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Item 5 — Management's Discussion and Analysis
United Breweries Co Inc · 20-F · FY 2025 · Period ended Dec 31, 2025
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Prospects
Overview
We face certain key challenges and risks associated
with our business, as highlighted in Item 3.D. Risk Factors. The analysis of our results is based on financial statements prepared in
accordance with IFRS Accounting Standards. The three most recent years are considered in the discussion below.
A. ADJUSTED OPERATING RESULT
The following discussion should be read in conjunction
with our consolidated financial statements and the notes included thereto in this annual report, and with “Item 11: Quantitative
and Qualitative Disclosures about Market Risk”, the latter related with the Company’s hedge policy. In the following discussion,
CLP amounts have been rounded to the nearest million pesos, unless otherwise indicated. Certain amounts (including percentage amounts)
which appear herein have been rounded and may not sum to the totals shown.
We evaluate the performance of the segments based
on several indicators, including Adjusted Operating Result, Adjusted Operating Result Before Depreciation and Amortization (ORBDA), ORBDA
margin (% of ORBDA of total revenues for the Operating segment), volumes and sales revenues. Sales between segments are conducted using
terms and conditions at current market rates.
Adjusted Operating Result and ORBDA are non-IFRS
financial measures. Adjusted Operating Result reflects a subtotal in “Note 6” under Operating segment’s additional information.
A non-IFRS financial measure does not have a standardized meaning prescribed by either IFRS or U.S. GAAP. For management purposes, Adjusted
operating result we have defined it as Net income before net financial expense, gain (losses) of joint venture and associates accounted
for using the equity method, gains (losses) on exchange differences, result as per adjustment units, Other gains (losses) and income taxes.
For management purposes, ORBDA is defined as Adjusted Operating Result before depreciation and amortization.
The Company believes that the use of “Adjusted
Operating Result” provides investors with a better understanding of the day-to-day performance of the Company, because elements
included under “Other gains/(losses)” such as impacts derived from derivative contracts and marketable securities are not
considered part of the core business of each Operating segment and therefore are managed at the corporate level. The performance of each
Operating segment is assessed by this measure, and for the same reason this measure is used by each segment’s Chief Operating Decision
Maker to assess the performance of the Operating segments. This measure eliminates items that have less bearing on our operating performance
and thus highlights trends in our core business that may not otherwise be apparent when relying solely on IFRS financial measures. The
Company believes that disclosure of Adjusted Operating Result provides useful information to investors and financial analysts in their
review of our operating performance and their comparison of operating performance to the operating performance of other companies in the
beverage industry, but it may not be comparable to similarly titled indicators used by other companies. Further, the Company believes
that the use of ORBDA provides useful information to investors and analysts in their review of financial results as it is easily comparable
to other similar figures disclosed by other companies to calculate financial ratios in order to have comparable measures used in the industry.
Neither Adjusted Operating Result nor ORBDA are substitutes for IFRS measures of earnings.
Adjusted Operating Result and ORBDA have important
limitations as analytical tools. For example, they do not reflect (a) our cash expenditures or future requirements for capital expenditures
or contractual commitments; (b) changes in, or cash requirements needed for, our working capital needs; (c) the significant interest expense,
or the cash requirements necessary to service interest or principal payments, on our debt; or (d) tax payments or distributions to our
parent to make payments with respect to taxes attributable to us that represent a reduction in cash available to us. Although we consider
the items excluded in the calculation of non-IFRS measures to be less relevant to the evaluation of our performance, some of these items
may continue to take place and accordingly may reduce the cash available to us.
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The following table presents the Net sales and
Adjusted Operating Result, and the relevant percentage as a component of Net sales, for each of our Operating segments.
Year Ended December 31,
2023 2024 2025
(in millions of CLP, except percentages)
Net sales
Chile Operating segment(1) 1,758,971 68.6 % 1,829,244 63.0 % 1,914,528 65.8 %
International Business Operating segment(2) 586,484 22.9 % 850,118 29.3 % 780,296 26.8 %
Wine Operating segment(3) 252,825 9.9 % 282,638 9.7 % 276,489 9.5 %
Other/eliminations(5) (32,725 ) (1.3 )% (57,433 ) (2.0 )% (61,687 ) (2.1 )%
Total 2,565,556 100.0 % 2,904,566 100.0 % 2,909,625 100.0 %
Adjusted Operating Result(4)
Chile Operating segment(1) 204,586 80.8 % 205,406 78.2 % 220,390 99.8 %
International Business Operating segment(2) 57,553 22.7 % 26,786 10.2 % 9,499 4.3 %
Wine Operating segment(3) 20,019 7.9 % 29,155 11.1 % 23,163 10.5 %
Other/eliminations(5)(6) (28,875 ) (11.4 )% 1,355 0.5 % (32,203 ) (14.6 )%
Total 253,283 100.0 % 262,702 100.0 % 220,849 100.0 %
Volume (in million liters)
Chile Operating segment(1) 2,278.1 68.7 % 2,270.7 67.2 % 2,296.6 63.4 %
International Business Operating segment(2) 909.5 27.4 % 978.0 29.0 % 1,202.9 33.2 %
Wine Operating segment(3) 134.7 4.1 % 136.1 4.0 % 132.1 3.6 %
Other/eliminations(5) (8.7 ) (0.3 )% (7.5 ) (0.2 )% (6.7 ) (0.2 )%
Total 3,313.7 100.0 % 3,377.3 100.0 % 3,624.8 100.0 %
(1) Includes beers, non-alcoholic beverages, spirits and shared services units in Chile.
