12/31/2016
National International Disposals Total
ThCh$ ThCh$ ThCh$ ThCh$
Revenues 191.687.242 83.622.734 (1.745.642) 273.564.334
Assets of the Segment 12-31-2016
National International Total
ThCh$ ThCh$ ThCh$
Assets of the Segment 287.956.860 286.714.857 574.671.717
Current assets 42.375.115 52.559.077 94.934.192
Non-current assets 212.199.234 233.911.197 446.110.431
Deferred tax assets 33.382.511 244.583 33.627.094
Cash flows 12/31/2016
National InternationalIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Cash flows derived from (used in) operating activities 30.581.847 8.828.336 111.461 39.521.644
Cash flows derived from (used in) investment activities (73.155.096) (12.810.613) 75.929.358 (10.036.351)
Cash flows derived from (used in) financing activities 51.368.676 4.914.322 (76.040.826) (19.757.828)
b) Information at 31 December 2015:
12/31/2015
National International Disposals Total
ThCh$ ThCh$ ThCh$ ThCh$
Revenues 148.430.378 86.658.281 (1.850.862) 233.237.797
Assets of the Segment 12-31-2015
National International Total
ThCh$ ThCh$ ThCh$
Assets of the Segment 330.769.211 302.867.860 633.637.071
Current assets 36.170.564 48.800.695 84.971.259
Non-current assets 263.432.876 254.039.603 517.472.479
Deferred tax assets 31.165.771 27.562 31.193.333
Cash flows 12/31/2016
National InternationalIntercompany eliminations
Total
ThCh$ ThCh$ ThCh$ ThCh$
Cash flows derived from (used in) operating activities 21.845.889 7.394.127 (1.626.864) 27.613.152
Cash flows derived from (used in) investment activities (21.523.353) 1.526.211 20.539.010 541.868
Cash flows derived from (used in) financing activities 2.849.801 (298.224) (18.912.159) (16.360.582)
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7.3) Revenue by country:
a) Information at 31 December 2016:
12/31/2016
Chile Uruguay Colombia Total
ThCh$ ThCh$ ThCh$ ThCh$
Gaming 143.790.508 64.291.562 454.207 208.536.277
Non-Gaming 46.151.092 18.778.748 98.217 65.028.057
Total 189.941.600 83.070.310 552.424 273.564.334
b) Information at 31 December 2015:
12/31/2015
Chile Uruguay Total
ThCh$ ThCh$ ThCh$
Gaming 102.802.249 69.796.406 172.598.655
Non-Gaming 43.777.267 16.861.875 60.639.142
Total 146.579.516 86.658.281 233.237.797
There are no external customers who individually represent more than 10% of the total income from ordinary business activities for each
reporting period.
NOTE 8 CASH AND CASH EQUIVALENTS
The composition of cash and cash equivalents on the balance sheet is as follows:
Item 12/31/2016 12/31/2015
ThCh$ ThCh$
Cash 15.477.139 13.437.686
Balance in Banks 14.909.579 19.099.587
Term deposits 10.149.424 -
Short term investments 1.053.441 480.701
Total 41.589.583 33.017.974
Cash included cash, cash equivalents, time deposits, and other short-term investments with an original maturity of 90 days or less. Time
deposits and mutual funds mature in less than 90 days from the acquisition date and accrue interest.
The composition by cash currency and cash equivalent balance is as follows:
Currency 12/31/2016 12/31/2015
ThCh$ ThCh$
Pesos (CLP) 21.391.675 12.923.266
Dollar (USD) 19.255.643 18.309.843
Argentinean Pesos (ARS) 854.484 1.723.464
Kuna (HRK) 12 2.219
Euro (EUR) 17.506 29.585
Colombian peso (COL) 70.263 29.597
Total 41.589.583 33.017.974
At the end of the reporting periods, there are no significant cash and cash equivalent restrictions.
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NOTE 9 OTHER ASSETS, CURRENT AND NON-CURRENT
a) The breakdown of other non-current assets is as follows:
Conceptos 12/31/2016 12/31/2015
ThCh$ ThCh$
Prepaid expenses (i) 2.734.174 1.548.830
Other assets 66.420 98.115
Total 2.800.594 1.646.945
(i) Mainly includes contractual rights for insurances and anticipated leasing.
b) The breakdown of other assets, non-current, is as follows:
Conceptos 12/31/2016 12/31/2015
ThCh$ ThCh$
Prepaid expenses 291.642 506.467
Other assets - 24.421
Total 291.642 530.888
NOTE 10 TRADE AND OTHER RECEIVABLES, CURRENT
a) The composition of trade and other current receivables is as follows:
12/31/2016 12/31/2015
Current Current
Gross Value Allowance for
bad debtNet Value Gross Value
Allowance for bad debt
Net Value
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Trade accounts receivable, undocumented (i)
13.484.818 (1.425.215) 12.059.603 12.113.547 (984.528) 11.129.019
Notes receivable, documented 31.051.408 (8.758.292) 22.293.116 29.719.548 (6.680.705) 23.038.843
General accounts receivable 3.088.209 - 3.088.209 3.748.338 - 3.748.338
Total 47.624.435 (10.183.507) 37.440.928 45.581.433 (7.665.233) 37.916.200
(i) It includes invoices and accounts receivable from Transbank (corresponds to the collection for the acceptance of bank debit and
credit cards at points of sale).
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b) The composition of trade receivables with uncollected, outstanding, and unimpaired balances, according to their issue date, is as follows:
Balances at 31 December 2016 are as follows:
from 0 to 30 daysfrom 31 to 60
daysfrom 61 to 90
daysfrom 91 to 120
daysfor more than
120 days12-31-2016
Item
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Trade accounts receivable, undocumented
9.548.140 1.073.989 401.278 222.298 813.898 12.059.603
Trade accounts receivable, documented
13.182.231 1.739.006 705.215 1.120.900 5.545.764 22.293.116
General accounts receivable 2.736.966 351.243 - - - 3.088.209
Total 25.467.337 3.164.238 1.106.493 1.343.198 6.359.662 37.440.928
Balances at 31 December 2015, are as follows:
from 0 to 30 daysfrom 31 to 60
daysfrom 61 to 90
daysfrom 91 to 120
daysfor more than
120 days12-31-2015
Item
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Trade accounts receivable, undocumented
8.010.063 711.086 343.732 212.054 1.852.084 11.129.019
Trade accounts receivable, documented
13.714.786 4.021.492 1.016.573 836.573 3.449.419 23.038.843
General accounts receivable 3.028.081 720.257 - - - 3.748.338
Total 24.752.930 5.452.835 1.360.305 1.048.627 5.301.503 37.916.200
c) Rollforward of the Allowance for Doubtful accounts:
Transactions12/31/2016 12/31/2015
ThCh$ ThCh$
Initial balance (7.665.233) (3.053.070)
Other increases (decreases) due to variation in Foreign currency 483.933 (509.728)
Reversal (impairment) of the reporting period (7.314.807) (5.827.841)
Write-offs of the reporting period 4.312.600 1.725.406
Closing balance (10.183.507) (7.665.233)
The company periodically assesses if there is impairment of trade and other receivables.
The criteria used to determine if there is objective evidence of
impairment loss are as follows:
- Portfolio Maturity
- Account Receivable
- Specific market signs, and
- Specific impairment events (default)
Once pre-legal and legal debt collection management has been
exhausted, assets are written off against the measured impairment.
The company only applies the impairment method and not the
direct write-off method for better control.
Historically renegotiations are not significant nor typical. The
policy is analyzed on a case-by-case basis based on risk, and,
if appropriate, the Company will move forward with legal
proceedings in order to settle the receivable.
At 31 December 2016, the number of renegotiated customers was
25 and their debt totaled ThCh$ 153.930. At 31 December 2015,
the number of renegotiated customers was 77 and their debt
totaled ThCh$ 261.170.
Impairment is conducted for each specific customer.
Maximum exposure to credit risk at the reporting period dates is
the carrying amount for each type of trade and other receivables.
When appropriate and as part of its credit analysis, Enjoy S.A. may
request a guarantee from its customers.
NOTE 11 BALANCES AND TRANSACTIONS WITH RELATED ENTITIES
Accounts receivables and payables at 31 December 2016 and
2015, respectively, are broken down in the following charts:
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a) Accounts receivable from related entities, current
Taxpayer ID Name of related Party Country of Origin Currency Type Nature of the relationship 12/31/2016 12/31/2015
ThCh$ ThCh$
79.964.280-8 Antonio Martinez y Cía. III Chile CLP Common shareholder - 51.927
99.598.660-4 Casino de Colchagua S.A. Chile CLP Affiliate 42.418 267.217
59.102.800-6 Limari Finances Inc. Panamá USD Common shareholder - 58.477
Foreigner Cela S.A. Argentina ARS Joint Venture 1.035.035 862.850
Foreigner Casino Grad D.D. Croacia HRK Affiliate 737.540 788.630
Total 1.814.993 2.029.101
Accounts receivable from related entities refer to current commercial operations in market conditions, agreed in pesos. Certain receivables
bear interest and have an indexation clause.
Transactions with related companies are charged immediately or upon 30 days. These operations abide by the provisions of Title XVI of
Law No. 18.046.
b) Accounts receivable from related entities, non-current
Taxpayer IDName of related Party
Country of Origin Currency TypeNature of the relationship
12/31/2016 12/31/2015
ThCh$ ThCh$
96.956.110-7Hotel Santa Cruz Plaza S.A.
Chile CLPCommon shareholder
637.139 637.139
Total 637.139 637.139
c) Accounts payable to associates, current:
Taxpayer IDName of related Party
Country of Origin Currency TypeNature of the relationship
12/31/2016 12/31/2015
ThCh$ ThCh$
Key executives (1) Chile CLP Key executives 746.645 889.337
Foreigner Cela S.A. Argentina ARS Joint Venture 2.182.531 3.049.057
ForeignerBaluma Holding S.A. (3)
EEUU USDCommon shareholder
126.755.462 1.091.539
99.598.660-4Casino de Colchagua S.A.
Chile CLP Affiliate 1.305.794 1.100.593
78.422.870 -3Inv. e Inmobiliaria Almonacid Ltda. (2)
Chile CLP Shareholder - 852.423
88.403.100-1Inv. Cumbres Ltda. (2)
Chile CLP Shareholder - 175.308
Total 130.990.432 7.158.257
The accounts payable relate to trade under market conditions agreed in pesos. They bear interest and have an indexation clause.
1. At December 31, 2016 and 2015, it includes a provision for performance bonus associated with the compensation plan for the
executive officers based on meeting a series of indicators and predefined targets. This bonus is paid in March, each year.
2. At December 31, 2015, it includes the provision for 30% of the minimum dividend for 2015 (See note 27 letter d).
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d) Accounts payable to related entities, non-current:
Taxpayer IDName of related Party
Country of Origin Currency TypeNature of the relationship
12/31/2016 12/31/2015
ThCh$ ThCh$
ForeignerBaluma Holding S.A. (3)
EE.UU USDCommon shareholder
- 132.365.293
Total - 132.365.293
3. At December 31, 2015, corresponds to the existing obligation
with Baluma Holdings S.A., which has investments in Enjoy S.p.A,
or its designee, which is generated by valuing the PUT option
of Baluma Holdings (seller) with Enjoy Spa Holdings (Buyer),
for shares representing 55% of the stake in Baluma S.A. This
obligation is valued at present value from the earliest date that
the option can be exercised, whose exercise period expires on 31
May 2018. This obligation has been classified in Accounts payable
to related entities, current, since according to the agreement
dated December 30, 2016, the option was to be exercised January
30, 2017.
Balances receivable and payable to related parties relate to the
normal operations in terms of their purpose and conditions; certain
of which bear interest. Transactions with related companies are
of immediate payment or to 30 days. These operations are in
accordance with the provisions of Title XVI of the Act No. 18,046
on Joint Stock Corporations.
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e) Transactions
At 31 December 2016 and 2015, the main transactions with related parties were as follows:
12/31/2016 12/31/2015
Taxpayer ID related party
Name of related partyNature of the relationship
Description of the transaction Country Currency
Effect on income
(debit) credit
Effect on income (debit) credit
ThCh$ ThCh$ ThCh$ ThCh$
59.102.800-6 Limari Finances Inc. Common Shareholder Impairment Panamá USD 58.477 (58.477) - -
59.102.800-6 Limari Finances Inc. Common Shareholder Exchange difference Panamá USD - - 8.515 8.515
77.438.400-6 Antonio Martínez y Cía. III Common Shareholder Impairment Chile Pesos 51.927 (51.927) - -
77.438.400-6 Antonio Martínez y Cía. Common Shareholder Sale of services and others Chile Pesos - - 19.201.378 16.135.612
77.438.400-6 Antonio Martínez y Cía. Common Shareholder Collection of trade receivables Chile Pesos - - 7.762.823 -
77.438.400-6 Antonio Martínez y Cía. Common ShareholderPurchase of services and others
Chile Pesos - - 1.902.787 (1.598.981)
77.438.400-6 Antonio Martínez y Cía. Common Shareholder Payments to suppliers Chile Pesos - - 1.692.686 -
77.438.400-6 Antonio Martínez y Cía. Common Shareholder Loans granted Chile Pesos - - 1.215.780 -
77.438.400-6 Antonio Martínez y Cía. Common Shareholder Collection of loans granted Chile Pesos - - 6.854.813 -
77.438.400-6 Antonio Martínez y Cía. Common Shareholder Debt recognition interest Chile Pesos - - 196.456 196.456
99.598.660-4 Casino de Colchagua S.A. Affiliate Sale of management services Chile Pesos 367.029 205.507 546.385 459.147
99.598.660-4 Casino de Colchagua S.A. AffiliateCollection of management services
Chile Pesos 450.640 - 379.161 -
99.598.660-4 Casino de Colchagua S.A. AffiliateReimbursement of expenses incurred
Chile Pesos 1.470 - 130 -
99.598.660-4 Casino de Colchagua S.A. AffiliatePayment of reimbursement expenses incurred
Chile Pesos 1.470 - 130 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Commercial interest Chile Pesos 52.868 52.868 33.524 (33.524)
99.598.660-4 Casino de Colchagua S.A. Affiliate Borrowings Chile Pesos 480.000 - 360.000 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Payment of borrowings Chile Pesos 328.160 - - -
99.598.660-4 Casino de Colchagua S.A. Affiliate Loans granted Chile Pesos - - 14.884 -
99.598.660-4 Casino de Colchagua S.A. Affiliate Collection of loans granted Chile Pesos 141.188 - 14.883 -
99.598.660-4 Casino de Colchagua S.A. AffiliatePurchase of services and others
Chile Pesos 494 (494) - -
Foreign Baluma Holding S.A. Common ShareholderValuation of obligation for PUT 55% Baluma S.A. shares (exchange difference)
EEUU USD 6.638.827 - 26.772.126 -
Foreign Casino Grad D.D. Affiliate Exchange difference Croacia Kunas 51.090 (51.090) 59.099 59.099
Various Key executives Key executives Increase during the period Chile Pesos 746.645 (746.645) 889.337 (889.337)
Various Key executives Key executives Payments to suppliers Chile Pesos 889.337 - 716.000 -
Foreign Cela S.A. Joint venture Sale of services and others Argentina ARG$1.104.619
1.104.6191.672.076
1.405.106
Foreign Cela S.A. Joint venture Collection of trade receivables Argentina ARG$758.714
(758.714)1.015.634
-
Foreign Cela S.A. Joint venture Tax withholding Argentina ARG$ - - 308 (308)
Foreign Cela S.A. Joint venture Interest accrued Argentina ARG$ - - 93.490 (93.490)
Foreign Cela S.A. Joint venture Exchange difference Argentina ARG$ 1.097.699 (1.097.699) (41.490) 41.490
Foreign Cela S.A. Joint venturePurchase of services and others
Argentina ARG$ 6.717 (6.717) 2.858 (2.858)
Foreign Cela S.A. Joint venture Borrowings Argentina ARG$ 50.735 - 708.925 -
Foreign Baluma Holding S.A. Common ShareholderOpening balances Baluma S.A. (exchange difference)
EEUU USD - - 158.945 (158.945)
78.422.870-3Inv. e Inmobiliaria Almonacid Ltda.
Parent CompanyAccrual additional dividend year 2014
Chile Pesos - - 315.849 -
78.422.870-3Inv. e Inmobiliaria Almonacid Ltda.
Parent CompanyAccrual additional dividend year 2015
Chile Pesos 568.406 - 852.423 -
78.422.870-3Inv. e Inmobiliaria Almonacid Ltda.
Parent Company Dividend payment Chile Pesos 1.420.829 - 789.519 -
88.403.100 - 1 Inv. Cumbres Ltda. Parent CompanyAccruel additional dividend year 2014
Chile Pesos - - 65.025 -
88.403.100 - 1 Inv. Cumbres Ltda. Parent CompanyAccrual additional dividend year 2015
Chile Pesos 117.018 - 175.308 -
88.403.100 - 1 Inv. Cumbres Ltda. Parent Company Dividend payment Chile Pesos 292.326 - 162.439 -
IAS 24 provides that it will disclose that transactions between related parties have been carried out in equal conditions to the transactions
with mutual independence between the parties, only if such terms can be substantiated.
Charges and payments have been made to the accounts receivable from related parties, due to sales turnover of materials, equipment,and
services.
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Sales and services have a short-term maturity.
f) Compensation to key management executives and administrators
The company is managed by a Board composed of 9 members,
who remain for a period of 3 years and may be reappointed.
For these purposes, the company has defined key executives
as the ones who define macro policies and guidelines for the
company and that directly affect business results, including
frontline Executives, General Managers, and Directors.
f.1) Directors Committee
In accordance with Article 50-bis of Law No. 18.046, Enjoy S.A.
has a committee of 3 members who have the faculties referred to
in that Article.
f.2) Salaries and other benefits
Board members and other key executives of Enjoy S.A. have
earned the salaries described below, as the Directors wages, listed
in the following exercises:
Item
12/31/2016 12/31/2015
ThCh$ ThCh$
Wages 1.734.689 1.837.391
Board fees 372.082 402.150
NOTE 12 INVENTORIES
At 31 December 2016 and 31 December 2015, this item consists of the following:
Item 12/31/2016 12/31/2015
ThCh$ ThCh$
Perishables 601.743 571.709
Non-perishables 276.142 415.978
Beverages 873.927 778.627
Gaming articles 538.179 371.792
Gift shop articles 159.866 177.559
Consumables and supplies 1.581.580 1.110.306
Advertisement material 152.550 166.267
Other inventories 260.584 289.585
Provision for obsolescence (321.213) (289.088)
Total 4.123.358 3.592.735
12/31/2016 12/31/2015
ThCh$ ThCh$
Costs of inventory recognized as expenses during the period (19.865.534) (18.300.474)
The company periodically assesses the net realizable value of its
inventories.
Assets included in inventories are valued at the lowest value
between their acquisition costs and net realizable value. The
company has no inventories pledged as collateral to the closing
date of each reported year.
The company has no inventory on consignment at the close of
each reported year. Inventories of the company have a turnover
under a year.
The impairments loss the inventory was ThCh$ 36.790 and
ThCh$ 21,110 as of December 31, 2016 and 2015 respectively. These
decreases are recognized in the cost of sales item in the income
statement.
The company is monitoring monthly if there is evidence of
impairment of inventories and recording such against results
when there is evidence.
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NOTE 13 CURRENT TAX RECEIVABLE ANDPAYABLE
a) Current tax assets
Breakdown of current tax assets net to 31 December 2016 and 2015 is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Excess of monthly provisional payments over current taxes payable by tax-paying entity 1.314.590 598.375
Provisional payment for profits absorbed (i) 3.600.175 3.607.955
Other refundable taxes (ii) 2.249.971 2.561.974
Total 7.164.736 6.768.304
(i) The companies requesting refundable taxes for provisional payment due to absorbed profits are under review by the IRS, that is in
the process of validating the credits for first category tax and tax losses that caused them.
(ii) Includes supervised credit and donations.
b) Current tax liability
Breakdown of current tax liabilities nets, to 31 December 2016 and 2015 is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Income taxes payable 1.000.521 2.092.347
Single tax liability (35%) 615.281 941
Total 1.615.802 2.093.288
NOTE 14 OTHER FINANCIAL ASSETS, NON-CURRENT
The breakdown of other non-current financial assets to 31 december 2016 and 2015 is as follows:
Institution Instruments12/31/2016 12/31/2015
ThCh$ ThCh$
Club Unión El Golf S.A. (i) Shares 3.200 3.800
Pacifico V Región S.A. (i) Shares 3.365 3.152
Almendral S.A. (i) Shares 3.364 3.584
Call option shares of Baluma S.A. (a) Call Option - 45.440.046
Call option shares of FIP BP Capital (b) Call Option 9.750.157 4.475.366
Instrumentos derivados Euroamérica Swap 4.285.894 1.974.987
Others 47.612 44.662
Total 14.093.592 51.945.597
(i) These instruments are valued at the end of each year reporting at market value if there is any market for them.