(2) Includes beers, cider, non-alcoholic beverages, malt and spirits in Argentina, Bolivia, Paraguay and Uruguay.
(3) Includes domestic volumes in Chile and Argentina and export wine sales to more than 90 countries.
(4) Defined, for management purposes, as Net income before other gains (losses), net financial expenses, equity and income of joint ventures, foreign currency exchange differences, results as per adjustment units and income taxes.
(5) Consider the non-allocated corporate overhead expenses and eliminations of transactions and volumes between operating segments. (6) The sale of a portion of land located in the district of Quilicura, Metropolitan Region, made on April 3, 2024, generated an increase in Adjusted Operating result and ORBDA of ThCh$ 28,668,933 in the consolidated results as of December 2024.
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The following is a reconciliation of our Net income;
the most directly comparable IFRS measure to Adjusted Operating Result and ORBDA for the years ended December 31, 2023, 2024 and 2025.
For the years ended December 31,
2023 2024(1) 2025
(in million CLP)
Net income of year 118,425 176,545 137,293
Add (Subtract):
Other gains (losses) 13,316 95 27,673
Financial Income (39,402 ) (38,102 ) (27,522 )
Financial costs 77,023 97,165 79,948
Share of net loss of joint ventures and associates accounted for using the equity method 19,218 9,495 14,353
Foreign currency exchange differences 65,945 17,797 (1,474 )
Result as per adjustment units 14,026 10,722 17,631
Income taxes (15,267 ) (11,015 ) (27,052 )
Adjusted Operating result(2) 253,283 262,702 220,849
Depreciation and amortization 126,119 153,234 155,359
ORBDA(3) 379,402 415,936 376,208
(1) The sale of a portion of land located in the district of Quilicura, Metropolitan Region, made on April 3, 2024, generated an increase in Adjusted Operating result and ORBDA of ThCh$ 28,668,933 and an effect on Net income of ThCh$ 20,928,321 in the consolidated results as of December 2024.
(2) Defined, for management purposes, as Net income before other gains (losses), net financial expenses, equity and income of joint ventures, foreign currency exchange differences, results as per adjustment units and income taxes.
(3) Defined, for management purposes, as Adjusted Operating Result before depreciation and amortization.
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The following table presents our Income statement
for the periods noted below:
Year Ended December 31,
2023 2024(1) 2025
(millions of CLP, except percentages)
Net sales 2,565,556 100.0 % 2,904,566 100.0 % 2,909,625 100.0 %
Cost of sales (1,378,612 ) 53.7 % (1,590,958 ) 54.8 % (1,618,034 ) 55.6 %
Gross profit 1,186,944 46.3 % 1,313,609 45.2 % 1,291,591 44.4 %
Other income by function 4,420 0.2 % 40,212 1.4 % 11,830 0.4 %
Other expenses (2) (1,809 ) 0.1 % (4,686 ) 0.2 % (8,164 ) 0.3 %
MSD&A (3) (936,272 ) 36.5 % (1,086,432 ) 37.4 % (1,074,408 ) 36.9 %
Adjusted Operating Result (4) 253,283 9.9 % 262,702 9.0 % 220,849 7.6 %
Net Financial Expenses (37,621 ) 1.5 % (59,063 ) 2.0 % (52,425 ) 1.8 %
Results as per adjustment units (14,026 ) 0.5 % (10,722 ) 0.4 % (17,631 ) 0.6 %
Gain (loss) on exchange differences (65,945 ) 2.6 % (17,797 ) 0.6 % 1,474 0.1 %
Share of net income(loss) of joint ventures and associates accounted for using the equity method (19,218 ) 0.7 % (9,495 ) 0.3 % (14,353 ) 0.5 %
Other gains/(losses) (13,316 ) 0.5 % (95 ) 0.0 % (27,673 ) 1.0 %
Income before taxes 103,158 4.0 % 165,530 5.7 % 110,241 3.8 %
Income tax expense 15,267 0.6 % 11,015 0.4 % 27,052 0.9 %
Net income for the year 118,425 4.6 % 176,545 6.1 % 137,293 4.7 %
Attributable to:
Equity Holders of Parent company 105,653 4.1 % 160,944 5.5 % 117,152 4.0 %
Non-controlling interest 12,773 0.5 % 15,601 0.5 % 20,140 0.7 %
(1) The sale of a portion of land located in the district of Quilicura, Metropolitan Region, made on April 3, 2024, generated an increase in Adjusted Operating result and ORBDA of ThCh$ 28,668,933 and an effect on Net income of ThCh$ 20,928,321 in the consolidated results as of December 2024.