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a) Call option of Baluma S.A. shares
The Call Option represents the value of the Call and Put contracts
agreed by Enjoy and Caesars Entertainment Corporation. Baluma
has a call contract with two options, one where Enjoy buys 55% of
Casino at a defined price, the “Call”, and the other where Caesars
Entertainment Corporation sells the rest of the shares in Baluma
to Enjoy at a defined price, the “Put”. According to the contract,
three years after 31 May 2013, Enjoy or Caesars Entertainment
Corporation may exercise the “Call” or “Put”, respectively. The
option will expire in five years. If Enjoy chooses to exercise the
“Call” that price will be the higher of the “Original Equity Valuation”
or the “Strike Price Equity Valuation” and if Caesars exercises the
“Put”, the price will be the lower of the “Original Equity Valuation”
and the “Strike Price Equity Valuation “.
On December 30, 2016, Inversiones Enjoy SpA., Enjoy S.A. and
Baluma Holding S.A. signed an agreement promising each other
to establish the bases for financing the amount to be paid for 55%
of Baluma S.A. and for Baluma Holdings S.A. to exercise the PUT
option, thereby rejecting the CALL option in force. The above
means that the value of the “Call Option” asset will be zero, with
an impairment of ThCLP$ 43.846.289 (USD 65.5 million) being
recorded. See note 28 – Composition of relevant results e) Other
gains (losses).
b) Call option of FIP BP Capital shares
Enjoy S.A., has an irrevocable Call option granted by the FIP
for all shares owned by the subsidiary Company Inversiones
Inmobiliarias Enjoy S.p.A. Enjoy S.A. can exercise the call option,
partially or fully up to 8 years from 19 January 2015. The purchase
price for each share will be the result of the subscription price of
the shares, which is 1.32386 UF (indexed units), for each one of
these increased at 2% annual compounded, calculated for annual
prices expiring between the start date and the effective date of
price payment.
To value this purchase option, the Company used the Binomial
Tree methodology, being consistent with the methodology used
to value its other option. In the determination of fair value for the
valuation of the financial assets that are recorded through changes
in its fair value, the management ordered studies conducted by
independent third parties that incorporate assumptions such as
the determination of the risk free rate, valuation of the underlying
asset and the real estate price (see note 23 letter d).
The positive change in the Call option from December 31, 2015 to
December 31, 2016 was ThCLP$ 5.090.997, which was recorded in
the Statement of income by function under Other gains (losses).
As a result of the above, the valuation of the Call option at
December 31, 2016 rose to ThCLP$ 9.750.157.
c) Reconciliation of level 3 fair value measurements
Call option shares of Baluma S.A.
12/31/2016 12/31/2015
ThCh$ ThCh$
Balance at 1 January 45.440.046 39.163.892
Impairment (43.846.289) -
Revaluation increase/(decrease) 994.812 (277.156)
Effect of foreign currency exchange differences (2.588.569) 6.553.310
Balance at 31 December - 45.440.046
Call option shares of FIP BP Capital
12/31/2016 12/31/2015
ThCh$ ThCh$
Balance at 1 January 4.475.366 -
Revaluation increase/(decrease) 5.090.997 4.475.366
Indexation for designated assets for inflation 183.794 -
Balance at 31 December 9.750.157 4.475.366F
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NOTE 15 INTEREST IN SUBSIDIARIES
a) Summary of financial information of significant subsidiaries
The summary of financial information of the subsidiaries included in consolidation to 31 December 2016 is as follows:
Company Country of
acquisition
Functional
currency Percentage
Current
Assets
Non-
current
assets
Current
Liabilities
Non-
current
liabilities
Revenue ExpensesIncome
(loss)
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Enjoy Gestión Ltda. Chile CLP 99,98% 121.349.268 77.704.388 197.698.283 - 191.622.859 (193.868.447) (2.245.588)
Inversiones Enjoy S.p.A. Chile CLP 100,00% 57.541.489 239.723.486 261.910.671 42.021.236 84.578.051 (129.531.102) (44.953.051)
Inversiones Inmobiliarias Enjoy S.p.A. Chile CLP 63,20% 28.575.455 157.472.741 11.095.145 97.917.812 23.987.430 (17.564.248) 6.423.182
Total 207.466.212 474.900.615 470.704.615 139.939.048 300.188.340 (340.963.797) (40.775.457)
The summary of financial information of the subsidiaries included in consolidation to 31 December 2015 is as follows:
Company Country of
acquisition
Functional
currency Percentage
Current
Assets
Non-
current
assets
Current
Liabilities
Non-
current
liabilities
Revenue ExpensesIncome
(loss)
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Enjoy Gestión Ltda. Chile CLP 99,98% 74.537.059 85.265.726 155.912.289 - 148.281.378 (150.311.093) (2.029.715)
Inversiones Enjoy S.p.A. Chile CLP 100,00% 54.087.437 306.835.943 133.518.666 181.417.301 87.675.342 (93.021.133) (5.345.791)
Inversiones Inmobiliarias Enjoy S.p.A. Chile CLP 63,20% 24.894.529 163.801.395 10.304.751 101.515.813 23.057.438 (15.734.399) 7.323.039
Total 153.519.025 555.903.064 299.735.706 282.933.114 259.014.158 (259.066.625) (52.467)
b) Investments in significant subsidiaries
b1.) At 21 January 2015, the Superintendency of Securities
and Insurance was informed that the subsidiary, Inversiones
Inmobiliarias Enjoy S.p.A., direct subsidiary of Enjoy, through
which it develops its Chilean real estate business, had successfully
completed a capital increase totaling $19.498,874.230, which was
signed on to by the private investment fund Private Investment
Fund BP Preferred Shares, with which it will hold 36.8% of
company, represented in Series B preferred shares, whereby Enjoy
S.A. holds 63.2% through Series A ordinary shares. According to
the statutes of Inversiones Inmobiliarias Enjoy S.p.A, its shares are
divided among Series A ordinary and Series B preference shares.
The preference has a term of 8 years starting from 21 January 2015.
Regarding the preferences of Series B, in general terms, each of
these shares shall be entitled to receive a preferential dividend. If
there is insufficient income in a period, the preferential dividend
may be paid from accrued or retained earnings. Furthermore,
dividend distributions may be made on the Series A shares only
when current year income is sufficient and preferential dividend
obligations have been taken into account first. Series B shares
have the right to appoint a Director of the five of that make up the
Board of the Inversiones Inmobiliarias Enjoy S.p.A. In this regard,
certain matters may be agreed upon with a vote by the director
appointed by the Series B Shares or unanimity of shares issued
with the right to vote of the Series B, depending on whether the
matter is under jurisdiction of the board or the shareholders.
These issues relate to the provision of real property, transactions
with related parties, entering into contracts, and modifications of
the company or its subsidiaries, among others.
b.2) On 31 December of 2015, partners of the company Antonio
Martínez y Cía. (AMC) and the company Enjoy Gestión Ltda.,
earned into agreement which transferred control to Enjoy
Gestión. Additionally, the AMC Partners transferred control to
Enjoy Gestión Ltda., who acquires the right to receive income
generated and/or distributed by the Company starting from that
agreement’s date. In turn, Enjoy Gestión agrees to review, extend,
and/or modify existing contracts between the parties. The above
transfer of rights is executed to gain control of the Company and
prepare for the bidding process and awarding of the license to
operate the Viña del Mar Casino under the new regulation.F
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NOTE 16 INVESTMENTS IN ASSOCIATES
a) Summarized relevant information for investments in associates
Information at 31 December 2016:
CompanyCountry of
acquisition
Functional
currency
Percentage
of interest
Current
Assets
Non-
current
assets
Current
Liabilities
Non-
current
liabilities
Revenue ExpensesIncome /
Loss (net)
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Casino de Colchagua S.A. Chile CLP 40,00% 4.625.507 523.284 1.493.038 - 5.515.982 (4.348.892) 1.167.090
Cela S.A. Argentina ARS 53,00% 8.721.951 6.692.211 4.499.232 2.663.994 18.445.864 (17.439.989) 1.005.875
Casino Grad d.d. Croacia HRK 46,54% 130.621 - 342 2.137.975 - (20.905) (20.905)
Total 13.478.079 7.215.495 5.992.612 4.801.969 23.961.846 (21.809.786) 2.152.060
Information at 31 December 2015:
CompanyCountry of
acquisition
Functional
currency
Percentage
of interest
Current
Assets
Non-
current
assets
Current
Liabilities
Non-
current
liabilities
Revenue ExpensesIncome /
Loss (net)
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Casino de Colchagua S.A. Chile CLP 40,00% 3.968.235 774.791 1.434.365 - 5.096.905 (4.214.679) 882.226
Cela S.A. Argentina ARS 53,00% 8.173.643 8.371.917 3.580.683 2.376.502 21.031.915 (20.394.970) 636.945
Casino Grad d.d. Croacia HRK 46,54% 144.824 - 532 2.294.345 - (74.424) (74.424)
Total 12.286.702 9.146.708 5.015.580 4.670.847 26.128.820 (24.684.073) 1.444.747
b) Investments in associates and jointly controlled companies
Accounting movements for the year ended December 31, 2016 and December 31, 2015 are as follows:
Company
Main ActivityCountry of
acquisition
Functional
currency
Porcentaje de
Participación
Balance at Share of
profit (loss)
Translation
differences
Other
increases Balance at
1/1/2016 of
associates(decreases) 12-31-2016
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Casino de Colchagua S.A.
(investment)
Casino de Juegos
Santa CruzChile CLP 40,00% 2.083.873 385.572 - (327.998) 2.141.447
Casino de Colchagua S.A.
(goodwill)
Casino de Juegos
Santa CruzChile CLP 30,00% 131.615 - - - 131.615
Casino Grad d.d.Casino de Juegos
CroaciaCroacia HRK 46,54% (999.774) (9.729) 75.924 - (933.579)
Cela S.A. (investment)Casino de Juegos
MendozaArgentina ARS 53,00% 6.240.451 513.934 (1.663.407) (421.996) 4.668.982
Cela S.A. (goodwill)Casino de Juegos
MendozaArgentina ARS 53,00% 2.112.244 - (309.770) - 1.802.474
Total 9.568.409 889.777 (1.897.253) (749.994) 7.810.939
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Company Main ActivityCountry of acquisition
Functional currency
Porcentaje de Participación
Balance at Share of
profit (loss)Translation differences
Other increases
Balance at
1/1/2015 of
associates(decreases) 12-31-2015
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Casino de Colchagua S.A. (investment)
Casino de Juegos Santa Cruz
Chile CLP 40,00% 1.953.435 271.627 - (141.189) 2.083.873
Casino de Colchagua S.A. (goodwill)
Casino de Juegos Santa Cruz
Chile CLP 30,00% 131.615 - - - 131.615
Casino Grad d.d. Casino de Juegos Croacia
Croacia HRK 46,54% (913.921) (34.637) (51.216) - (999.774)
Cela S.A. (investment)Casino de Juegos Mendoza
Argentina ARS 53,00% 7.827.522 280.474 (1.867.545) - 6.240.451
Cela S.A. (goodwill)Casino de Juegos Mendoza
Argentina ARS 53,00% 2.771.840 - (659.596) - 2.112.244
Total 11.770.491 517.464 (2.578.357) (141.189) 9.568.409
NOTE 17 SHARES IN JOINT VENTURES
The shares Enjoy S.A. holds in joint ventures correspond to the
investment Cela S.A., which is an investment that is accounted for
using the equity method. Enjoy holds an indirect stake through
the subsidiary Inversiones Enjoy S.p.A of 53% in Cela S.A. whose
ownership and control is shared with the Camsen group of
Argentina.
CELA S.A.
On 27 March 2008, Enjoy International Ltda., named Inversiones
Enjoy S.p.A, direct subsidiary of Enjoy S.A., signed a framework
agreement to acquire a 50% share in the companies Cela S.A. and
K -Bin S.A.
On 29 December 2008, Enjoy International Ltda., Inversiones
Enjoy S.p.A. transferred the shareholding of Cela S.A. and K-Bin
SA to its Chilean subsidiary Inversiones Andes Entretencion Ltda.
The investment undertaken by Inversiones Andes Entretención
Ltda. will be the result of a negotiation established in the
aforementioned framework agreement, initially estimated at
approximately US $ 32.000.000. To date, US$ 31.604.636
have been paid under this agreement, completing the pledged
contributions.
Inversiones Andes Entretención Limitada, an indirect subsidiary
of Enjoy S.A., increased its share from 50% to 53%. It should be
noted that the described operation did not imply a change in
control of that company because the statute provides two shares
classes (A for the Argentinean group and B for Enjoy S.A.), and
requires most actions to be enjoined by each class to control the
company. Holding 6% of Class A shares by Enjoy does not imply
control of class A.
According to the above, there are no contributions or outstanding
accounts relating to the Framework Agreement. Neither are there
assets and liabilities that must be separately disclosed as a result
of the joint venture agreement.
As of 31 December 2016, dividends have been received from
Argentina Cela S.A.
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NOTE 18 INTANGIBLE ASSETS OTHER THAN GOODWILL
a) Composition
The breakdown of this item as of 31 December 2016 is as follows:
Gross AssetAccumulated Amortization
Net Asset
ThCh$ ThCh$ ThCh$
Casino gaming operating permits (1) 112.747.402 (46.412.344) 66.335.058
Advisory agreement Casino Rinconada (2) 13.041.720 (6.063.949) 6.977.771
Other intangibles necessary to get operating permit (3) 5.628.871 (3.165.188) 2.463.683
Software 9.602.023 (6.791.362) 2.810.661
Permit related to water rights 291.736 - 291.736
Total 141.311.752 (62.432.843) 78.878.909
As of 31 December 2015:
Gross AssetAccumulated Amortization
Net Asset
ThCh$ ThCh$ ThCh$
Casino gaming operating permits (1) 116.285.991 (41.834.496) 74.451.495
Advisory agreement Casino Rinconada (2) 13.041.720 (5.153.805) 7.887.915
Other intangibles necessary to get operating permit (3) 5.624.672 (2.821.228) 2.803.444
Software 9.128.177 (5.877.938) 3.250.239
Permit related to water rights 265.515 - 265.515
Total 144.346.075 (55.687.467) 88.658.608
1. See note 18, letter c).
2. As part of the acquisition and takeover of Salguero Hotels Chile S.A. (now Casino Rinconada S.A.), the subsidiary of Enjoy, Enjoy
Consultora S.A., acquired a consultancy contract which gives rights to provide consultancy on the operation of the Casino during
the term of the operating permit. Enjoy Consultora S.A. paid USD 24.780.482 (ThCh$13.041.720) for the acquisition of this contract.
This contract pays Enjoy Consultora S.A, a monthly amount equivalent to 2 % of net gaming revenue and 10% of EBITDA generated
by the operating company. Note that the revenue and cost of sales are eliminated, as applicable, in the process of consolidation of
the Consolidated Financial Statements of Enjoy S.A. and subsidiaries.
3. This item includes expenditures related to costs necessary to obtain the operating permit, such as improvements in Ruinas de
Huanchaca in the city of Antofagasta, road improvements, and roadwork for the community in the communes where the operation
permit is set. These disbursements are made only once, either at the time of receiving the municipal grant or renewal thereof and/
or when the operating permit for casino games under Law No. 19,995 is obtained.
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The breakdown of other intangibles necessary to obtain the operating permit for each of the periods under review is as follows: At 31
December 2016:
Item Gross AssetAccumulated Amortization
Net Asset
ThCh$ ThCh$ ThCh$
Disbursements necessary to obtain operating permits:
Land and road infrastructure Antofagasta 2.892.721 (1.496.465) 1.396.256
Ruins Museum of Huanchaca 2.062.791 (1.043.674) 1.019.117
Works and premises of Viña del Mar restaurant 457.150 (457.150) -
Land and road infrastructure Coquimbo 144.046 (140.525) 3.521
Road infrastructure Rinconada los Andes 67.964 (25.827) 42.137
Others 4.199 (1.547) 2.652
Total 5.628.871 (3.165.188) 2.463.683
As of 31 of December, 2015:
Item Gross AssetAccumulated Amortization
Net Asset
ThCh$ ThCh$ ThCh$
Disbursements necessary to obtain operating permits:
Land and road infrastructure Antofagasta 2.892.721 (1.310.351) 1.582.370
Ruins Museum of Huanchaca 2.062.791 (896.332) 1.166.459
Works and premises of Viña del Mar restaurant 457.150 (457.150) -
Land and road infrastructure Coquimbo 144.046 (137.004) 7.042
Road infrastructure Rinconada los Andes 67.964 (20.391) 47.573
Total 5.624.672 (2.821.228) 2.803.444
b) Report of transactions
Movement of intangible assets at 31 December 2016 are as follows:
Operating permit gaming
casino, net
Consultancy Agreement Rinconada
Casino
Other intangibles
necessary to get operating
permit
Software, NetWater rights, easement and
mining protestsTotal
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Opening balance at 1 January 74.451.495 7.887.915 2.803.444 3.250.239 265.515 88.658.608
Additions - - - 885.615 26.221 911.836
Other increases (decreases) due to variations in Foreign currency
(3.238.636) - - (217.492) - (3.456.128)
Amortization expenses (4.877.801) (910.144) (343.960) (1.055.884) - (7.187.789)
Other increases (decreases) - - 4.199 (51.817) - (47.618)
Total 66.335.058 6.977.771 2.463.683 2.810.661 291.736 78.878.909
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Movement of intangible assets at 31 December 2015 are as follows:
Operating permit gaming
casino, net
Consultancy Agreement Rinconada
Casino
Other intangibles
necessary to get operating
permit
Software, NetWater rights, easement and
mining protestsTotal
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Opening balance at 1 January 72.436.452 8.798.059 3.182.200 3.415.209 265.515 88.097.435
Additions - - - 417.403 - 417.403
Other increases (decreases) due to variations in Foreign currency
8.195.634 - - 296.509 - 8.492.143
Amortization expenses (6.180.591) (910.144) (378.756) (1.004.094) - (8.473.585)
Other increases (decreases) - - - 125.212 - 125.212
Total 74.451.495 7.887.915 2.803.444 3.250.239 265.515 88.658.608
Software licenses are received through non-renewable contracts;
for this, the company has set a useful life for them of 3 to 5 years.
They are amortized on a straight-line basis over their estimated
useful lives; depreciation of each reporting year is recognized in
income statement, in the item cost of sales. According to IAS 36,
impairment tests must be made to the value of the recoverable
assets whenever there is an indication that the asset may have
suffered impairment. It even states that the recoverable amount
of an intangible asset with an indefinite useful life is measured
annually regardless of whether there is any indication that it
might be impaired. The main intangible assets of the company
and its subsidiaries have a finite useful life such as; operating
permits of casino games. In the case of single intangible assets
with an indefinite useful life, such as water rights and easements,
based on an analysis of all of the relevant factors, there is no
foreseeable limit to the period over which the asset is expected to
generate net cash inflows for the entity. For the fiscal year ended
31 December 2015 and 2014, the assets of finite usefull life show
no signs of impairment. The charge to income for amortization
of intangibles for the years ended 31 December 2016 and 2015
was ThCh$7.187.789 and ThCh$8.473.585, respectively. At 31
December 2016 and 2015, no relevant intangible assets were
pledged as collateral.
As of December 2016, there were no material engagements for
the acquisition of intangible assets. No relevant, fully amortized
intangible assets are in use at 31 December 2016 and 2015.
c) Casino operation permits
c.1) Municipal License and other Foreign Licenses
In this area, the following concept associated with the municipal license of casinos and other foreign ones to 31 December 2016 is included:
Gross AssetAccumulated Amortization
Net Asset
ThCh$ ThCh$ ThCh$
License Pucón 1.700.000 (1.675.862) 24.138
License Coquimbo 4.422.000 (4.342.953) 79.047
License Uruguay 11.380.990 (1.704.174) 9.676.816
Total 17.502.990 (7.722.989) 9.780.001
The licenses apply to single payments made to the Municipality of Coquimbo and Pucon for the casino operating license and are amortized
on a straight-line basis over the term of the license. The amortization for each period is recognized in the income statement, in costs of
sales. In the case of the license of Uruguay, this payment is the amount of the additional fee paid to the Uruguayan Government for the
renewal of the license agreement, effective from 1 January 2016 of the gaming casino Conrad, located in Punta del Este.
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c.2) Casino Operating License acquired in a business combination
Gross AssetAccumulated Amortization
Net Asset
ThCh$ ThCh$ ThCh$
Operaciones Integrales Coquimbo Ltda. (i) 1.396.332 (1.371.427) 24.905
Enjoy Gestión Ltda. (i) 3.102.223 (3.046.892) 55.331
Slots S.A. (i) 8.783.487 (8.626.826) 156.661
Campos del Norte S.A. (ii) 4.212.749 (4.171.733) 41.016
Casino Rinconada S.A. (iii) 30.910.429 (14.458.819) 16.451.610
Baluma S.A. (iv) 46.839.192 (7.013.658) 39.825.534
Total 95.244.412 (38.689.355) 56.555.057
(i) Corresponds to the fair value assigned to the license after a stock swap during 2006 for the investments acquired. Because of this
operation, Enjoy S.A became an indirect and direct owner of 90% of Slots S.A., 99,95% of Enjoy Chile Ltda., now Enjoy Gestión Ltda.,
99.8% of Inversiones del Norte S.A., now Operaciones Integrales Coquimbo Ltda.
(ii) Corresponds to the fair value assigned to the license value of casino games located in the city of Coquimbo determined from the
acquisition of 37.5% stake in the company Campos del Norte S.A., direct and indirect subsidiary of Enjoy S.A., dated 19 August 2008.
(iii) Corresponds to the fair value assigned to the value of the casino operating permit located in the commune of Rinconada de los
Andes determined from the acquisition of 70% stake of the company Salguero Hotels Chile S.A., now Casino Rinconada S.A., indirect
subsidiary of Enjoy S.A., dated 26 March 2010.
(iv) Corresponds to the fair value assigned to the value of the operating permit for the casino located in Punta del Este, determined as
a result of the acquisition of 45% shares and takeover of the company Baluma S.A. indirect subsidiary of Enjoy S.A. dated on 31 May
2013.
NOTE 19 GOODWILL
Goodwill balance at the end of each year is composed as follows:
a) Composition
Investor Issuer / UGE
Original 12/31/2016 12/31/2015
currency ThCh$ ThCh$
Inversiones del Norte Ltda. (today Operaciones Integrales Coquimbo Ltda.)
Campos del Norte S.A. CLP 2.787.743 2.787.743
Enjoy Gestión Ltda. Inversiones y Servicios Guadalquivir S.A. CLP 522.984 522.984
Total 3.310.727 3.310.727
b) Transaction
Changes in goodwill are as follows:
As of 31 December 2016:
Campos del Norte S.A.Inversiones y Servicios
Guadalquivir S.A.Total
ThCh$ ThCh$ ThCh$
Initial balance at 1 January 2016 2.787.743 522.984 3.310.727
Other increases (decreases) - - -
Total 2.787.743 522.984 3.310.727
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As of 31 December 2015:
Campos del Norte S.A.
Inversiones y Servicios
Guadalquivir S.A.Total
ThCh$ ThCh$ ThCh$
Initial balance at 1 January 2015 2.787.743 522.984 3.310.727
Other increases (decreases) - - -
Total 2.787.743 522.984 3.310.727
The goodwill allocated to Cash Generating Units (CGUs) is tested
annually for impairment or more frequently if there are indications
that the CGU may be impaired. The recoverable amount of each
CGU is determined as the highest figure between the value in use
or fair value, less the cost of sales. To determine the value in use,
the company has used cash flow projections for Casino Coquimbo
and Colchagua up to years 2023 and 2017 respectively, based
on estimates and projections reviewed by senior management
for the same period. Goodwill acquired through business
combinations have been analyzed in order to determine a possible
impairment according to their respective cash generating units
(CGU) described in Note 2g). The group performed the annual
impairment test as of December 31, 2016. The recoverable amount
has been determined based on projected cash flows, depending
on the duration of each casino license, which has been approved
by the company’s management and is updated periodically as the
real income growth. The discount rate applied is the WACC rate
(10.23%), which is adjusted each projected year in order to reflect
the effects of the value of money over time.
c) Key assumptions used in the calculations:
Setting of the impairment tests was performed considering the
following assumptions as sensitive:
• Projected Revenue
• Discount rates
• Market assumptions
Projected RevenueThe projection made by the company regarding future income
growth corresponds to growth rates that are consistent with the
historical background of each business unit.
Discount rateThe management used the WACC rate to discount the future cash
flows of the company a rate that represents the market value of
the specific business and industry risk, taking into account the
value of money over time and individual asset risks under analysis.
Market assumptionsCertain market assumptions have been taken into account for
the projection of future cash flows, such as projected inflation,
business growth, industry growth, and of the country.
Because of this analysis, the management has concluded that
no impairment of these intangibles has been identified, as the
recoverable value of the goodwill is higher than the book value
recorded in the financial statements at 31 December 2016 and
2015.
NOTE 20 PROPERTY, PLANT AND EQUIPMENT
a) Composition
The detail for each of the periods under review is as follows:
At 31 December 2016:
Gross AssetAccumulated Depreciation
Net Asset
ThCh$ ThCh$ ThCh$
Land 95.519.832 - 95.519.832
Construction in progress 3.047.554 - 3.047.554
Buildings 303.394.958 (82.454.760) 220.940.198
Machinery and Equipment 31.168.438 (23.755.774) 7.412.664
Slot Machines 56.740.104 (47.981.064) 8.759.040
Transportation Vehicles 474.178 (294.402) 179.776
Other property, plant and equipment 25.922.565 (20.694.146) 5.228.419
Total 516.267.629 (175.180.146) 341.087.483
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At 31 December 2015:
Gross AssetAccumulated Depreciation
Net Asset
ThCh$ ThCh$ ThCh$
Land 97.557.562 97.557.562
Construction in progress 5.063.675 - 5.063.675
Buildings 310.614.971 (77.072.967) 233.542.004
Machinery and Equipment 30.753.570 (20.990.947) 9.762.623
Slot Machines 54.528.364 (43.922.056) 10.606.308
Transportation Vehicles 492.657 (256.402) 236.255
Other property, plant and equipment 25.611.211 (19.558.527) 6.052.684
Total 524.622.010 (161.800.899) 362.821.111
According to the requirements of IAS 36, and the analysis performed by the company for the years ended 31 December 2016 and 2015,
there is no evidence of impairment of property, plant, and equipment.
A breakdown of property, plant, and net equipment, by comprehensive project is as follows.
At 31 December 2016:
Net fixed asset
Item Antofagasta Coquimbo Rinconada Viña Pucón Chiloe Uruguay Colombia Corporativo Total
M$ M$ M$ M$ M$ M$ M$ M$ M$ M$
Land 4.704.711 3.401.428 1.355.309 - 8.489.643 1.764.484 75.804.257 - - 95.519.832
Construction in progress - 49.806 189.951 - 15.996 - 2.741.195 - 50.606 3.047.554
Buildings 24.770.156 29.016.523 45.949.968 130.590 9.261.581 14.474.663 96.408.393 - 928.324 220.940.198
Machinery and Equipment 653.726 789.552 1.325.354 446.498 583.062 709.216 2.439.376 153.065 312.815 7.412.664
Slot Machines 768.058 479.032 2.921.988 961.148 714.908 716.642 1.355.481 841.783 - 8.759.040
Transportation Vehicles - 6.523 5.262 - 8.338 4.308 155.345 - - 179.776
Other property, plant and
equipment 306.179 480.399 697.202 331.462 263.449 422.143 1.958.916 650.701 117.968 5.228.419
Total 31.202.830 34.223.263 52.445.034 1.869.698 19.336.977 18.091.456 180.862.963 1.645.549 1.409.713 341.087.483
At 31 December 2015:
Net fixed asset
Item Antofagasta Coquimbo Rinconada Viña Pucon Chiloe Uruguay Colombia Corporativo Total
M$ M$ M$ M$ M$ M$ M$ M$ M$ M$
Land 4.704.711 3.401.428 1.355.309 - 5.920.035 1.764.484 80.411.595 - - 97.557.562
Construction in progress 65.276 336.973 1.716.628 11.027 94.315 - 1.205.821 1.597.429 36.206 5.063.675
Buildings 25.496.704 29.682.403 47.247.545 78.349 9.595.611 15.051.292 105.408.418 - 981.682 233.542.004
Machinery and Equipment 691.413 871.782 1.755.167 461.341 1.328.627 882.403 3.389.314 - 382.576 9.762.623
Slot Machines 805.214 749.060 3.793.127 1.816.382 811.593 1.003.368 1.627.564 - - 10.606.308
Transportation Vehicles 8.479 9.588 767 17.513 5.864 194.044 - - 236.255
Other property, plant and
equipment 461.011 541.002 1.036.414 403.386 179.212 581.359 2.677.262 - 173.038 6.052.684
Total 32.224.329 35.591.127 56.913.778 2.771.252 17.946.906 19.288.770 194.914.018 1.597.429 1.573.502 362.821.111
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b) Rollforward
Rollforward of Property, Plant and Equipment is as follows for the year ended 31 December 2016:
LandConstruction
in progressBuildings
Machinery
and
Equipment
Slot
Machines
Transportation
Vehicles
Other
property,
plant and
equipment
Total
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Opening balance at 1 January 2016 97.557.562 5.063.675 233.542.004 9.762.623 10.606.308 236.255 6.052.684 362.821.111
Additions 2.539.622 2.365.098 622.199 1.579.189 1.972.268 309 1.441.378 10.520.063
Withdrawals - (1.600) (14.037) (7.636) - - (1.671) (24.944)
Transfers to (from) non-current assets - (2.686.950) 985.597 189.891 1.093.039 - 466.041 47.618
Depreciation expense - - (8.155.985) (3.240.729) (4.631.127) (45.670) (2.576.614) (18.650.125)
Other increase (decrease) due to
variations in Foreign currency(4.607.339) (69.090) (6.039.580) (193.122) (93.254) (11.118) (153.399) (11.166.902)
Other increases (decreases) 29.987 (1.623.579) - (677.552) (188.194) - - (2.459.338)
Closing balance at 31 December 2016 95.519.832 3.047.554 220.940.198 7.412.664 8.759.040 179.776 5.228.419 341.087.483
Rollforward of PPE is as follows for the year ended 31 December 2015:
LandConstruction
in progressBuildings
Machinery
and
Equipment
Slot
Machines
Transportation
Vehicles
Other
property,
plant and
equipment
Total
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Opening balance at 1 January 2015 85.848.422 5.255.698 221.229.407 10.571.465 14.791.781 150.487 7.279.974 345.127.234
Additions - 4.220.638 696.271 2.123.512 761.232 197.210 1.183.908 9.182.771
Sales - - - - - (60.182) - (60.182)
Withdrawals - - - (4.391) - - (3.655) (8.046)
Transfers to (from) non-current assets - (4.841.661) 4.355.716 87.905 - - 246.617 (151.423)
Depreciation expense - - (8.012.929) (3.528.198) (5.051.000) (64.484) (3.328.084) (19.984.695)
Other increase (decrease) due to
variations in Foreign currency11.709.140 429.000 15.273.539 512.330 355.636 13.224 483.099 28.775.968
Other increases (decreases) - - - - (251.341) - 190.825 (60.516)
Closing balance at 31 December 2015 97.557.562 5.063.675 233.542.004 9.762.623 10.606.308 236.255 6.052.684 362.821.111
c) Financial leasing
The real estate companies and operating subsidiaries of Enjoy S.A., have leases with option to acquire (last installment) land, buildings,
and slot machines with certain financial institutions.
Details of property, plant and equipment under financial leasing for accounting periods is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Lands 4.960.321 2.420.699
Buildings, net 23.259.784 24.118.894
Slot Machines, net 280.544 561.088
Total 28.500.649 27.100.681
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The breakdown of property, plant, and equipment under financial leasing for each of the infrastructures is as follows:
Antofagasta Infrastructure:
12/31/2016 12/31/2015Company that has the financial obligation of
leasing
ThCh$ ThCh$
Antofagasta Infrastructure Land, net 2.420.699 2.420.699 Inm. Proyecto Integral Antofagasta S.A.
Buildings, net 23.259.784 24.118.894 Inm. Proyecto Integral Antofagasta S.A.
Total 25.680.483 26.539.593
Viña del Mar Infrastructure:
12/31/2016 12/31/2015Company that has the financial obligation of
leasing
ThCh$ ThCh$
Viña del Mar Infrastructure Slot Machines, net 280.544 561.088 Slots S.A.
Total 280.544 561.088
Pucón Infrastructure:
12/31/2016 12/31/2015Company that has the financial obligation of
leasing
ThCh$ ThCh$
Pucón Infrastructure Land, net 2.539.622 - Kuden S.A.
Total 2.539.622 -
The present value of and other information about the future payments for financial leasing are as follows:
At 31 December 2016:
Gross value Interest Present Value
ThCh$ ThCh$ ThCh$
Less than a year 5.068.620 (1.231.556) 3.837.064
1 - 5 years 20.274.494 (3.541.152) 16.733.342
Over five years 11.839.986 (839.354) 11.000.632
Total 37.183.100 (5.612.062) 31.571.038
At 31 December 2015:
Gross value Interest Present Value
ThCh$ ThCh$ ThCh$
Less than a year 4.454.861 (730.037) 3.724.824
1 - 5 years 16.988.197 (2.177.427) 14.810.770
Over five years 12.387.227 (560.635) 11.826.592
Total 33.830.285 (3.468.099) 30.362.186
No payments have been made for contingent fees during accounting periods.
The restrictions imposed by financial leasing agreements are set out in Note 31.3 Contingencies and engagements, point ii).
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d) Operating leases
The most significant operating leases relate to indirect subsidiaries with contracts having terms from 1 year with automatic one-year
renewal limited to 5 years period for machinery and from 1 year to 15 years for property. There is an option to terminate these leases early,
for which the proprietor must be notified in the terms and conditions set forth in each of the contracts.
There are no restrictions imposed by operating lease agreements. The breakdown of expenses for operating leases is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Leasing cost of property 2.364.831 1.771.284
Leasing costs of machinery 2.849.855 2.257.153
Other leasing costs 180.251 132.205
Total 5.394.937 4.160.642
Mainly related to software leases for slot machines and leases of land and property. The breakdown of future payments under operating
leases is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Less than a year 7.259.785 4.834.271
1 - 5 years 16.069.076 11.103.452
Over five years 15.321.103 8.740.238
Total 38.649.964 24.677.961
e) Construction in progress
The breakdown of the construction in progress is as follows:
12/31/2016 12/31/2015
Projects ThCh$ ThCh$
Project Santerra y Ovo Beach Coquimbo - 230.151
Project Master Plan Enjoy Punta del Este 2.741.195 1.205.822
Parking and Road Works - 1.353.920
Project Casino en Isla San Andrés, Colombia - 1.597.429
Others 306.359 676.353
Total 3.047.554 5.063.675
f) Others
The company and its subsidiaries have no fixed assets out of
service that are meaningful or significant assets in use.
The fixed assets of the company have no significant differences
between the book value and market value. In addition, the land
and property of the company were revalued at market value only
once, upon the adoption of IFRS at the transition date (2008).
Similarly, as a result of the acquisition of the companies Casino
Rinconada S.A. (2010) and Conrad Punta del Este (2013), the real
estate of those companies were revalued at market value when
applying the IFRS 3R “Business combinations”,.
There are no capitalized borrowings at December 31, 2015 and
2016.
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NOTE 21
DEFERRED TAXES AND INCOME TAXES
21.1 Deferred taxes
Deferred Taxes Assets and Liabilities
Deferred taxes correspond to the tax amount on profits that Enjoy
S.A. and Subsidiaries estimates to pay (liabilities) or estimates
to recover (assets) in future periods, relating to temporary
differences between the tax or taxation base and the carrying
amount of certain assets and liabilities.
The main asset for deferred tax corresponds to tax losses of
subsidiaries for future recovery. The main liabilities for deferred
tax payable in future periods corresponds to the temporary
differences arising from property, plant, and equipment acquired
in business combinations.
Deferred tax assets and liabilities recognized at 31 December 2016
and 2015 include the following:
Assets Liabilities
Items 12/31/2016 12/31/2015 12/31/2016 12/31/2015
ThCh$ ThCh$ ThCh$ ThCh$
Impairment for bad debts 2.312.708 1.860.047 - -
Unearned income 213.909 365.269 - -
Staff vacation 268.922 340.891 - -
Leasing Creditors 8.521.338 8.165.991 - -
Tax loss carryforwards 25.181.654 23.919.381 - -
Provisions 1.265.520 954.486 - -
Property, plant and equipment - - 17.279.458 20.652.819
Property, plant and equipment from business combinations
- - 16.793.644 17.668.343
Property, plant and equipment in leasing - - 8.045.642 7.200.069
Intangibles - - 10.931.820 13.690.708
Bank obligations - - 522.712 646.804
Reclassification (4.136.957) (4.412.732) (4.136.957) (4.412.732)
Total 33.627.094 31.193.333 49.436.319 55.446.011
Deferred tax es have not been recognized for the temporary
differences between the tax and financial value generated by
investments in related companies. Therefore, no deferred tax is
also recognized for the translation adjustments and ajustments
of associates recored directly in equity, as disclosed in the
comprehensive income statement.
Recovery of deferred tax assets, requires obtaining sufficient
taxable profits in the future. Enjoy S.A. and subsidiaries, estimates
that future earnings projections will cover the recovery of these
assets. The rate applied in calculating temporary differences
is 24%, 25.5% and 27% for Chile, 35% for Argentina, 34% for
Colombia, and 25% for Uruguay.
21.2. Income Taxes
Benefit (expenses) for income and deferred tax to 31 December
2016 and 2015 is as follows:
Current Tax12/31/2016 12/31/2015
ThCh$ ThCh$
Current tax expense (3.797.654) (6.040.203)
Single tax expense (35%) (614.340) (1.277)
Total current tax (4.411.994) (6.041.480)
Deferred tax12/31/2016 12/31/2015
ThCh$ ThCh$
Deferred expense (income) for taxes on creation and reversal of temporary differences 4.326.652 959.940
Benefits from tax losses 1.262.273 2.808.369
Total deferred tax 5.588.925 3.768.309
Income / expense due to income tax 1.176.931 (2.273.171)
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21.3 Effective Rate Settlement
The reconciliation of income tax expense using the statutory rate to the effective rate at 31 December 2016 and 2015 is as follows:
12/31/2016 12/31/2015
M$ ThCh$
Income (expense) due to tax, using legal rate 9.188.507 (2.745.340)
Tax-effected basis on rates of other jurisdictions (26.019) (208.897)
Permanent difference associated with the Call Option (9.639.661) 2.419.092
Other increases (decreases) on legal tax 1.654.104 (1.738.026)
Total adjustments to the tax expense using legal rate (8.011.576) 472.169
Tax related income (expense) using effective rate 1.176.931 (2.273.171)
Reconciliation of the legal tax rate with the effective tax rate is as follows:
12/31/2016 12/31/2015
% %
Legal tax rate -24,0% -22,5%
Effect of legal tax rate of other jurisdictions 0,0% -1,7%
Effect of Call Option 25,2% 19,9%
Other increases (decreases) on legal tax rate -4,3% -14,2%
Total adjustment to legal tax rate 20,9% 3,9%
Effective legal tax rate -3,1% -18,6%
The tax rate used for the reconciliation of the years 2016 and 2015
(in Chile at 31 December 2015 the rate was of 22.5%) corresponds
to the rate of corporation tax (24% for Chile, 25% Uruguay, 35 %
Argentina, 34% Colombia) that institutions must pay on taxable
income under current tax legislation of the country in which they
operate.
a) Tax loss carryforwards
The Company has deferred tax assets related to tax losses arising
from its Casino and Hotel businesses, both in Chile and Colombia.
These tax loss carryforwards have no expiration date.
Chile Tax Reform
On 29 September 2014, Law No. 20.780, was published in the
Official Newspaper, the Tax Reform that modifies the income
taxation system and introduces several adjustments to the tax
system. Among the major changes, the Law adds a new semi-
integrated taxation system, which can be used as an alternative
to the integrated regime of attributed income. The Company
may choose to change the tax system attributed with a rate of
25% through a Special Shareholders Board Meeting to be made
during June through December 2016 for the first adoption, which
is implemented in business year 2017. In that case, the semi-
integrated system provides the progressive increase of the rate
of First category for business years 2014, 2015, 2016, 2017 and
2018 onwards, increasing it up to 21%, 22.5%, 24%,25.5%, and 27%
respectively.
Taxation Simplification Bill
On 15 December 2015, the Taxation Simplification Bill was
submitted to Congress, seeking to simplify the income tax
system, which will become valid in 2017. Added value tax will be
adjusted as well as the anti-circumvention regulations. Regarding
the taxation system, modification of the proposal considers that
Private Companies, as is the case of the Company, must always
pay taxes according to the Semi-Integrated System modality. This
system will later be the general taxation regime for businesses
starting from business year 2017. The rates established by Law
No. 20.780 will be kept, which is: 25.5% in the year 2017 and 27%
in the year 2018. Similarly, credit for global complementary tax
and additional tax will be 65% of the amount of first category tax.
On January 27, 2016, the Tax Reform Simplification bill was
approved. Its purpose is to simplify the income tax systems
that will come into force as of 2017; make adjustments to value
added tax; and also to tax avoidance laws. For the tax system,
the proposed amendment proposes that Corporations (open
or closely-held), such as Enjoy, shall always pay tax using the
Partially Integrated System. Thus, this system will be the general
tax system for the companies as of the 2017 business year.
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NOTE 22 OTHER CURRENT AND NON-CURRENT FINANCIAL LIABILITIES
a) Composition
At 31 December 2016 and 2015, the company presents other current and non-current financial liabilities according to the following
breakdown:
12/31/2016 12/31/2015
Current Non-Current Corriente No Corriente
ThCh$ ThCh$ ThCh$ ThCh$
Loans that accrued interest 48.583.855 17.384.153 50.591.012 26.696.616
Obligations of financial leasing 3.837.064 27.733.974 3.724.824 26.637.362
Commercial paper (i) 26.277.365 - 3.490.345 -
Public bonds 11.112.494 91.061.976 5.324.915 99.144.382
Total 89.810.778 136.180.103 63.131.096 152.478.360
(i) OnMarch23,2016, May20,2016,June28,2016,July14,2016andSeptember12,2016,October7,2016andNovember25,2016,Enjoy
S.A. registered series 13A, 14A, 15A, 16A, 17A, 1B, 2B and 3B, 4B, 5B, 6B, 1C, 2C and 3C of its negotiable instruments. At December 31,
2016, the balance payable is ThCLP$ 27,400,000.-.
On 17 June 2010, Enjoy S.A. registered 2 bond tranches, one to 10
years and the other to 30 years, for a sum up to UF 3.000.000,
each, registered in the Securities Register of the Chilean Securities
and Insurance Commission with No. 637 and 638, respectively.
On 24 June 2010, Enjoy S.A. made the first placement in the local
market of bearer bonds, charged to the aforementioned lines,
whose most relevant conditions were as follows:
i) Series A Bonds, issued under bond line No. 637, for the total
amount of UF 1.000.000 maturing on 20 June 2015, in which
a placement rate of 3,94% was obtained (the last repayment
installment was paid on 20 June 2015).
ii) Series C bonds, issued under bond line No. 638, for the total
amount of UF 2,000,000 maturing on 20 June 2024, in
which a placement rate of 4,59% was obtained.
Funds from the placement of the series A and C bonds mentioned
above were used to pay liabilities, including the syndicated loan
drawn by Enjoy S.A with National Banks, in 2009.
The company has purchased real estate, furniture and office
furniture through financial leasing contracts, registering their
value as “Leased Assets”, determined based on a monthly
interest rate. The difference between the nominal value of the
contracts and their present value is recorded under “deferred
interest in leasing”, account that is netted with the account “lease
obligations” in liabilities.
On 3 September 2010, Enjoy S.A. made a second placement in the
local market of bearer bonds, charged to the above lines, whose
most relevant conditions were as follows:
i) Series D Bonds issued under Bond Line No. 637, for the total
amount of ThCh$ 21.300.000 Pesos maturing on 20 June
2015, in which a placement rate of 7.15% CLP was obtained
(the last repayment installment and interests was paid on 20
June 2015).
ii) Series E Bonds issued under Bond Line No. 638, for the total
amount of UF 1.000.000 maturing on 20 June 2024, in which
a placement rate of 4.27% UF was obtained.
The proceeds of the placement were used to refinance liabilities.
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On 14 June 2013 and under the credit assignment of the direct
subsidiary Enjoy Gestión Ltda., Inmobiliaria Rinconada S.A.
subscribed to the order of Asesorias y Valores Euroamerica
Ltda. that later assigned twelve Promissory Notes to: Moneda
Latinoamerica Local Debt Investment Fund, Moneda absolute
return AFP Inversión Fund, Penta Vida Cía. de Seguros de Vida
S.A., Euroamérica Seguros de Vida S.A., in amounts that represent
the total amount of the credit. Payment terms are as follows:
i) The capital will be readjusted according to the UF value from
14 June 2013 and will be amortized once on June 14, 2021,
ii) The capital bears interest that is calculated each year
according to a fixed annual rate, over UF 6.25%, paid
quarterly, maturing from 14 September 2013.
The proceeds of the assignment of this loan were used to:
i) Pay short-term liabilities incurred to finance the acquisition
of and investment in the casino of Chiloe and Rinconada
respectively
ii) Make investments in assets for development in due course.
On 13 March 2014, Enjoy S.A., Inmobiliaria Rinconada S.A. and
creditors of the promissory notes agreed to amend the Put Option
Contracts regarding:
(i) The interest rate applicable to the price at which Enjoy must
purchase the Notes should the PUT option be exercised;
which is 6.25%.
(ii) The collaterals that guard against said primary liabilities,
adding new collaterals;
(iii) Adjusting the financial covenants set in the Put Option
Agreements, the current and valid ones between and Enjoy
SA and bondholders;
(iv) Changing development chart of the notes, incorporating
quarterly amortization from 31 July 2014 with a share of
10% of the initial capital, the following three representative
installments of 6.03% of the capital, and 25 equal installments,
each for 2.8764% of the principal amount, the last one
maturing 14 June 2021;
(v) The conditions under which the Notes will be converted into
corporate bonds issued by Enjoy, pursuant to Title XVI of
Law 18,045;
(vi) A single payment made to the creditors, equivalent to 1% of
the outstanding principal of the notes.
On 30 July 2014, corporate bonds issued by Enjoy were registered
in the Chilean Securities and Insurance Commission under No.
784, for a fixed amount of UF 1.658.500 maturing on 14 June
2021, and identified under account name BENJO-F (the “Bonds”).
On the same day, the company made the placement in the local
market of all bonds. The obligation to pay the bond placement
price was offset by the acquisition of 12 promissory notes signed
by Inmobiliaria Rinconada S.A., a subsidiary of Enjoy, as part of
the operation performed by Asesorías y Valores Euroamérica on
14 June 2013.
On 14 October 2014, the subsidiary Inmobiliaria Integral Project
Antofagasta S.A. entered into a real estate financial leasing
contract with Banco de Chile and Banco de Crédito e Inversiones.
The subsidiary terminated the leasing contract with Banco de
Chile and Banco de Crédito e Inversiones, by early exercise of
the option to purchase provided for in the contract for 680,498
Indexed Units. After this, the company sold the property to such
banks at a price of 1,328,000 Indexed Units. Together with these
contracts, it signed a new leasing contract for UF 1.328.000,
maturing in November 2023 and an associated rate of TAB UF of
90 days, plus an applicable margin of 2.5%. This funding will be
repaid in 108 equal installments from November 2014.
On 17 October 2014, a financial contract was entered into - through
a syndicated loan - with Banco Bilbao Vizcaya Argentaria, Chile;
Banco Santander of Chile; Banco del Estado de Chile; Scotiabank
Chile and Tanner Financial Services S.A., for an amount of
ThCh$44.200.000, payable in 13 successive quarterly installments
starting October 2015. The contracted interest rate was 90 TAB
plus a spread (or applicable margin) within a range from 2.5% to
3.5%, according to the company’s financial indicators.
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b) Exploited borrowing costs
At 31 December 2016 and 2015, according to what is required by IAS 23, there have been no capitalized borrowing costs.
c) Maturity profile and credit terms at the end of each balance sheet
At 31 December 2016
Name of Creditor
Tax Payer
ID Creditor
Entity
Country
of
Creditor
Entity
Description
of Currency
Up to three
months
From three
to twelve
months
Total
Current
Total
Current
From three
to five
years
Over five
years
Total Non-
CurrentTotal Debt
Total
NominalInterest rate
Timing of
payment of
principal
and interest
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ Effective nominal
Bank loans:
Banco de Chile 97.004.000-5 Chile CLP 500.000 - 500.000 - - - - 500.000 500.000 9,24% 9,24% At maturity
Banco BCI 97.006.000-6 Chile CLP 547.210 - 547.210 - - - - 547.210 547.210 9,24% 9,24% At maturity
Banco Security 97.053.000-2 Chile CLP 386.712 1.125.000 1.511.712 750.000 - - 750.000 2.261.712 2.261.712 7,13% 7,13% Quarterly
Banco Security 97.053.000-2 Chile CLP 2.784.861 - 2.784.861 - - - - 2.784.861 2.784.861 9,00% 9,00% At maturity
Banco BBVA 97.032.000-8 Chile CLP 988.049 4.937.861 5.925.910 - - - - 5.925.910 5.925.910 7,69% 7,69% At maturity
Banco Santander 97.036.000-K Chile CLP 1.586.720 8.756.630 10.343.350 - - - - 10.343.350 10.343.350 7,38% 7,38% At maturity
Banco
Internacional 97.011.000-3 Chile CLP 477.279 1.444.940 1.922.219 3.336.833 - - 3.336.833 5.259.052 5.259.052 7,50% 7,50% Monthly
Banco
Internacional 97.011.000-3 Chile CLP 1.002.600 2.005.360 3.007.960 - - - - 3.007.960 3.007.960 7,96% 7,96% At maturity
Banco Consorcio 99.500.410-0 Chile CLP 5.540.852 - 5.540.852 - - - - 5.540.852 5.540.852 7,19% 7,19% At maturity
Banco BBVA 97.032.000-8 Chile CLP 1.294.523 3.466.409 4.760.932 4.580.969 - - 4.580.969 9.341.901 9.508.490 9,38% 7,03% Quarterly
Banco Santander 97.036.000-K Chile CLP 835.171 2.236.372 3.071.543 2.955.351 - - 2.955.351 6.026.894 6.134.687 8,06% 7,03% Quarterly
Banco
Internacional (i)97.011.000-3 Chile CLP 734.464 1.966.469 2.700.933 2.596.465 - - 2.596.465 5.297.398 5.400.291 8,16% 7,03% Quarterly
Banco Estado 97.030.000-7 Chile CLP 501.116 1.341.887 1.843.003 1.773.562 - - 1.773.562 3.616.565 3.680.261 8,16% 7,03% Quarterly
Scotiabank 97.018.000-1 Chile CLP 392.933 1.052.222 1.445.155 1.390.973 - - 1.390.973 2.836.128 2.885.125 8,03% 7,03% Quarterly
Banco ITAU 76.745.030-K Uruguay USD - 2.678.215 2.678.215 - - - - 2.678.215 2.678.215 4,50% 4,50% At maturity
Total 17.572.490 31.011.365 48.583.855 17.384.153 - - 17.384.153 65.968.008 66.457.976
Financial leasing:
Banco de Chile 97.004.000-5 Chile CLF 469.324 1.317.086 1.786.410 3.725.036 4.058.038 4.228.953 12.012.027 13.798.437 13.893.060 4,32% 4,32% Monthly
Banco BCI 97.006.000-6 Chile CLF 469.324 1.317.086 1.786.410 3.725.036 4.058.038 4.228.953 12.012.027 13.798.437 13.893.060 4,32% 4,32% Monthly
Banco Security 97.053.000-2 Chile CLF 67.556 196.688 264.244 557.692 609.502 2.542.726 3.709.920 3.974.164 3.974.164 4,45% 4,45% Monthly
Total 1.006.204 2.830.860 3.837.064 8.007.764 8.725.578 11.000.632 27.733.974 31.571.038 31.760.284
Commercial
paper:
Chilean
publicly-traded
commercial
paper
CLP 8.437.797 17.839.568 26.277.365 - - - - 26.277.365 27.400.000 7,01% 7,01% At maturity
Total 8.437.797 17.839.568 26.277.365 - - - - 26.277.365 27.400.000
Obligations with
the public, Bond:
Serie C Chile CLF - 3.832.719 3.832.719 14.876.289 14.876.289 18.595.361 48.347.939 52.180.658 52.764.681 4,72% 4,75% Biyearly
Serie E Chile CLF - 1.912.780 1.912.780 7.438.144 7.438.144 9.297.680 24.173.968 26.086.748 26.378.762 4,30% 4,25% Biyearly
Serie F Chile CLF 1.394.121 3.972.874 5.366.995 10.594.327 7.945.742 - 18.540.069 23.907.064 25.208.487 6,80% 6,25% Quarterly
Total 1.394.121 9.718.373 11.112.494 32.908.760 30.260.175 27.893.041 91.061.976 102.174.470 104.351.930
Total 28.410.612 61.400.166 89.810.778 58.300.677 38.985.753 38.893.673 136.180.103 225.990.881 229.970.190
(i) With date march 31, 2016, Tanner Servicios Financieros ceded a the Banco Internacional the liabilities financial that Enjoy S.A. had with
them.
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At December 31, 2015
Name of Creditor
Tax Payer ID Creditor
Entity
Country of
Creditor Entity
Description of Currency
Up to three months
From three to twelve months
Total Current
Total Current
From three to five years
Over five years
Total Non-Current
Total DebtTotal
NominalInterest rate
Timing of payment of
principal and
interest
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ Effective nominal
Bank loans:
Banco de Chile
97.004.000-5 Chile CLP 1.735.341 - 1.735.341 - - - - 1.735.341 1.735.341 8,52% 8,52% At maturity
Banco Corpbanca
97.023.000-9 Chile CLP - - - - - - - - - 6,69% 4,56% Biyearly
Banco Corpbanca
97.023.000-9 Chile CLP - - - - - - - - - 0,00% 0,00% Monthly
Banco Corpbanca
97.023.000-9 Chile CLP 2.484.842 - 2.484.842 - - - - 2.484.842 2.484.842 8,40% 8,40% At maturity
Banco BCI 97.006.000-6 Chile CLP 1.789.775 - 1.789.775 - - - - 1.789.775 1.789.775 7,99% 7,99% At maturity
Banco Security
97.053.000-2 Chile CLP 2.261.938 407.258 2.669.196 - - - - 2.669.196 2.669.196 9,00% 9,00% At maturity
Banco BBVA 97.032.000-8 Chile CLP 4.970.085 - 4.970.085 - - - - 4.970.085 4.970.085 8,01% 8,01% At maturity
Banco Santander
97.036.000-K Chile CLP 5.683.741 3.054.810 8.738.551 - - - - 8.738.551 8.738.551 7,48% 7,48% At maturity
Banco ITAU 76.745.030-K Chile CLP 2.077.802 - 2.077.802 - - - - 2.077.802 2.077.802 7,20% 7,20% At maturity
Banco Consorcio
99.500.410-0 Chile CLP 3.845.687 1.230.935 5.076.622 - - - - 5.076.622 5.076.622 7,35% 7,35% At maturity
Tanner Servicios Financieros
96.667.560-8 Chile CLP 2.018.200 - 2.018.200 - - - - 2.018.200 2.018.200 8,40% 8,40% At maturity
Banco BBVA 97.032.000-8 Chile CLP 1.371.793 3.447.026 4.818.819 9.196.551 - - 9.196.551 14.015.370 14.274.655 9,38% 7,51% Quarterly
Banco Santander
97.036.000-K Chile CLP 885.014 2.223.831 3.108.845 5.933.107 - - 5.933.107 9.041.952 9.209.724 8,06% 7,51% Quarterly
Tanner Servicios Financieros
96.667.560-8 Chile CLP 778.029 1.954.497 2.732.526 5.214.536 - - 5.214.536 7.947.062 8.107.208 8,16% 7,51% Quarterly
Banco Estado 97.030.000-7 Chile CLP 531.054 1.334.475 1.865.529 3.560.337 - - 3.560.337 5.425.866 5.525.004 8,16% 7,51% Quarterly
Scotiabank 97.018.000-1 Chile CLP 416.439 1.046.521 1.462.960 2.792.085 - - 2.792.085 4.255.045 4.331.305 8,03% 7,51% Quarterly
Otros - Chile CLP 5.041.919 - 5.041.919 - - - - 5.041.919 5.041.919 12,67% 12,67% At maturity
Total 35.891.659 14.699.353 50.591.012 26.696.616 - - 26.696.616 77.287.628 78.050.229
Financial leasing:
Banco de Chile
97.004.000-5 Chile CLF 62.844 143.092 205.936 - - - - 205.936 205.936 2,27% 2,27% Monthly
Banco de Chile
97.004.000-5 Chile CLF 455.572 1.303.872 1.759.444 3.605.215 3.800.170 5.913.296 13.318.681 15.078.125 15.184.639 2,64% 2,64% Monthly
Banco Corpbanca
97.023.000-9 Chile CLP - - - - - - - - - 1,33% 1,33% Monthly
Banco BCI 97.006.000-6 Chile CLP - - - - - - - - - 0,00% 0,00% Monthly
Banco BCI 97.006.000-6 Chile CLF 455.572 1.303.872 1.759.444 3.605.215 3.800.170 5.913.296 13.318.681 15.078.125 15.184.639 2,64% 2,64% Monthly
Banco Security
97.053.000-2 Chile CLP - - - - - - - - - 0,00% 0,00% Monthly
Total 973.988 2.750.836 3.724.824 7.210.430 7.600.340 11.826.592 26.637.362 30.362.186 30.575.214
Commercial paper:
Chilean publicly-traded commercial paper
CLP 3.490.345 - 3.490.345 - - - - 3.490.345 3.500.000 7,20% 7,20% At maturity
Total 3.490.345 - 3.490.345 - - - - 3.490.345 3.500.000
Obligations with the public, Bond:
Serie A Chile CLF - - - - - - - - - 4,23% 4,00% Biyearly
Serie C Chile CLF 66.846 - 66.846 10.892.437 14.462.276 25.308.983 50.663.696 50.730.542 51.325.026 4,72% 4,75% Biyearly
Serie D Chile CLP - - - - - - - - - 6,98% 7,00% Biyearly
Serie E Chile CLF 29.942 - 29.942 5.446.218 7.231.138 12.654.492 25.331.848 25.361.790 25.659.032 4,30% 4,25% Biyearly
Serie F Chile CLF 1.369.989 3.858.139 5.228.127 10.288.370 10.288.373 2.572.095 23.148.838 28.376.965 29.970.651 6,80% 6,25% Quarterly
Total 1.466.777 3.858.139 5.324.915 26.627.025 31.981.787 40.535.570 99.144.382 104.469.297 106.954.709
Total 41.822.769 21.308.328 63.131.096 60.534.071 39.582.127 52.362.162 152.478.360 215.609.456 219.080.152
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NOTE 23 FINANCIAL INSTRUMENTS
Financial derivative instruments of Enjoy S.A. are mainly related
to operations contracted with the intention of covering the
exchange rate volatility arising from financing for future project
development operations.
The main assumptions used in the valuation model of derivatives
are:
a) Market assumptions such as spot prices and other price
projections, credit risk (own and counterparty) and rates
b) Discount rate as risk free rate, counterparty and sovereign
spread (based on risk profiles and information available in
the market),
c) Additionally, the model variables such as volatilities
and spread are incorporated using observable market
information.
The effective portion of changes in fair value of derivatives that
are designated and qualified as cash flow hedges are recognized
in equity attributable to owners of the parent in the item Other
Reserves. The earning or loss relating to the ineffective portion is
recognized immediately in the income statement in the Financial
Costs.
When a hedging instrument expires, is sold or does not meet
the requirements for hedge accounting, any cumulative gain or
loss in the item Other reserves to that moment or at the time the
forecasted transaction is expected to not occur, the cumulative
earning or loss is recognized immediately in the income statement
in the item Financial Costs.
DERIVATIVE VALUATION METHODOLOGY
The portfolio of derivative instruments at 31 December 2016 is as
follows:
a) Hedge Instruments for Cash Flow Hedge
On 9 April 2015, two swap contracts were signed with the
following characteristics:
a. Swap contract related to Series C bond, in the amount of UF
2.000.000, starting on 20 December 2014, expiry date 20
June 2024, at a fixed rate agreed in pesos of 8.20%.
b. Swap contract related to Series E bond, in the amount of UF
1.000.000, starting on 20 December 2014, expiry date 20
June 2024, at a fixed rate agreed in pesos of 7.66%.
The amounts are classified in the item Other financial assets non-
current (see note 14).
a.1) Other background information on cash flow hedges
The following table represents discounted and undiscounted cash flows covered by the hedging derivatives:
At December 31, 2016:
Company Type of Derivative Institution Hedged item Opening ClosingNotional ThCh$
Cash flow
ThCh$
Cash flow (FV)
ThCh$
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2016 06-20-2017 73.953.990 2.965.555 2.921.648
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2017 12-20-2017 73.953.990 8.247.983 8.007.144
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2017 06-20-2018 68.671.562 8.036.157 7.686.798
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2018 12-20-2018 63.389.134 7.824.332 7.364.118
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2018 06-20-2019 58.106.706 7.612.507 7.044.237
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2019 12-20-2019 52.824.279 7.400.681 6.727.897
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2019 06-20-2020 47.541.851 7.188.856 6.411.393
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2020 12-20-2020 42.259.423 6.977.031 6.101.107
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2020 06-20-2021 36.976.995 6.765.205 5.788.817
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2021 12-20-2021 31.694.567 6.553.380 5.480.574
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2021 06-20-2022 26.412.139 6.341.555 5.184.208
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2022 12-20-2022 21.129.711 6.129.729 4.894.184
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2022 06-20-2023 15.847.284 5.917.904 4.610.869
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2023 12-20-2023 10.564.856 5.706.079 4.334.066
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2023 06-20-2024 5.282.428 5.494.253 4.069.062
Total 99.161.207 86.626.123
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At December 31, 2015:
Company Type of Derivative Institution Hedged item Opening ClosingNotional ThCh$
Cash flow
ThCh$
Cash flow (FV)
ThCh$
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2015 06-20-2016 73.953.990 2.965.555 2.913.957
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2016 12-20-2016 73.953.990 2.965.555 2.857.094
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2016 06-20-2017 73.953.990 2.965.555 2.798.678
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2017 12-20-2017 73.953.990 8.247.983 7.614.873
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2017 06-20-2018 68.671.562 8.036.157 7.258.483
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2018 12-20-2018 63.389.134 7.824.332 6.909.067
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2018 06-20-2019 58.106.706 7.612.507 6.567.679
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2019 12-20-2019 52.824.279 7.400.681 6.233.392
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2019 06-22-2020 47.541.851 7.188.856 5.910.631
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2020 12-21-2020 42.259.423 6.977.031 5.599.625
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2020 06-21-2021 36.976.995 6.765.205 5.297.230
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2021 12-20-2021 31.694.567 6.553.380 5.003.879
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2021 06-20-2020 26.412.139 6.341.555 4.720.787
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2022 12-20-2020 21.129.711 6.129.729 4.446.331
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-20-2022 06-20-2023 15.847.284 5.917.904 4.179.531
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 06-20-2023 12-20-2023 10.564.856 5.706.079 3.921.034
Enjoy S.A. Cross Currency Swap Euroamérica Cash flows 12-202023 6/20/2024 5.282.428 5.494.253 3.672.977
Total 105.092.317 85.905.246
For more details on the maturity of the debt, see Note No. 22 c).
The company has not made financial cash flow hedges for highly
probable transactions that have not been materialized.
The recognized amount representing the change in fair value of
derivative instruments in the item Other Reserves at 31 December
2016 and 2015 is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Amounts recognized in other reserves (775.172) (890.326)
b) Call Options
Corresponds to the fair value for the option to acquire 36.8% of
Inversiones Inmobiliarias Enjoy S.p.A. The valuation inputs of this
option are detailed in note 14, letters, a) and b).
c) Fair value hierarchy of financial instruments
Financial instruments are classified according to the following
hierarchy:
Level 1: Quoted price in active market for identical assets and
liabilities.
Level 2: Inputs other than quoted prices included in Level 1 that
are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices), and,
Level 3: Inputs for the asset or liability that are not based on
observable market data.
The table below presents certain financial assets and liabilities
measured at fair value.
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i. 31 December 2016:
Level 1 Level 2 Level 3 Total
ThCh$ ThCh$ ThCh$ ThCh$
Assets
Short term investments 1.053.441 - - 1.053.441
Call option (FIP) - - 9.750.157 9.750.157
Currency Swap 4.285.894 - 4.285.894
Total assets 1.053.441 4.285.894 9.750.157 15.089.492
ii. 31 December 2015:
Level 1 Level 2 Level 3 Total
ThCh$ ThCh$ ThCh$ ThCh$
Assets
Short term investments 480.701 - - 480.701
Call option (Baluma and FIP) - - 49.915.412 49.915.412
Currency Swap 1.974.987 - 1.974.987
Total assets 480.701 1.974.987 49.915.412 52.371.100
There were no transfers between Level 1 and Level 2 during the year. In accordance with Company’s policy transfers between levels are
deemed to have occurred at the date of the event that caused the transfer.
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d) Fair value of assets and liabilities measured recurrently at fair value
Certain of the assets and liabilities of the company are measured at fair value at the end of each close. Below is the information regarding
how fair values of assets and financial liabilities are determined (specifically the valuation techniques and inputs used):
Financial asset/ Financial liability
Fair value at:Hierarchy of
fair valueValuation technique (s) and key input (s)
Significant non-
observable inputs
Relationship of non-observable
input at fair value
12-31-2016 12-31-2015
ThCh$ ThCh$
1) Swap contracts in Foreign currency, cash flow hedging instrument (see note 14)
Asset - ThCh$ 4.285.894
Asset - ThCh$ 1.974.987
Category 2
Discounted cash flow. The future cash flows are estimated based on future exchange rates (from types of observable change at the end of reporting period) and forward exchange contracts, discounted at a rate that reflects the credit risk of counterparties.
N/A N/A
2) Baluma Call option (see note 14)
Asset - ThCh$ 0
Asset - ThCh$ 45.440.046
Category 3
To value the option, the Company used the Binomial Tree methodology. The Binomial Tree methodology includes the exercise of the option within a time frame, providing value ranges for the option.The management performs studies of independent third parties who consider assumptions such as determining the risk- free rate and the volatility of the underlying Asset.
See next chart
See next chart
3) FIP Call option (see note 14)
Asset - ThCh$ 9.750.157
Asset - ThCh$ 4.475.366
Category 3
To value the CALL option, the Company used the Binomial Tree methodology. The Binomial Tree methodology includes the exercise of the option within a time frame, providing value ranges for the option. The management performs studies of independent third parties who consider assumptions such asdetermining the risk-free rate and the volatility of the underlying Asset.
See next chart
See next chart
The following information is relevant for the call option shares of Baluma S.A. categorized under Level 3 of the fair value hierarchy
measurement:
Valuation Technique
Non-observable significant inputs Sensitivity
Binomial Trees
The underlying asset corresponds to the economic value of Baluma S.A., which is determined using a model of free cash flow discounted at a WACC rate. The cash flow projection considers the following assumptions:a) Expected growth in income due to the economic growth of the location of customers visiting the asset.b) Cost efficiencies to be captured in the coming years mainly to the reinvestment made by each customer.c) WACC is determined for purposes of discounting cash flows, considering the industry beta, the risk-free rate, country risk and cost of debt.As of September 30, 2016, the value of the underlying asset equaled USD 429 million.
Changes in 1% of the value of the underlying asset, means that the value of the call option is modified by 3.4%.
EBITDA volatility, , the valuation model of the purchase option requires the implied volatility of the underlying asset to value.The volatility of EBITDA for the last seven years was considered to calculate the CALL option of Enjoy in Baluma for the period September 30, 2016, considering the volatility of EBITDA for the last seven years.
If the volatility increases by 200 percentage points, the value of the CALL option changes by 0.8%.
Credit spread: the last credit transaction with the bank market was considered as the representative spread for Enjoy .A.
Changes in the spread of 0.1 percentage points implies a 1.4% change in the value of the CALL option.
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The following information is relevant for the buy option of FIP shares categorized at level 3 of the measurement hierarchy at fair value:
Valuation Technique
Non-observable significant inputs Sensitivity
Binomial Trees
Underlying asset is the economic value of the equity of Inversiones Inmobiliarias Enjoy Spa., which is the result of the valuation of real estate assets and liabilities at fair value. For the fair value of assets, valuation was performed using the income approach, which means projecting the leasing flows at present value, charged according to leasing fees, being the main assumptions:
a) Flows growth are projected throughout the useful life of assets, and the 1% increases in the moment of it’s renewal, in the case of municipal casinos, the probability of renewal of these leasing contracts is considered.b) It considers disbursements for maintenance, property taxes and administrative costs.c) WACC is determined to discount cash flows and it is developed considering the beta of the real estate industry in Chile, the risk-free rate, country risk and cost of debt.d) Financial debt and related businesses of the company are valued at book value. In addition, as certain assets of this company guarantee debts held by Enjoy S.A.; an insurance premium of such debt is considered in the calculation of the company assets.
As of 31 December 2016, the value of the underlying asset amounted to 3.3 million Indexed Units.
With variations of 5% in value of the underlying asset, it means that the value of the call option varies over 10% and 16%.
Volatility, the valuation model of the call option requires the implied volatility of the underlying asset to value as input.Prices of real estate assets in Chile were considered, specifically the Housing Price Index from 2004 to 2016, published by the Chilean Chamber of Construction.
If volatility increases by 0.68 percentage points, the value of the call option changes by 1.5%
Credit spread the last credit transaction with the banking market for Enjoy S.A. was considered as representative spread.
In the presence of changes in 50 p.p. of the credit spread, the call option is modified by 0.1% its value.
Fair value measurements and valuation processes
In estimating the fair value of an asset or a liability, the Group uses market-observable data to the extent it is available.Where Level 1
inputs are not available, the Group engages third party qualified valuers to perform the valuation.
The Management works closely with the qualified external valuers to establish the appropriate valuation techniques and inputs to the
model.
Information about the valuation techniques and inputs used in determining the fair value of various assets are disclosed above.
e) Classification of financial assets and libilities by nature and category
The detail of the financial assets, classified by nature and category, as of December 31, 2016 and 2015, is the following:
12/31/2016
Trading securitiesLoans and accounts
receivableHedge derivatives Total
ThCh$ ThCh$ ThCh$ ThCh$
Cash and cash equivalent 1.053.441 40.536.142 - 41.589.583
Trade debtors and other accounts receivable - 37.440.928 - 37.440.928
Accounts receivable from related parties - 1.814.993 - 1.814.993
Total current assets 1.053.441 79.792.063 - 80.845.504
Other financial assets, non-current 9.760.086 47.612 4.285.894 14.093.592
Accounts receivable from related parties, non-current - 637.139 - 637.139
Total non-current assets 9.760.086 684.751 4.285.894 14.730.731
Total 10.813.527 80.476.814 4.285.894 95.576.235
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12/31/2015
Trading securitiesLoans and accounts
receivableHedge derivatives Total
ThCh$ ThCh$ ThCh$ ThCh$
Cash and cash equivalent 480.701 32.537.273 - 33.017.974
Trade debtors and other accounts receivable - 37.916.200 - 37.916.200
Accounts receivable from related parties - 2.029.101 - 2.029.101
Total corriente 480.701 72.482.574 - 72.963.275
Other financial assets, non-current 49.925.948 44.662 1.974.987 51.945.597
Accounts receivable from related parties, non-current - 637.139 - 637.139
Total no corriente 49.925.948 681.801 1.974.987 52.582.736
Total 50.406.649 73.164.375 1.974.987 125.546.011
The detail of the financial instruments of liabilities, classified by nature and category, as of December 31, 2016 and 2015, is the following:
12/31/2016
Loans and accounts payable
Hedge derivatives Total
ThCh$ ThCh$ ThCh$
Other current financial liabilities 89.810.778 - 89.810.778
Trade payables and other payables 43.569.001 - 43.569.001
Accounts payable to related parties, current 130.990.432 - 130.990.432
Total current liabilities 264.370.211 - 264.370.211
Other financial liabilities, non-current 136.180.103 - 136.180.103
Total non-current liabilities 136.180.103 - 136.180.103
Total 400.550.314 - 400.550.314
12/31/2015
Loans and accounts payable
Hedge derivatives Total
ThCh$ ThCh$ ThCh$
Other current financial liabilities 63.131.096 - 63.131.096
Trade payables and other payables 48.634.442 - 48.634.442
Accounts payable to related parties, current 7.158.257 - 7.158.257
Total current liabilities 118.923.795 - 118.923.795
Other financial liabilities, non-current 152.478.360 - 152.478.360
Accounts payable to related parties, non-current 132.365.293 - 132.365.293
Total non-current liabilities 284.843.653 - 284.843.653
Total 403.767.448 - 403.767.448 F
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NOTE 24 TRADE ACCOUNTS PAYABLE AND OTHER ACCOUNTS PAYABLE
At 31 December 2016 and 2015, the breakdown of this item is the following:
Items 12/31/2016 12/31/2015
ThCh$ ThCh$
Debts due to purchases or services received 17.987.772 20.095.488
Accounts payable related to gaming prizes 3.664.583 3.483.183
Withholdings to employees and pension obligations 6.171.120 6.566.410
Provision of minimum dividend 417.880 1.391.113
Other accounts payable 15.327.646 17.098.248
Total 43.569.001 48.634.442
Obligations for purchases and services received, relate mainly to acquisitions to domestic and foreign suppliers, These obligations do not
bear interest and are usually paid 30 days from the acquisition and/or provision of services,
NOTE 25 CURRENT PROVISIONS FOR EMPLOYEE BENEFITS
At 31 December 2016 and 2015, this item is broken down as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Management bonus for executives 267.411 944.631
Total 267.411 944.631
This provision corresponds to performance bonus associated with the remuneration scheme of the executive team based on compliance
with a predefined set of indicators and objectives, It is paid in March of each year,
NOTE 26 OTHER FINANCIAL LIABILITIES, CURRENT AND NON-CURRENT
As of 31 December 2016 and 2015, this item is broken down as follows:
Current Non-current
12/31/2016 12/31/2015 12/31/2016 12/31/2015
ThCh$ ThCh$ ThCh$ ThCh$
Income collected in advance (i) 10.833.559 10.308.135 - -
Deferred income loyalty program 733.422 909.920 - -
Other financial liabilities 24.398 64.667 - -
Total 11.591.379 11.282.722 - -
i. It includes deposits made by customers of Enjoy Conrad Punta del Este.
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NOTE 27 EQUITY
Changes in equity are as follows:
a) SUBSCRIBED AND PAID IN CAPITAL
The authorized, subscribed and paid in capital of the company
at 31 December 2014 is ThCh$ 119.444.842 with 2.357.459.928
divided into nominative shares and registered shares. Share in the
company have no par value, all the shares belong to the same
class and series and series and confer the same rights to their
owners.
a) On 28 April 2009 in a Special Shareholders Board Meeting of
Enjoy S.A., the following was agreed:
a,1) Rescinding the capital increase agreement of ThCh$
8.976.000 equivalent to 352.900.000 cash shares adopted in the
Special Shareholders Board Meeting dated 6 September 2008.
a.2) Share capital Increase in ThCh$ 24.994.125 through the
issuance of 825.160.942 shares, with ThCh$ 11.000.000 as follows:
a.2.1) Inversiones Cumbres S.A. (today, Inversiones Cumbres Ltda.),
provided through credit transfer, ThCh$ 1.444.658 equivalent to
47,694,218 shares, representing 18.4079% participation in Enjoy S.
A.
a.2.2) Inversiones e Inmobiliaria Almonacid Ltda., provided
through credit transfer, ThCh$ 9.005.338 equivalent to
297.303.987 shares, representing 76.5921% participation in Enjoy
S.A.
a.2.3) Pier-Paolo Zaccarelli Fasce, provided through credit
transfer, ThCh$ 550.004 equivalent to 18.157.955 shares,
representing 5% participation in Enjoy S.A.
a.4) ThCh$ 13.994.125 equivalent to 462.004.782 subscribed and
paid shares, in a period of 3 years.
On 23 September 2009, 462.004,.782 shares in custody were
transferred to Larrain Vial S.A. Corredora de Bolsa, as an equity
market broker.
On 8 July 2009, Enjoy S,A, of placed 30% of the total of company
shares in the Stock Exchange, collecting an amount of ThCh$
23.100.000 set to strengthen its financial position.
On 28 April 2010, a special Shareholders Board Meeting was held
by Enjoy S.A., whereby they agreed to adopt a Capital Increase of
ThCh$ $17.000.000 through the issuance of 603.264.726 shares.
On 8 October 2010, the issuance of 603.264.726 ordinary,
nominative, single-series cash shares were registered under No,
905 for a total amount of ThCh$17.000.000 in the Securities
Registry, The Board agreed to place 242,.857.142 nominal, ordinary
shares of a single series and without nominal value, which will be
offered preferentially to shareholders.
The capital increase for the aforementioned number of shares
above amounted ThCh$ 16.999.999, this issuance was offered
preferentially to the Company shareholders who had the right to
subscribe to 0.1576978104 of new shares per each owned share
registered in the Shareholders Registry within the deadline under
the Law, until 19 November 2010.
Of the shares placed, i.e. 242.857.142, were subscribed and
239.417.428 paid, collecting ThCh$ 16.759.219, out of which the
controlling shareholders subscribed and paid 66,5% of the placed
shares, corresponding to 100% of their preferential option.
In the session on 25 March 2011, the Board of Enjoy S.A. agreed
to allocate 3.439.714 of unsubscribed and unpaid shares by the
shareholders in the preferential option period for future executive
compensation programs.
On 26 September, 2011 the company executives subscribed and
paid 3.438.685 shares equivalent to ThCh$ 343.868, according to
the executive compensation program.
On 12 November 2012 the Special Company Shareholders Board
Meeting was held, agreeing to the following, among other matters:
a) Rescinding of the Company capital in unsubscribed portion, by
cancelling 360.408.613 shares of the company’s share, issued
to increase capital as agreed in the Special Shareholders Board
Meeting dated at 29 April 2010, that were outstanding, being
issued, unsubscribed and unpaid shares.
b) Increase Company capital by issuing 950.000.000 shares,
agreeing to place them on the date or dates set by the Board.
On 17 December 2012, the Board agreed to place 600.000.006
Company shares at $115 per share. For the first placement shares,
the Company shareholders had a right to subscribe to 0.33653565
new shares for each old share.
Of the shares placed, this is 600.000.006, 320.658.632, were
subscribed and paid, collecting ThCh$ 36.875.743, of which the
controlling shareholders subscribed and paid 50,1% of the placed
shares corresponding to 40.3% of their preferential option.
On 31 May 2013, Harrahs International Holding Company Inc.
(Company owner of the remaining 55% of Baluma S.A.), subscribed
and paid 107.229.242 shares, equivalent to ThCh$ 12.331.363,
corresponding to 4.5 % of participation in Enjoy S.A.
On 14 August 2014, 146.699.999 shares were auctioned,
corresponding to the 6,2% of the total company capital after their
placement, whose preferential optinon ended on 3 February 2013,
collecting ThCh$ 9.535.500.
On 26 November 2015, the CEO announced a reduction the
company’s share capital of the company with full rights to what
was actually subscribed and paid, 2.357.459.928, shares, i,e,, a
reduction in company share capital by 375.412.127 subscribed
and unpaid shares in the 3-year period agreed by the special
Shareholders Meeting on 12 November 2012. This decrease had
no effect on the paid capital recorded in the company’s balance.
On September 20, 2016, an Extraordinary Shareholders’ Meeting
of Enjoy S.A. Was held in which it was agreed to increase the
capital stock in CLP$ 119.444.841,662 divided into 2.357.459.928
ordinary, registered, no-par value shares of a single series for
CLP$. 164.996.746.102 divided into 3.008.201.420 ordinary,
registered, no-par value shares of a single series. The 650.741.492
new payment shares are issued without being subscribed or paid.
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a.1) Reconciliation of shares
The following is a reconciliation of the number of outstanding shares at the beginning and end of the accounting periods presented:
Sharesat 31 December 2016 at 31 December 2015
Issued Subscribed and paid Issued Subscribed and paid
Opening balance 2.357.459.928 2.357.459.928 2.732.872.055 2.357.459.928
Increase in capital September 20, 2016 650.741.492 - - -
Decrease of non-subscribed shares - - (375.412.127) -
Closing balance 3.008.201.420 2.357.459.928 2.357.459.928 2.357.459.928
Capital Management
Enjoy S.A. keeps an adequate capital level, so that it can access
the financial banking and securities market, according to the
needs or short and long-term investment requirements, in
order to maximize the company’s value and financial strength.
This optimizes adequate returns to Company shareholders.
Issuance and share placement expenses
As of 31 December 2016 and 2015, the balance held in this item
represents payments directly related to the process of issuance
and placement of shares. Disbursed expenses related to the
placements in the stock market, are recorded as part of the
equity in the item price premium for sale of shares. The expenses
of the last capital increase are recorded in equity, in the item
other reserves, as no premium was recorded in sale of shares
in the latter placement, as stated in the Circular No, 1,736 of the
Superintendency of Securities and Insurance, dated 13 January
2005.
The breakdown of these expenditures related to the last capital
increase at August 2014, at November 2012, at November 2010
and at the opening in the stock exchange dated 8 July 2009, is
as follows:
ItemsSep-14 Nov-12 Nov-10 Jul-09
ThCh$ ThCh$ ThCh$ ThCh$
Commissions for placement and Consultancy 199.276 1.215.528 85.118 417.263
Subscription and registry rights - - 7.374 4.618
Press expenses - - 2.435 37.053
Total 199.276 1.215.528 94.927 458.934
b) OTHER RESERVES
At 31 December 2016 and 2015, the item Other reserves included the following:
Items 12/31/2016 12/31/2015
ThCh$ ThCh$
Foreign exchange gain/loss (b.1) 3.895.045 11.681.035
Equity contribution (9.153.906) (9.153.906)
Other reserves (b.2) (20.894.386) (21.027.920)
Total (26.153.247) (18.500.791)
(i) Includes ThCh$16.772.364 as a result of the assignment of rights received from members of the Sociedad Antonio Martínez y Cía.,
Indicated in Note 1, a Company under common control through its partners.F
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Other reserves include the adjustment for translation differences, other reserves and equity contributions. The latter ones, generated
by the proportional valuation of the investments in subsidiary companies, because these operations are generated between companies
under common control.
b1) Cumulative translation adjustment:
At 31 December 2016 and 2015, the item Translation Adjustment includes the following:
12/31/2016 12/31/2015
ThCh$ ThCh$
Opening balance 11.681.035 98.733
Conversion adjustment of the period (7.785.990) 11.582.302
Total 3.895.045 11.681.035
This corresponds to the economic effects of foreign exchange rate changes on investments held directly and indirectly through companies
Inversiones Enjoy S.p.A and Inversiones Andes Entretención Ltda., which has investments in Argentinean Pesos in Argentinean companies,
Cela S.A. (common control company), Yojne S.A., which has investment in Kunas in the company Croata Casino Grad d.d and in U.S.
Dollars in the Uruguayan company Baluma S.A. and the investment in Colombian Pesos in the company Enjoy Caribe S.p.A., Sucursal
Colombia.
b.2) Other reserves
As of 31 December 2016 and 2015, the Other reserves item includes the following:
12/31/2016 12/31/2015
ThCh$ ThCh$
Opening balance (21.027.920) (5.480.330)
Derivatives 115.154 (1.030.628)
Variation of fair value of PUT option 55% shares Baluma S.A. 29.217 (7.905.134)
Adjustment from change of interest in subsidiary (i) (10.837) (6.611.828)
Total (20.894.386) (21.027.920)
i. Arising from a change in interest percentage in subsidiary Inversiones Enjoy Real S,p,A, due to the entry of a new shareholder, where
Enjoy S.A. maintains control over the subsidiary (as indicated in paragraph 23 of IFRS 10).
c) NON-CONTROLLING INTERESTS
At December 31, 2016 and 2015 the detail of non-controlling interests is as follows:
Controlling Interest
Effect on Equity Effect on Income
Company 12/31/2016 12/31/2015 12/31/2016 12/31/2015
% ThCh$ ThCh$ ThCh$ ThCh$
Inmobiliaria Proyecto Integral Antofagasta S.A. 25,00% 4.386.690 4.631.428 452.435 628.459
Slots S.A. 10,00% - - - 559.958
Operaciones El Escorial S.A. 0,25% 21.010 10.566 10.444 9.284
Inversiones Vista Norte S.A. 25,00% 2.194.477 1.262.424 932.053 765.889
Casino Rinconada S.A. 30,00% 3.324.191 3.696.323 (372.132) (699.570)
Operaciones Integrales Chacabuco S.A. 30,00% (4.096.906) (3.431.323) (665.583) (688.944)
Inversiones y Servicios Guadalquivir S.A. 30,00% 629.553 585.787 43.766 44.738
Inmobiliaria Rinconada S.A. 30,00% 2.937.691 2.586.102 351.589 432.692
Inversiones Inmobiliarias Enjoy S.p.A. 36,80% 25.631.925 25.608.151 1.671.516 1.599.242
Baluma S.A. (1) 55,00% - - 586.675 1.276.992
Total 35.028.631 34.949.458 3.010.763 3.928.740
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(1) At December 31, 2016 Since Baluma Holdings S,A,, has a PUT
option over 55% of the shares owned Baluma S,A in favor of
Inversiones Enjoy S,p,A, and that: IFRS 10 / paragraph 22 defines
that the non-controlling interest (NCI) is part of the equity, and
that IAS 32 / paragraph 23 provides that a contract setting an
obligation for the entity to acquire its own equity instruments in
exchange for cash or another financial asset; a financial liability
will be recognized at the current value of the reimbursement
amount. This is why the above obligation has been displayed in
non-current accounts payable to related companies.
d) DIVIDENDS
In ordinary shareholders meeting held on 29 April 2015, it was
agreed to approve the dividend policy corresponding to the
income for the year 2014 dividends, which consisted of distributing
50% of net income for 2014, amounting to ThCh$ 1.666.914, which
is broken down into a dividend as follows:
1. Mandatory minimum charged to 30% of the net income
for 2014, for the total value of ThCh$1.000.148, divided into
2.357.459.928 shares, equivalent to $ 0.424248250 per share,
Additional dividend charged to 20% of the net income for 2014,
the total value of ThCh$ 666.766, divided into 2.357.459.928
shares, equivalent to $ 0.282832167 per share.
Dividends were paid from 29 May 2015 to shareholders registered
in the register of shareholders of the company on 23 May 2015.
At the ordinary shareholders’ meeting held on April 28, 2016, it
was agreed to approve the dividend policy for the net income for
the year 2015, which consisted in distributing 50% of profits for
2015, which amounted to ThCh$2,999,800, which is broken down
in dividend distribution as follows:
1.- Mandatory minimum with 30% charge to net income for
the year 2015, for ThCLP$1.799.880, divided into 2.357.459.928
shares, equivalent to CLP$0.7634828816 per share.
2. - Additional dividend with 20% charge to net income for the
year 2015, for ThCLP$1.199.918, divided into 2.357.459.928 shares,
equivalent to CLP$0.5089885880 per share.
Dividends were paid as of May 27, 2016 to the shareholders
registered in the Company’s shareholder registry at May 20, 2016.
At 31 December 2015 the minimum statutory dividend of 30% of
net income was provisions, amounting to ThCh$1.799.880.
NOTE 28 COMPOSITION OF RELEVANT RESULTS
a) REVENUE
Breakdown of revenue at 31 December 2016 and 2015 is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Slot machine revenue 137.052.178 109.995.612
Gaming tables revenue 71.149.920 62.490.060
Bingo revenue 334.179 112.983
Sub-total gaming revenue 208.536.277 172.598.655
Food & Beverages revenue 31.323.751 30.089.599
Hotel revenue 20.556.744 17.837.352
Show revenue 1.487.609 1.719.100
Other ordinary revenue 11.659.953 10.993.091
Total 273.564.334 233.237.797
b) Costs Of Sales
The breakdown of costs of to 31 December 2016 and 2015 is as
follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Cost of hotel operations, food and beverage and others (*)
(94.612.823) (65.418.466)
Staff expenses (70.415.177) (67.395.944)
Expenses for basic services (18.085.591) (14.130.332)
Maintenance expenses (5.768.846) (5.208.380)
General expenses (1.445.254) (1.356.650)
Depreciation (18.650.125) (19.984.695)
Amortization (7.187.789) (8.473.585)
Total (216.165.605) (181.968.052)
(*) Includes gaming tax according to Act 19,995 and municipal
participation of the licensed casinos from the corresponding
municipalities,
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c) Finance Costs
Breakdown of finance costs at 31 December 2016 and 2015 is as
follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Interests on bank loans (6.944.936) (6.877.677)
Financial leasing (1.164.560) (1.382.096)
Interests for obligations to the public
(7.720.187) (8.794.361)
Other financial expenses (1.068.836) (560.009)
Total (16.898.519) (17.614.143)
d) Indexation for Designated Assets/Liabilities For Inflation
Breakdown of income (expense) at 31 December 2016 and 2015
is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Bonds and promissory notes, readjustable in UF
(814.217) (1.340.056)
Leasing, readjustable in UF (805.635) (1.247.923)
Other readjustable in UF 366.435 124.983
Total (1.253.417) (2.462.996)
e) OTHER GAINS (LOSSES)
Breakdown of other gains (losses) at 31 December 2016 and 2015
is as follows:
Acumulado
12/31/2016 12/31/2015
ThCh$ ThCh$
Variation of the fair value of Call option Baluma
(42.851.477) (277.995)
Variation of the fair value of Call option FIP
5.090.997 4.475.366
Contribution ofr equity in Uruguay (923.900) (837.957)
Expenses paid due to earthquake - (420.877)
Impairment of Property, plant and equipment
(2.027.287) -
Others (1.385.764) (1.527.826)
Total (42.097.431) 1.410.711
NOTE 29 TRANSLATION DIFFERENCES
Exchange differences for the years ended at 31 December
2016 and 2015, due to stocks of assets and liabilities in foreign
currencies other than the functional currency that were credited
(charged) to the income statement is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Assets in Foreign currency (2.588.569) 6.553.310
Liabilities in Foreign currency 1.026.320 (379.693)
Total (1.562.249) 6.173.617
NOTE 30 EARNINGS PER SHARE
Basic earnings per share are calculated by dividing profit or loss
attributable to shareholders by the weighted average number of
ordinary outstanding shares during the year,
The calculation of earnings per share for the accounting periods
is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Earnings (loss) attributable to equity instrument holders in net equity of parent company
(40.119.278) 5.999.600
Weighted average of ordinary outstanding shares
2.357.459.928 2.357.459.928
Basic earnings per share (in pesos)
(17,02) 2,54
The company has not conducted any operation of potential
diluted effect, which involves diluted earnings per share.
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NOTE 31 CONTINGENCIES AND ENGAGEMENTS
31.1 LAWSUITS
From time to time and in the normal course of business,
claims against the Company are received from customers and
counterparties.
Enjoy S.A.
“Uribe Triviño and Enjoy S.A”
Civil Case (N° C-142-2013 Regular Trial) followed before the J.L.
Castro Civil Court.
On 16 January 2013, Mrs. Norma Uribe Trivino claimed $60.000.000
for damages caused by an alleged construction carried out in her
property by the defendant, without her consent. On 8 March 2013,
the responded raises a motion to vacate hearing. On 14 March, the
respondent vacates the notification of pleading. On 11 February
2014, the case was filed since there were no useful actions on
behalf of the applicant. Unarchiving was requested on April 15,
but the objections raised are currently pending resolution by
the court. According to our legal counsel, there are sound legal
arguments that the position of the company is consistent with
the law.
Indirect affiliate company Casino Rinconada S.A.
(i) “Reyes Reyes, Ivannya with Casino Rinconada S.A”
Court case followed in the First Trial Court of Los Andes for
demand and lawsuit under consumer law.
On 11 July 2013, a civil suit is filed for damages, for the sum of
$ 52.658.645 for direct damages, lost profits and moral damage,
due the fall of a person in the game room. The grounds were that
the accident was due to the poor floor conditions. It is currently
in process, pending a reinstatement made by the applicant for
order to produce evidence. On March 11, 2016, a judgment was
issued, accepting the payment of CLP$67.439 for damages and
CLP$641.670 for consequential loss. The company presents an
appeal that is received in April 2016. On July 1, 2016, the Court of
Appeals issued a sentence and orders payment of CLP$138.374
for damages, CLP$1.428.240 incidental loss, and CLP$5.000.000
for moral damages. The company files an appeal on the merits.
Appeal was rejected. January 13, 2017 incidental compliance is
reported.
(ii) “Del Carmen Cubillo, Gladys with Casino Rinconada S.A”
Case followed in the Second Civil Court of Los Andes on demand
and claim under the Consumer Law.
On 31 December 2014, a claim was filed for damage compensation,
valued at the amount of $ 50 million, for consequential damages,
lost profits and moral damage suffered due to a fall in the hot tub.
The claim rests on the violation of the duties of care and safety. It
is currently in the procedural stage where notice was served for
response.
(iii) “Martínez against with Casino Rinconada S.A.”
Case being heard by the Twenty Seventh Court of the First
Instance of Santiago, for compensation for damages.
On July 19, 2016, the lawsuit was filed for compensation for
damages, set by the plaintiff at CLP$51.572.068, for injuries
caused by a fall in the toilets of the Casino. In our lawyers’ opinion,
the outcome of the proceedings is uncertain.
Indirect subsidiary Campos del Norte S.A.
“Herrera Palma against Campos del Norte S.A.”
Case being heard by the Third Court of the First Instance of
Coquimbo, for compensation for damages.
On May 12, 2015, the lawsuit was filed for compensation for
damages, set by the plaintiff at CLP $102.000.000, for an alleged
wilful action causing injuries by the Casino’s security guards. On
December 5, 2016, the parties were summoned for sentencing. In
our lawyers’ opinion, the outcome of the proceedings is uncertain.
Indirect subsidiary company Baluma S.A.
Trial based in Brazil:
1) Baluma S.A. c/ Silex Trading S.A. (Silex)
This trial based in Brazil arises from the use of funds of a Proex credit
on behalf of Baluma S.A. that Silex had to remand immediately to
the former. Silex recognized the debt by a document that is being
subject to court enforcement. The total amount is 1.713.343 Reales
equivalent to US $1.000.000 at the start date.
The judge granted a levy of 30% of the turnover of Silex, a measure
that was appealed by Silex and upheld by the Court of Appeals.
To date there has been no specific levy of amounts because the
accounting information presented by Silex has not presented
existence of amounts to be levied.
Additionally, the bank network has informed through the Central
Bank of Brazil to retain any amount held by Silex in accounts
under its name. This measure has been ineffective and this is
surely because Silex no longer has bank accounts.
According to our lawyers, recovery of the reclaimed amount will
depend heavily on Silex continuing its activity, duly accounting
for its income and identifying the specific assets of its enforceable
property. To date this has not happened, so the possibility of
recovering the money is low.
31.2 UNCERTAIN TAX POSITIONS
Indirect subsidiary Inmobiliaria Proyecto Integral Antofagasta S.A.
1.- Inmobiliaria Proyecto Integral Antofagasta S.A vs. Internal Revenue Service (Chilean IRS).
Case heard by the Supreme Court of Justice in connection with
the following claims:
a) Difference in calculation of leaseback loss, which would
decrease by ThCh$ 2.056.012 the credit from tax losses. The
difference is related to the tax years 2010 to 2014.
b) Additional ThCh$ 490.638 payable imposed on the
Company. According to the Chilean IRS, the Company has
not justified, among other things, costs of interest paid or
owed which it has included in its filings, plus other expenses
associated with real estate taxation.
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The Company has not recognized a liability for these uncertain
tax positions since it considers that the transaction that gave rise
to both of these differences has not been correctly interpreted by
the Chilean IRS and that in addition the Company possesses all
the necessary supporting documentation to back up the amounts
filed with the Chilean IRS.
Enjoy S.A.
2.- Enjoy S.A vs. Internal Revenue Service XV metropolitan
regional office in Eastern Santiago:
Case heard by the Third Tax and Customs Court of the Metropolitan
Region (Santiago) in connection with the following claim:
The Chilean IRS rejected the refund of ThCh$ 436.382 requested in
the income tax return relating to the tax year 2010 on the grounds
that the company did not attach the supporting documentation
for the tax loss filed.
The Company recognized an asset for this uncertain tax position
since it considers that it possesses all the necessary supporting
documentation to back up the requested refund, which
documentation it has delivered to the Chilean IRS.
On November 25, 2016 an appeal was filed, which was accepted
by the Court of Appeals, but has not yet handed down a ruling
on it.
According to Management and the external tax advisors, the
chances of winning or losing are still undetermined.
3.- Enjoy S.A vs. Internal Revenue Service XV metropolitan
regional office in Eastern Santiago:
Case heard by the Third Tax and Customs Court of the Metropolitan
Region (Santiago) in connection with the following claim:
The Chilean IRS rejected the refund of ThCh$ 449.095 requested
relating to the tax period 2014 on the grounds that it considers that
the payment made by Enjoy in favor of the bondholders would not
qualify as inevitable, rather it considers that the payment would
have been made voluntarily by the issuer.
The Company recognized an asset for this uncertain tax position
since it considers that it possesses all the necessary supporting
documentation to back up the fact that the payment made qualifies
as necessary for the company and that there are numerous similar
transactions in the market where the same type of disbursement
has been made and it has not been disallowed by the Chilean IRS.
On October 9, 2015, the Service responded to the complaint filed
and accompanied supporting evidence. On November 10 of that
year the court considered that the complaint has been answered.
Currently, it is pending that the court receives the case to be
trailed.
In the opinion of our external legal counsel to date, there is no risk
of actual loss to the Company.
31.3 ENGAGEMENTS
Engaged Guarantee to Third Parties
The obligations undertaken by Enjoy S.A and its subsidiaries
are described below. These must meet certain financial ratios
(covenants) for the term of the several loan agreements entered
into with financial institutions and the local market.
At the date of these statements of financial position, the company
complies with the obligations set forth in its financing contracts.
i) Enjoy S.A.
a) Issuance and placing of bonds in the local market
The contracts that account for the placement of bonds mentioned
in Note 22 state that Enjoy must fulfill the following obligations:
Financial Debt Level
1) The issuer shall keep - to the respective measurement date
- in its quarterly Financial Statements under IFRS, a leverage
ratio measured as Consolidated Net Debt divided by Equity, not
exceeding: /i/ two point five for the third quarter of the year two
thousand and thirteen, that is, for the measurement made on the
thirtieth day of September of the year two thousand thirteen and
/ii/ twice since the fourth quarter of the year two thousand and
thirteen onwards, i.e. from the measurement made on day thirty
one of December two thousand and thirteen. At 31 December
2016, this level reaches one point sixty six.
2) Additionally, the Issuer will keep - at the respective measurement
date -in its consolidated quarterly financial statements under IFRS,
a debt ratio measured as net consolidated financial debt divided
by an EBITDA not exceeding five point five in the first and second
quarters the year two thousand and fourteen, inclusive. That is,
from the measurements made on thirty one March and thirty
June two thousand fourteen and not more than four counting
from the third quarter of the year two thousand and fourteen and
thereafter, i.e. after the measurement is made on thirty September
two thousand and fourteen. At 31 December 2016, the indicator is
of three point zero eighty one.
Prohibition to issue commercial guarantees:
The Issuer is required to maintain assets free of any liens,
security interests, charges, restrictions or any kind of privileges
and to perform the measurement of this index on the dates of
the quarterly consolidated financial statements under IFRS.
These assets must be equivalent to at least a: /i/ one time the
outstanding amount of the total consolidated, unsecured
quarterly financial debt estimated, as of December thirty one of
the year two thousand ten and until the end of third quarter of the
year two thousand eleven, inclusive, /ii/ one point fifteen the total
amount of total consolidated financial debt without guarantees,
from the fourth quarter of the year two thousand eleven, that is,
from the measurement performed to thirty one December two
thousand eleven and until the end of the third quarter of the year
two thousand and twelve inclusive, / iii/ one point three the total
amount of the total unsecured, consolidated financial debt, from
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the fourth quarter of year two thousand twelve, that is, from the
measurement made at thirty one December 31 two thousand
and twelve and until the end of the third quarter of the year two
thousand and thirteen, inclusive, and /iv/ one point five the total
amount of all consolidated unsecured financial obligations, from
the fourth quarter of the year two thousand and thirteen onwards,
i.e. after the measurement made at thirty one December two
thousand and thirteen.
Treasury credits for withholding and surcharge taxes will not be
considered as liens, charges, restrictions or privileges for this
purpose; trade preferences established by law, and all other
charges which the Issuer has not consented to and that are being
properly challenged by the Issuer.
The Issuer shall deliver to the Representative, if so requested, the
record for verifying the indicator that this clause refers to. At 31
December 2016, the ratio of assets free of securities, outstanding
the amount of total unsecured, consolidated financial debt
reaches three point eighteen.
The issuance of series F bonds, considers the following collaterals:
1. Mortgage Guarantee on the following property:
a) Lot A of title which is registered in the name of Inmobiliaria
Rinconada S.A. folio one thousand sixty six, reverse number
one thousand seven hundred fifty one of Property Registry
of the Real Estate of Los Andes of the year two thousand
and twelve. The property registration number is the twenty
hyphen one-hundred fifty-seven of Rinconada Commune.
b) Lot B One The title deed is registered in the name of
Inmobiliaria Rinconada S.A. folio two hundred sixty seven
reverse number one thousand fifty two of the Real Estate
Record of Los Andes Real Estate Registrar of the year two
thousand and twelve. - The property registration number is
twenty-five hyphen two hundred sixteen of the commune
Rinconada.
c) Lot B Two -B title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and sixty eight, reverse number one thousand fifty three, title
deed of the Real Estate Record of the Los Andes Real Estate
Registrar of the year two thousand and twelve. The property
registration number is twenty-five hyphen one hundred and
fifty six of commune Rinconada.
d ) Lot Thirty-eight The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
seventy number one thousand seventy-five hundred of Real
Estate Record of the Los Andes Real Estate Registrar of the
year two thousand and twelve . - The property registration
number is the twenty-five hyphen two hundred fifty-four of
commune Rinconada.
e) Lot Thirty Nine, The title deed is registered in the name
of Inmobiliaria Rinconada S.A. folio number one thousand
two hundred seventy number one thousand seven hundred
fifty-five of the Real Estate Registry of Los Andes Real
Estate Registrar of the year two thousand and twelve. - The
property registration number is twenty-five hyphen two
hundred fifty five of the commune Rinconada.
f) Lot Forty, The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and sixty; reverse number one thousand seventy hundred
and fifty six, title deed of the Real Estate Record of the Los
Andes Real Estate Registrar of the year two thousand and
twelve. The property registration number is twenty-five
hyphen two hundred and fifty six of commune Rinconada.
g) Lot Forty-one, The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and seventy one, reverse number one thousand seven
hundred and fifty seven of the Real Estate Record of the
Los Andes Real Estate Registrar of the year two thousand
and twelve. The property registration number is twenty-five
hyphen two hundred and fifty six of commune Rinconada.
h) Lot Forty-two , The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and seventy one, everse number one thousand seven
hundred and fifty eight of the Real Estate Record of the
Los Andes Real Estate Registrar of the year two thousand
and twelve. The property registration number is twenty-five
hyphen two hundred and fifty eight of commune Rinconada.
i) Lot A Two, The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and seventy two, reverse number one thousand seven
hundred and fifty nine of the Real Estate Record of the Los
Andes Real Estate Registrar of the year two thousand and
twelve. The property registration number is twenty-five
hyphen sixty-five of commune Rinconada.
j) Lot A Three, The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and sixty two, reverse number one thousand seven hundred
and sixty of the Real Estate Record of the Los Andes Real
Estate Registrar of the year two thousand and twelve. The
property registration number is twenty-five hyphen one
hundred and sixty six of commune Rinconada.
k) Lot A Five The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and seventy three, number one thousand seven hundred
and sixty-one of the Real Estate Record of the Los Andes
Real Estate Registrar of the year two thousand and twelve.
The property registration number is twenty-five hyphen one
hundred and seventy five of commune Rinconada.
l) Lot A Six, The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and seventy three, reverse number one thousand seven
hundred and two of the Real Estate Record of the Los Andes
Real Estate Registrar of the year two thousand and twelve.
The property registration number is twenty-five hyphen one
hundred and seventy six of commune Rinconada.
m) Lot A Eight, The title deed is registered in the name of
Inmobiliaria Rinconada S.A., folio one thousand two hundred
and seventy four, reverse number one thousand seven
hundred and sixty three of the Real Estate Record of the
Los Andes Real Estate Registrar of the year two thousand
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and twelve. The property registration number is twenty-
five hyphen one hundred and eighty nine of Rinconada
commune.
n) A mortgage over the plot 13 and 22 of the Parceling Project
El Castillo, located in the commune of Calle Larga, Los
Andes province. The domain name is registered under the
name of Inversiones y Servicios Guadalquivir S.A. on page
six hundred sixty-seven, number one thousand thirty-five of
the Property Registry of Real Estate of Los Andes, the year
two thousand and seven.
ñ) A mortgage over Lot B2-A7 resulting from the subdivision
of a larger plot named Fundo La Cuesta. The domain name
is registered underInmobiliaria Rinconada S.A. on page one
thousand six hundred forty four verso two thousand two
hundred eighty-one of the Property Registry of Real Estate
of Los Andes, two thousand and twelve.
2. Pledge Guarantee for the following personal property:
a) Pledge without displacement on movable assets deployed in
the Casino Rinconada, owned by Casino Rinconada S.A. and,
b) Pledge on movable assets deployed in the Hotel, Spa,
Restaurant, and Convention Center Rinconada, owned by
Operaciones Integrales Chacabuco S.A.
3. Bond and joint debt in which Inmobiliaria Rinconada S.A.
constitutes as guarantor and joint debtor of the obligations
contracted by Enjoy S.A.
The bonds of this issuance make us of the tax regime set in Section
104 of the Law on Income Tax, included in Decree Law N° 824.
b) Syndicated Loan
The syndicated financing agreement signed on 17 October
2014, sets the following obligations in which the debtor must
semiannually keep the following financial ratios at a consolidated
level, measured on the financial statements audited every six
months to December and June each year and a first measurement
to December 2014.
Financial Debt Limit
1) Debt limit or leverage. A level of net financial debt or leverage,
equal to or lower than: (i) one point five at 31 December 2014, (ii)
one point three times at 30 June 2015, and (iii) one point two at
31 December 2015.
As of December 31, 2016, this level reaches one point eleven
times. As established in the credit agreement, “Total Equity” will
be understood as the “Total Equity” line included in the Financial
Statements under IFRS. The negative effects recorded by the
accounting adjustments caused by the recognition of the fair
value changes of the put option of fifty-five percent of the shares
of Caesars Entertainment in Baluma S.A. are excluded, which has
previously been informed to the participating creditors and of
other derivative transactions and the changes in the functional
currency of investments abroad by the debtor, as long as this
does not imply any movement or outflow of cash for the debtor.
Enjoy S.A. and subsidiaries, has calculated the following indicator
of Net Consolidated Financial Debt and Equity adjusted as of
December 31, 2016, as required by the credit agreement:
Concepts ThCLP$
Equity as of 12/31/2016 111.210.492
Adjustments:
Translation adjustment subsidiaries It is positive
Translation adjustment put option (10.813.112)
Adjustment for impairment call option Baluma (43.846.289)
Adjustment derivative instruments (775.172)
Total adjustments (55.434.573)
Adjusted Equity as of 12/31/2016 166.645.065
DFN 184.401.298
Adjusted ratio 1.11
2) Indebtedness ratio. An indebtedness ratio less than or equal
to four times, calculated as per the annual financial statements of
the debtor, as of December 31, 2014. As of December 31, 2016, this
indicator is three times, as required by the credit agreement.
3) Maintenance of free assets. The debtor shall maintain, at
least, assets free of encumbrances equivalent to one point five
times the total amount of its consolidated financial obligations
without guarantees. As of December 31, 2016, this indicator is
three point eighteen times, as required by the credit agreement.
The signing of the syndicated loan includes the following collateral:
a) Mortgage on lodges and property, located on International
detour Camino Internacional N° 655 and N° 663, Villa Las
Araucarias, in the town of Pucon, Province of Cautín, Region
IX. The domain name is registered in the name of Inmobiliaria
Kuden S.A. on page 1,817, N° 1,263 of the Property Registration
of Pucón Real Estate Registrar of the year 2000.
b) A mortgage over property located at Site N° One of
Block (manzana) No. 23 of the street Pedro de Valdivia N°
4,331, Pucon. The domain name is registered in the name
of Inmobiliaria Kuden S.A. on page 2,434, N° 1,721 of the
property registration of Pucón Real Estate Registrar 2007.
c) Mortgage over property lots A-B-C, located in Balneario de
Peñuelas, Coquimbo. The domain name is registered in the
name of Inmbobiliria Proyecto Integral Coquimbo S.A. on
page 483 N° 283 in the Property Registration of year 2007
of the Real Estate Registrar of Coquimbo.
d) Mortgage over the storeroom and fourth underground
parkingofthebuilding�EdificioNeruda�,locatedonRosario
Norte 555, Las Condes, Santiago. The domain name is
registered in the name of Enjoy Gestión Ltda. on page 13303,
N° 21270 of the Property Registration of the Santiago Real
Estate Registrar, year 2007.
e) Mortgage on offices and parking lots, Floor 10 “Edificio
Neruda” Rosario Norte 555, Las Condes, Santiago. The title
deed is registered to Enjoy Gestión Ltda. on page 85221,
No. 77528 of the 2004 Property Register of the Santiago
Registrar of Land, Mines and Industrial Property.
f) Mortgage on Lot A One in the community of Pucón, province
of Villarrica, Region Nine. The title deed is registered to
Inmobiliaria Kuden S.A., on page 776 No. 1528 of the 2011
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Property Register of the Pucón Registrar of Land, Mines and
Industrial Property.
g) Mortgage on the property known as lot b in the community
of Pucón, province of Villarrica, Region Nine. The title deed
is registered to Inmobiliaria Kuden S.A., on page 2564
dorso No. 1639 of the 2008 Property Register of the Pucón
Registrar of Land, Mines and Industrial Property.
h) Mortgage on the site located in Castro - Gamboa, Ruta 5
Castro – Quellón no number, province of Villarrica, Region
Nine. The title deed is registered to Inmobiliaria Proyecto
Integral Castro S.A., on page 2365 dorso No. 2534 of the
2009 Property Register of the Castro Registrar of Land,
Mines and Industrial Property
2) Joint surety and joint and several co-signer
Signing the syndicated loan considers joint surety and joint and
several co-signing for the following companies; Enjoy Gestión
Ltda., Inversiones Enjoy S.p.A., Slots S.A., Masterline S.A., Enjoy
Consultora S.A., Campos del Norte S.A., Operaciones Integrales
Coquimbo Ltda., Kuden S.A., Operaciones Turísticas S.A., Rantrur
S.A. and Operaciones Isla Grande S.A. These companies become
separately and indistinctly joint sureties and joint and several co-
signers for the main creditors, with a view to guaranteeing full,
effective and timely fulfilment of each and every one of the present
and future obligations that the debtor may have contracted or
may contract pursuant to this contract. Each of the guarantors
are also sureties, joint sureties and joint and several co-signers
of the promissory notes signed, or which must be signed, to
evidence their payment obligations under the above syndicated
loan agreement.
c) Banco Internacional
The credit agreement signed by Enjoy S.A. and Banco Internacional
is guaranteed by the collection of cash flows receivable from
payments made with credit and debit cards in certain subsidiaries
of Enjoy in Chile.
ii) Inmobiliaria Proyecto Integral Antofagasta S.A. (IPIA)
The lease purchase contract signed with Banco de Chile and BCI
on October 14, 2014 and its amendments stipulate the following
obligations, which are measured annually, with the year-end
financial statements:
Level of financial debt
1. At a combined level, the companies shall maintain a debt
service ratio of equal or than one point twice. Debt service
will be understood to be the EBITDA to total annual rent
that the lessee must pay pursuant to clause four of the
above contract ratio, plus the companies’ financial expenses.
EBITDA will be understood to be the operating income less
operating costs less administrative costs plus depreciation
for the year plus amortizations plus asset impairment losses.
The indicator will be measured on the thirty first of March
each year, with balance sheets at December thirty first of the
prior year, as of two thousand and fourteen. At December 31,
2016, this indicator was two point forty-nine times.
2. At combined level, the companies shall maintain a liquidity of
zero point five times or more, with liquidity being understood
to be the current asset to current liability ratio, deducting
in both cases the accounts receivable from and payable
to related companies. The indicator will be measured on
the thirty first of March each year, with balance sheets at
December thirty first of the prior year, as of two thousand
and fourteen. At December 31, 2016, this indicator was zero
point sixty-six times.
Common obligations
1. In the entire period this contract is in force, Inversiones
Vista Norte S.A. irrevocably promises the lessors that it will
maintain its ownership interest in Operaciones El Escorial
S.A., which currently stands at ninety nine percent of the
shares.
2. In the entire period this contract is in force, Enjoy S.A.
irrevocably promises the lessors that it will maintain a direct
or indirect interest of not less than fifty-one percent of
each one’s shares in the companies Inmobiliaria Proyecto
Integral S.A. and Inversiones Vista Norte S.A. Likewise,
Enjoy S.A. promises to maintain its control, management
and administration of Inmobiliaria Proyecto Integral S.A. and
Inversiones Vista Norte S.A.
3. The brothers Antonio Claudio, Francisco Javier, Maria Cecilia,
and Ximena María, all with the surname Martínez Seguí, must
maintain, directly or indirectly, the control, management
and administration of the companies Enjoy S.A., Inmobiliaria
Proyecto Integral Antofagasta S.A., Operations El Escorial
S.A. and Inversiones Vista Norte S.A. Likewise, the above-
mentioned persons shall jointly hold, directly or indirectly, a
percentage greater than fifty-one percent of the property of
Enjoy S.A.F
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31.4 GUARANTEES
Indirect Guarantees
Guarantee CreditorDebtor
Type of GuaranteeAssigned Assets
Balances pending payment to
closing date
Expiration
Name Relationship Type Book Value 12-31-2016 12-31-2015 Date
ThCh$ ThCh$ ThCh$
Municipality of Viña del Mar Masterline S.A. Indirect SubsidiaryBank Guarantee
NoteStructure concession - 790 - 5/30/2017
BCI / Banco de ChileInmobiliaria Proyecto
Integral Antofagasta S.A.Indirect Subsidiary Pledge Installment payments - 27.596.874 30.156.250 4/8/2024
Municipality of AntofagastaInmobiliaria Proyecto
Integral Antofagasta S.A.Indirect Subsidiary
Bank Guarantee
NoteUrbanization - 158.087 - 1/12/2017
Municipality of Pucón Kuden S.A. Indirect SubsidiaryBank Guarantee
NoteMunicipal Concession - 65.870 - 1/12/2017
Municipality of PucónOperaciones Turísticas
S.A.Indirect Subsidiary
Bank Guarantee
NoteSky Center concession - 3.364 - 9/30/2017
General Director of Maritime
Territory and Merchant
Marine
Campos del Norte S.A. Indirect SubsidiaryBank Guarantee
Note
Maritime concession in
Coquimbo - 4.269 4.852 12/1/2017
Bond Series F Enjoy S.A. Parent Pledge Inmobiliaria Rinconada S.A. 39.435.110 23.907.064 28.376.965 6/14/2021
Baluma Holdings S.A. Inversiones Enjoy S.p.A. Direct Subsidiary Pledge Baluma S.A. Shares 93.769.317 - - 5/31/2015
Baluma Holdings S.A. Enjoy Consultora S.A. Indirect Subsidiary Pledge Baluma S.A. Shares 250.720 - - 5/31/2018
Banco BBVA, Santander,
Tanner, Estado y ScotiabankEnjoy S.A. Parent Guarantor
Casino and Hotel Chiloe
Property, Coquimbo, Casino
and Gran Hotel Pucon
Property, Cabins for workers,
and office floor and parking in
Nueva Las Condes
56.419.033 27.118.886 40.801.020 10/17/2018
Municipality of Viña del Mar Antonio Martínez y Cía. Indirect SubsidiaryBank Guarantee
NoteMunicipal Concession - 2.625.883 - 1/31/2018
Banco SantanderOp. Integrales Isla Grande
S.A.Indirect Subsidiary
Bank Guarantee
Note
Contract Subletting Hotel
Patagónico Pto. Varas - 223.957 - 12/1/2017
BCI Campos del Norte S.A. Indirect SubsidiaryBank Guarantee
NoteMunicipal Concession - 28.245 28.112 3/31/2017
The Performance Bonds are not registered as obligations in Enjoy S.A. and Subsidiaries. However, in the case of breach of the respective
contracts, this will imply to recognizing the obligation in the Financial Statements.
NOTE 32 EBITDA AND FINANCIAL DEBT
EBITDA = (Earnings before interest, taxes, depreciation and
amortization)
EBITDA is a financial indicator meaning “Earnings before Interest,
Taxes, Depreciation and Amortization.” EBITDA is calculated
based on the statement of income, representing the company’s
operating income before deducting interest, amortization,
depreciation and income taxes. This indicator is used as a measure
of profitability and also for purposes of valuing companies, among
others.
The methodology used by Enjoy S.A. and its subsidiaries to
determine the EBITDA is as follows:
Income from ordinary activities (+)
Costs of sales (-)
Administration expenses (-)
Depreciation and amortization (i) (+)
Impairment (reversal) of assets (ii) (+)
Total EBITDA (=)
(i) Depreciation of fixed assets and amortization of licenses, are
recorded under the item Cost of sales in the income statement
by function.
(ii) Impairment (reversal) of assets is recorded in the account
management fees for the income statement by function.
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a) EBITDA (*) (**)
Enjoy S.A. and its subsidiaries, have calculated the EBITDA indicator reported for the following exercises:
Ebitda Finacial Statements
Items
1/1/2016 1/1/2015
12/31/2016 12/31/2015
ThCh$ ThCh$
Income from ordinary activities 273.564.334 233.237.797
Costs of sales (216.165.605) (181.968.052)
Administration expenses (29.426.959) (26.961.624)
Depreciation 18.650.125 19.984.695
Amortization 7.187.789 8.473.585
Impairment (reversal) of stocks 36.790 21.110
Impairment (reversal) of Current Receivables 7.314.807 5.827.841
Total EBITDA 61.161.281 58.615.352
EBITDA before income (*) 22,4% 25,1%
(*)Definitionaccordingtothecontractsforlinesofissuanceandplacementofbondsinthelocalmarket.
(**) Unaudited indicator
b) NET FINANCIAL DEBT
Enjoy S.A. and its subsidiaries have calculated the following Net Consolidated Financial Debt and Net Consolidated Financial As of at 31
December 2016 and 2015:
Items12/31/2016 12/31/2015
ThCh$ ThCh$
Other current financial liabilities (+) 89.810.778 63.131.096
Other non-current financial liabilities (+) 136.180.103 152.478.360
Cash and cash equivalents (-) 41.589.583 33.017.974
Net financial debt 184.401.298 182.591.482
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c) DEFINITIONS
c.1) Indebtedness measured as net consolidated financial debt divided by equity:
Calculation formula:
Net consolidated financial debt
Equity
Account balance included:
Other current financial liabilities + other non-current financial
liabilities – cash
Equivalent Equity
c.2) Indebtedness measured as net consolidated financial debt divided by EBITDA.
Calculation formula:
Net financial debt
EBITDA 12 months - rolling
Book Accounts included:
Other current financial liabilities + other non-current financial
liabilities – cash equivalent Gross
earnings + administration expenses (**)
(**) Excluding movements that are not cash flows, such as
depreciations, amortizations and impairment of assets
c.3) Unsecured consolidated financial liabilities
Calculation formula:
Assets free of guarantees
Non-guaranteed financial debt
Book accounts included:
Total Assets (-) Property, plant and equipment provided in
guarantee
Other current financial liabilities + other non-current financial
liabilities
The amount of unencumbered assets and consolidated unsecured
obligations at 31 December 2016 amounts to M$439,953,098 and
M$138,134,841 respectively.
NOTE 33 GUARANTEES RECEIVED FROM THIRD PARTIES
As of 31 December 2016 and 2015, Enjoy S.A. and its subsidiaries
have no indemnities from third parties to report.
NOTE 34 GUARANTEES RECEIVED
On 31 December 2011, by public deed executed before the Public
Notary of Santiago, Eduardo Diez Morello, a debtor of subsidiary
Enjoy Gestión Ltda., constituted a first mortgage in favor of
Enjoy Management Limited, for a rural field of a surface of 253
hectares, 40 areas, located in Alcalde de Llau Llao, Castro district
of the province of Chiloe, in Los Lagos Region. The mortgage was
created to ensure payment of a debt currently held by the grantor
to Enjoy Gestión Ltda., amounting to 10,182,18 UF.
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NOTE 35 ASSETS AND LIABILITIES BY CURRENCY
The assets and liabilities in foreign and local currency for each of the periods under review are:
Assets Currency Functional currency 12/31/2016 12/31/2015
ThCh$ ThCh$
Current assets
Cash and cash equivalents Chilean pesos CLP 21.391.675 12.923.266
Cash and cash equivalents Dollar USD 19.255.643 18.309.843
Cash and cash equivalents Argentinean Pesos ARS 854.484 1.723.464
Cash and cash equivalents Euro EUR 17.506 29.585
Cash and cash equivalents Kunas HRK 12 2.219
Cash and cash equivalents Colombian Pesos COL 70.263 29.597
Other financial current assets Chilean pesos CLP 1.842.507 906.172
Other financial current assets Kunas HRK 11.698 16.299
Other financial current assets Argentinean Pesos ARS 11.129 49.488
Other financial current assets Dollar USD 935.260 674.986
Trade debtors and other receivables, current Chilean pesos CLP 17.976.313 14.972.848
Trade debtors and other receivables, current Dollar USD 19.464.615 22.943.352
Accounts receivable from related parties, current Chilean pesos CLP 42.418 319.144
Accounts receivable from related parties, current Dollar USD - 58.477
Accounts receivable from related parties, current Argentinean Pesos ARS 1.035.035 862.850
Accounts receivable from related parties, current Kunas HRK 737.540 788.630
Inventories Chilean pesos CLP 2.516.104 2.104.885
Inventories Dollar USD 1.535.178 1.464.633
Inventories Colombian Pesos COL 72.076 23.217
Current tax assets Chilean pesos CLP 5.819.356 5.331.321
Current tax assets Dollar USD 1.262.084 1.377.183
Current tax assets Argentinean Pesos ARS 83.296 59.800
Total current assets 94.934.192 84.971.259
Non-current assets
Other assets, non-current Chilean pesos CLP 14.093.592 6.505.551
Other assets, non-current Dollar USD - 45.440.046
Other assets, non-current Chilean pesos CLP 291.642 530.888
Accounts receivable from related entities, non-current Chilean pesos CLP 637.139 637.139
Investments in associates Chilean pesos CLP 2.273.062 2.215.488
Investments in associates Argentinean Pesos ARS 6.471.456 8.352.695
Investments in associates Kunas HRK (933.579) (999.774)
Intangible assets other than goodwill Chilean pesos CLP 27.476.219 31.130.449
Intangible assets other than goodwill Colombian Pesos COL 15.849 19.249
Intangible assets other than goodwill Dollar USD 51.386.841 57.508.910
Goodwill Chilean pesos CLP 3.310.727 3.310.727
Property, plant and equipment Chilean pesos CLP 158.578.976 166.309.667
Property, plant and equipment Colombian Pesos COL 1.645.549 1.597.429
Property, plant and equipment Dollar USD 180.862.958 194.914.015
Deferred tax assets Chilean pesos CLP 33.319.607 31.084.314
Deferred tax assets Colombian Pesos COL 244.583 27.562
Deferred tax assets Argentinean Pesos ARS 62.904 81.457
Total non-current assets 479.737.525 548.665.812
Total assets 574.671.717 633.637.071
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Liabilities
CurrencyFunctional
currency
Current
Total current
No CurrentTotal non-
currentUp to 90 days90 days to 1
year1 to 3 years 3 to 5 years
more than 5
years
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Other financial
liabilitiesChilean pesos CLP 26.010.287 46.172.718 72.183.005 17.384.153 - - 17.384.153
Other financial
liabilitiesUF CLF 2.400.325 12.549.233 14.949.558 40.916.524 38.985.753 38.893.673 118.795.950
Other financial
liabilitiesDollar USD - 2.678.215 2.678.215
Trade payable and
other payableChilean pesos CLP 26.347.102 - 26.347.102 - - - -
Trade payable and
other payableDollar USD 15.980.608 1.187.075 17.167.683 - - -
Trade payable and
other payable
Argentinean
PesosARS 19.070 - 19.070 - - - -
Trade payable and
other payable
Colombian
PesosCOL 33.883 - 33.883
Trade payable and
other payableKunas HRK 1.263 - 1.263 - - - -
Accounts payable to
related partiesChilean pesos CLP - 2.052.439 2.052.439 - - - -
Accounts payable to
related parties
Argentinean
PesosARS - 2.182.531 2.182.531 - - - -
Accounts payable to
related partiesDollar USD - 126.755.462 126.755.462 - - - -
Current tax liabilities Chilean pesos CLP - 1.284.011 1.284.011 - - - -
Current tax liabilitiesArgentinean
PesosARS - 331.791 331.791 - - - -
Deferred tax liabilities Chilean pesos CLP - - - - - 5.207.790 5.207.790
Deferred tax liabilities Dollar USD - - - - - 44.228.529 44.228.529
Current provisions for
employee benefitsChilean pesos CLP - 257.289 257.289 - - - -
Current provisions for
employee benefitsDollar USD - 10.122 10.122 - - - -
Other liabilities Chilean pesos CLP 1.933.913 - 1.933.913 - - - -
Other liabilities Unidad fomento CLF - - - - - - -
Other liabilitiesArgentinean
PesosARS 4.955 - 4.955 - - - -
Other liabilities Dollar USD 9.652.404 - 9.652.404 - - - -
Other liabilities Kunas HRK 107 - 107 - - - -
Total liabilities 82.383.917 195.460.886 277.844.803 58.300.677 38.985.753 88.329.992 185.616.422
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12/31/2015
Liabilities
CurrencyFunctional
currency
Current
Total current
No CurrentTotal non-
currentUp to 90 days90 days to 1
year1 to 3 years 3 to 5 years
more than 5
years
ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$ ThCh$
Other financial
liabilitiesChilean pesos CLP 39.449.969 14.631.388 54.081.357 26.382.316 1.414.351 - 27.796.667
Other financial
liabilitiesUF CLF 2.440.765 6.608.975 9.049.739 33.837.455 39.582.127 51.262.111 124.681.693
Trade payable and other
payableChilean pesos CLP 27.843.470 - 27.843.470 - - - -
Trade payable and other
payableDollar USD 16.530.733 2.563.587 19.094.320 - - - -
Trade payable and other
payable
Argentinean
PesosARS 221.333 - 221.333 - - - -
Trade payable and other
payable
Colombian
PesosCOL 1.471.292 - 1.471.292 - - -
Trade payable and other
payableKunas HRK 4.027 - 4.027 - - - -
Accounts payable to
related partiesChilean pesos CLP 1.027.731 1.989.930 3.017.661 - - - -
Accounts payable to
related parties
Argentinean
PesosARS - 3.049.057 3.049.057 - - - -
Accounts payable to
related partiesDollar USD - 1.091.539 1.091.539 132.365.293 - - 132.365.293
Current tax liabilities Chilean pesos CLP - 1.934.398 1.934.398 - - - -
Current tax liabilitiesArgentinean
PesosARS - 158.890 158.890 - - - -
Deferred tax liabilities Chilean pesos CLP - - - - - 6.271.280 6.271.280
Deferred tax liabilities Dollar USD - - - - - 49.174.731 49.174.731
Current provisions for
employee benefitsChilean pesos CLP 660.567 - 660.567 - - - -
Current provisions for
employee benefitsDollar USD 284.064 - 284.064 - - - -
Other liabilities Chilean pesos CLP 1.491.677 - 1.491.677 - - - -
Other liabilitiesArgentinean
PesosARS 4.288 - 4.288 - - - -
Other liabilities Dollar USD 9.786.705 - 9.786.705 - - - -
Other liabilities Kunas HRK 52 - 52 - - - -
Total liabilities 101.216.673 32.027.764 133.244.436 192.585.064 40.996.478 106.708.122 340.289.664
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NOTE 36 OTHER EXPENSES
Breakdown of the other expenses at 31 December of 2016 and
2015 is as follows:
12/31/2016 12/31/2015
ThCh$ ThCh$
Compensations and other staff expenses
5.516.115 858.574
Total 5.516.115 858.574
The above amounts relate to costs associated with the
restructuring plan implemented by the administration of Enjoy
S.A. and subsidiaries, which were recorded in accordance with
IAS 37.
NOTE 37 SUBSEQUENT EVENTS
1.- On January 30, 2017, between Investments Enjoy S.p.A, Enjoy
S.A. and Baluma Holdings SA, an amendment to the Share
Purchase Agreement dated November 12, 2012 was made,
mainly in the following:
a) Exercise price of the call option (Modified Purchase Option):
at US$187.8 million, provided that such option is exercised
before March 31, 2017.
b) Exercise period: may be exercised after delivery of a written
notice from the Buyer to Seller of his intention to exercise
the Call Option one business day before the agreed closing
date for the purchase of the Non-Controlling Interest and,
in any event, no later than March 29, 2017. The purchase
of the Non-Controlling Interest pursuant to the exercise of
the Modified Purchase Option shall take place on the first
business day following the delivery of the notification notice.
c) Automatic exercise of the put option; In the event that the
Modified Purchase Option has not been exercised before
March 29, 2017, Baluma Holdings S.A. shall be deemed to
have exercised the Put Option, automatically and without
any action, notice or demand.
d) The purchase of Non-Controlling Interest in accordance with
the exercise of the Put Option will be made on March 31,
2017. The price of the Put Option will be the same as the one
established in letter a) above.
2.- On February 15, 2017, the Superintendence of Gambling Casinos
(SCJ) issued Circular No. 84 regarding the application of Articles
2 and 3, interim, of Law No. 19,995. Basically, it establishes that the
Municipal Casinos located in the cities of Arica, Iquique, Coquimbo,
Viña del Mar, Pucón, Puerto Varas and Puerto Natales, may
continue their operations after December 31, 2017 in accordance
with the conditions agreed in the concession contracts signed
between the Municipality and the casino operator of each city; and
until the starting date of the new permits. That is, up to the date
on which the SCJ has extended the certificate indicated in article
28 of Law No. 19,995, which provides for strict compliance with
the legal and regulatory obligations necessary to initiate activities
of a gambling casino, granted to the operating company.
3.- On January 10, 2017, was held a Meeting of Bondholders of
Series C and E (30-year bond issue) and Series F (7-year issue
agreement) with the purpose of modifying the covenants
established in the contracts. The agreed modifications were as
follows:
(i) Replace the definition of Net Consolidated Financial
Obligations in the sense of including in the definition the
accounts payable to related companies and dividends
receivable from related companies.
(ii) Maintain a debt ratio measured as Net Consolidated Financial
Obligations divided by EBITDA: (i) not exceeding six points
five times from the measurement to be made on March 31,
2017, that is, at the closing of the first quarter of the year
two thousand and seventeen and until the measurement
to be made on the 30th of September two thousand and
eighteen, that is, at the end of the third quarter of the year
two thousand and eighteen, both inclusive; and, (ii) not more
than four times as of December 31, 2018, that is, at the close
of the fourth quarter of the year two thousand and eighteen
and thereafter.
(iii) Maintain, as from the first quarter of the year two thousand
and seventeen, that is, from the measurement made on
March 31, 2017, and up to the measurement to be made on
September 30, 2018, i.e. at the end of the third quarter of the
year two thousand and eighteen or until the first quarterly
measurement in which the Issuer presents a debt ratio
measured as Net Consolidated Financial Obligations divided
by Equity not exceeding one point seventy five times,
whichever occurs first, Adjusted Net Consolidated Financial
Obligations less than or equal to the sum of three hundred
and seventy billion Chilean pesos.
(iv) Maintain a debt ratio measured as Net Consolidated
Financial Obligations divided by Equity: (a) not exceeding
five points twenty-five times from the measurement to be
made on March 31, 2017, that is, at the closing of the first
quarter of the year two thousand and seventeen and until
the measurement to be made on the 30th of September two
thousand and eighteen, that is, at the end of the third quarter
of the year two thousand and eighteen, both inclusive;
And, (b) not more than twice as of the measurement to be
made on December 31, 2018, that is, at the closing of the
fourth quarter of the year two thousand and eighteen and
thereafter.
(v) The clauses related to the obligation to pay money obligations
and the acceleration of loans for money loans, respectively,
were modified, exempting from the configuration of the
cause of default contained therein, to the circumstance that
the Issuer incurs in default or simple delay in payment, or
judicial and anticipated collection of obligations arising from
issues of negotiable instruments.
(vi) Only for the F series was authorized and allowed the change
of control when this occurred due to a capital increase.
4.- On January 30, 2017, was held a Meeting of Bondholders
of Series C and E (30-year bond issue) and Series F (7-year
issue agreement) with the purpose of modifying the covenants
established in the contracts. The approved amendments to the
30-year bond issue are as follows:
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(I) Addition of new causes for early payment option, as follows:
(1) if the Issuer disposes of or encumbers delivered on a
second mortgage; (2) if the Issuer disposes of or encumbers
assets for a 12-month accumulated amount exceeding USS15
million; (3) if the Issuer increases its capital by paying it with
cash and (4) if the Issuer distributes dividends above the
statutory minimum or the Issuer distributes dividends from
retained earnings or results from re-appraisals of assets.
These causes will remain in force until the date of publication
of the financial statements dated December 31, 2018 or
until the quarter in which the indicator of Net Consolidated
Financial Obligations divided by the Equity is less than twice.
(ii) Until the date of publication of the financial statements
dated December 31, 2018, all prepayments performed will be
made at a value equivalent to 110% of the par value.
(iii) Add the obligation to set up a second mortgage if Enjoy S.A.
(i) grants a contract or refinancing operation of its current
liabilities, or liabilities that replace its current liabilities;
(ii) provided that such contracts or transactions refer to
refinancing operations in favor of the Issuer and/or its
subsidiaries; (iii) and by virtue of which a first mortgage is
constituted on one or more of the properties owned by the
Company or any of its Related Entities, which are necessary
to operate the gambling casinos located in Rinconada de los
Andes, Pucón, Chiloé and Coquimbo, in Chile, and Punta del
Este in Uruguay, then its subsidiary shall constituted or cause
to constitute a second mortgage, on the same property, in
favor of the Bondholders.
(iv) Add also the following obligations: (i) i) CAPEX of Maximum
Annual Maintenance of USS25 million and (ii) operations
with the Controlling Group may not exceed $1 billion per
year, with exceptions.
The obligations mentioned in iii) and iv) will be in force until the
publication of the financial statements of December 31, 2018;
or until the quarter in which the indicator of Net Consolidated
Financial Obligations divided by the equity is less than twice,
whichever occurs first.
The approved amendments to the Series F bond contract are as
follows:
(I) Addition of new causes for early payment option, as follows:
(1) if the Issuer disposes of or encumbers delivered on a
second mortgage; (2) if the Issuer disposes of or encumbers
assets for a 12-month accumulated amount exceeding USS15
million; (3) if the Issuer increases its capital by paying it with
cash and (4) if the Issuer distributes dividends above the
statutory minimum or the Issuer distributes dividends from
retained earnings or results from re-appraisals of assets.
(ii) Add the following obligations: (i) CAPEX of Maximum Annual
Maintenance of USS25 million and (ii) operations with the
Controlling Group may not exceed $1 billion per year, with
exceptions.
The obligations mentioned in i) and ii) shall remain in force until the
publication of the financial statements as of December 31, 2018;
or until the quarter in which the indicator of Net Consolidated
Financial Obligations divided by the equity is less than twice,
whichever occurs first.
5.- As of the date of issuance of these Financial Statements, there
are no further events that could significantly affect the financial
position of Enjoy S.A. And Subsidiaries.
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Following you may find Standard disclosures from the GRI G4 of the Material Subjects contained in Chapter 5 of this Annual Report, regarding ENJOY’s Sustainable Development.
For more information on this report and from ENJOY’s initiatives on sustainability, please contact:
Carmen Luz Castro M.Corporate [email protected]+56 2 2770 5137
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Strategy
G4-1Provide a statement from the most senior decision-maker of the organization.
4
Organizational profile
G4-3 Report the name of the organization. 4
G4-4 Primary brands, products, and services. 24-28
G4-5 Location of the organization’s headquarters. 29
G4-6Report the number of countries where the organization operates, and names of countries where either the organization has significant operations.
11
G4-7 Report the nature of ownership and legal form. 29
G4-8 Report the markets served. 12-23, 24-27
G4-9 Report the scale of the organization. 32, 33
G4-10 Total number of employees. 86
G4-11Percentage of total employees covered by collective bargaining agreements.
93
G4-12 Describe the organization’s supply chain. 101
G4-13Report any significant changes during the reporting period regarding the organization’s size, structure, ownership, or its supply chain.
4, 5, 87, 101
G4-14Report whether and how the precautionary approach or principle is addressed by the organization.
83, 104
G4-15List externally developed economic, environmental and social charters, principles, or other initiatives to which the organization subscribes or which it endorses.
105, 107, 108
G4-16List main memberships of associations and national or international advocacy organizations in which the organization:
108
Material subjects
G4-17List all entities included in the organization’s consolidated financial statements or equivalent documents
158
G4-18Explain the process for defining the report content and the topic Boundaries.
85
G4-19List all the material topics identified in the process for defining report content.
85
G4-20Report boundaries of each material subject within the organization.
The resulting Material Subjects cover all of the Company’s operations in Chile, Argentina, Uruguay and Colombia. In those topics that in particular could not be raised in any operation, a note is indicated on the matter.
G4-21Report boundaries of each material subject outside the organization.
The resulting Material Subjects cover all of the Company’s operations in Chile, Argentina, Uruguay and Colombia. In those topics that in particular could not be raised in any operation, a note is indicated on the matter.
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G4-22Report the effect of any restatements of information provided in previous reports, and the reasons for such restatement.
In 2016, the operations of Enjoy Puerto Varas and Enjoy Park Lake were added to the Company, as well as the operation of Enjoy San Andrés, considering therefore the data of these operations.
G4-23Report significant changes from previous reporting periods in the list of material subjects and its Boundaries.
There were no significant changes in the scope of the indicators presented in the sustainability report of Enjoy with respect to previous periods.
Stakeholder engagement
G4-24 Provide a list of stakeholder groups engaged by the organization. 84
G4-25Report the basis for identification and selection of stakeholders with whom to engage.
83
G4-26 Report the organization’s approach to stakeholder engagement. 83
G4-27
Report any key topics and concerns that have been raised through stakeholder engagement, and how the organization has responded to those key topics and concerns, including through its reporting.
85
Reporting profile
G4-28 Reporting period. 82
G4-29 Date of most recent previous report. 82
G4-30 Reporting cycle. 82
G4-31Provide the contact point for questions regarding the report or its contents.
Carmen Luz Castro MoránCorporate [email protected]+56 2 2770 5137
G4-32 Report the ‘in accordance’ option the organization has chosen. 82
G4-33Report the organization’s policy and current practice with regard to seeking external assurance for the report.
This report does not include external assurance.
Governance
G4-34 Report the governance structure of the organization. 59
G4-38Report the composition of the highest governance body and its committees.
59, 61, 89
G4-39Report whether the Chair of the highest governance body is also an executive officer.
59
Ethics and integrity
G4-56Describe the organization’s values, principles, standards and norms of behaviour such as codes of conduct and codes of ethics.
7, 8
G4-58Report the internal and external mechanisms for reporting concerns about unethical or unlawful behaviour, and matters related to organizational integrity.
110
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1. Corporate Governance
G4-38 59, 61, 89
G4-39 59
2. Ethical management and crime prevention
G4-56 7, 8G4-58 110G4-SO3 At Enjoy we have a Compliance system made
up of three pillars, related to the concept of measurement (corruption). These are: compliance with the UAF (Financial Analysis Unit) regulations; compliance with internal policies, and our Model of Crime Prevention of money laundering, financing of terrorism, bribery and receivership. The risks detected are contained in a risk matrix, which is part of the model mentioned above. The matrix containing the risks is a tool for internal use only. In the 10 casinos belonging to the company (100%), corruption related risks have been assessed.
G4-SO4 Enjoy has a Crime Prevention Model of money laundering, terrorist financing, bribery and receivership, as well as its respective policy, risk matrix and manual (approved by the board of Enjoy S.A. under proposal of the Directors Committee), which is informed to all the Company’s employees. During 2016, we trained 2,726 employees in these areas, which represent approximately 91% of the total to be trained. It should be noted that most of these personnel are staff of the Gaming area who are in permanent contact with our customers. The Crime Prevention Model has been and is being informed to our suppliers also, so they have the necessary information regarding the policy contained therein.
G4-SO5 There were no corruption cases during year 2016.
G4-SO8 In 2016 there were no significant fines or non-monetary sanctions related to accounting fraud, job discrimination or corruption.
3. Tender municipal casinos and prosecution of the process
G4-DMA 36-38, 53
4. Direct economic impact
G4-EC1 115
5. Relationship with investors
G4-DMA 5, 73
6. Growth opprotunities
G4-DMA 4, 5
7. Diversity and inclusión
G4-LA12 87-91
8. Training, development and talent management
G4- LA9 95G4-LA10 95
9. Work climate, working conditions, occupational safety and welfare
G4-LA6 95
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10. Internal Communications
G4-DMA 95
11. Labor relations G4-LA16 9312. Value proposal G-PR4 There is no breach of voluntary codes
regarding the labeling of products and services.G4-PR5 96
13. Responsible Gaming
G4-DMA 97
14. Safeguarding of Customer’s health and safety
G4-DMA 100
15. Customer information management and personal data privacy
G4-PR8 During year 2016 there were no claims for breach of privacy and / or leakage of customer data.
16. Responsible drinking and handling of difficult clients
G4-HR7 100% of the guards, private security team and security supervisors have been trained in matters related to the scope of their duties and that delimits their action in front of our visitors. This training is based on essential legal principles for the respect of human rights.
17. Energy efficiency and renewable energies
G4- EN3 103
18. Operational efficiency
G4-DMA 101
19. Enviromental management
G4-EN8 103G4-EN23 104G4-EN24 During 2017 there were no environmental spills.
20. Sustainable building
G4-DMA 104
21. Aporte regional y local
EC1 116
22. Participación comunitaria y desarrollo de iniciativas en su beneficio
G4-SO1 105
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CHILEARGENTINA
URUGUAY
COLOMBIA
www.enjoy.cl
CONTACT
Esteban Rigo-Righi B.
Financial Management and
Investor Relations
Presidente Riesco 5711, Piso 15,
Las Condes, Santiago, Chile
(56) 2 2770 5071
Designwww.dioslascria.cl