(2) Other expenses are part of the ´Other expenses by function´ as presented in the Consolidated Statement of Income. These Other expenses mainly consist of losses related to the sales and write off of fixed assets.
(3) MSD&A, included Marketing, Selling, Distribution and Administrative expenses.
(4) Defined, for management purposes, as Net income before other gains (losses), net financial expenses, equity and income of joint ventures, foreign currency exchange differences, results as per adjustment units and income taxes.
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FISCAL YEAR ENDED DECEMBER 31, 2025 COMPARED TO FISCAL YEAR ENDED DECEMBER
31, 2024
The main highlights of the consolidated Income
Statement for the fiscal year ended 2025 were: (a) Net sales were up 0.2%, explained by 7.3% higher volumes, partially offset by 6.7%
lower average prices in Chilean pesos (CLP) terms; (b) a 27.2% decrease in Net income, mainly due to a lower operating result, concentrated
in Argentina and in the wine business, as explained below, and a non-recurring gain in 2024 from the sale of a portion of land in Chile
totalizing a gain after taxes of CLP 20,928 million (isolating this non-recurring gain, Net income dropped 16.3% in 2025); (c) a decrease
of 15.9% in Adjusted Operating Result, largely explained by the non-recurring gain in 2024 from a sale of a portion of land in Chile,
totalizing a gain before taxes of CLP 28,669 million. Isolating this non-recurring gain, Adjusted Operating Result contracted 5.6%, mostly
due to a challenging business scenario in Argentina and in the wine business.
Net Sales
Our net sales increased 0.2%, from CLP 2,904,566
million in 2024, to CLP 2,909,625 million in 2025 explained by 7.3% higher volumes, partially offset by
6.7% lower average prices in CLP.
In terms of volumes by Operating segment, they
expanded 1.1% in the Chile Operating segment, retaking volume growth after three years of contraction.
The International Business Operating segment expanded volumes by 23.0% which is explained by inorganic growth, resulting from the consolidation
in July 2024 of Aguas de Origen S.A. (ADO), a water and non-alcoholic beverage business in Argentina, and from the partnership with Grupo
Vierci in Paraguay, which includes the PepsiCo license for beverage production and distribution, as well as snack distribution, starting
in October 2024. Isolating the volume effect of the consolidation of these businesses, this segment contracted its volumes by 0.3%, mostly
explained by Argentina, where we faced a challenging scenario, especially during the second half of the year. The Wine Operating segment
contracted volume by 3.0% almost fully explained by a 6.7% drop in the Chilean domestic market, partially offset by a 2.4% growth in exports.
In terms of average prices, the lower average
prices in CLP were explained by: (i) a 25.4% decrease in the International Business Operating segment, associated mostly with the devaluation
of the ARS with respect to the USD, and a challenging price scenario in this country, with prices growing below inflation during the year
and negative mix effects. This was partially compensated by: (i) a 3.5% rise in the Chile Operating segment, related to revenue management
initiatives, partly offset by negative mix effects in the portfolio; and (ii) a 0.8% growth in the Wine Operating segment, mostly explained
by revenue management initiatives in domestic markets and a weaker CLP, and its favorable impact on export revenues, partially offset
by negative mix effects. The main drivers of the change in net sales attributable to each of our operating segments for 2025 compared
to 2024 are described below:
Chile: Net sales increased by 4.7%
from CLP 1,829,244 million in 2024, to CLP 1,914,528 million in 2025, due to an expansion of 3.5% in average prices, while volumes increased
1.1%. Higher average prices were driven by revenue management initiatives, partially compensated by negative mix effects in the portfolio.
International Business: Net sales
contracted 8.2% from CLP 850,118 million in 2024, to CLP 780,296 million in 2025, due to 25.4% decrease in average prices in CLP while
volumes rose 23.0%. The contraction in average prices was mostly associated with the devaluation of the
ARS with respect to the USD, and a challenging price scenario in this country, with prices growing below inflation during the year and
negative mix effects. The higher sales volume is more than explained by inorganic growth, resulting from the consolidation in July
2024 of Aguas de Origen S.A. (ADO), a water and non-alcoholic beverage business in Argentina, and from the partnership with Grupo Vierci
in Paraguay, which includes the PepsiCo license for beverage production and distribution, as well as snack distribution, starting in October
2024. Isolating the volume effect of the consolidation of these businesses, this segment contracted its volumes by 0.3% almost fully explained
by Argentina, due to a complex economic situation in the after mentioned country, which resulted in a decline in the beer industry.
Wine: Net sales contracted 2.2%
from CLP 282,638 million in 2024, to CLP 276,489 million in 2025, mainly as a consequence of lower volumes, which contracted by 3.0%,
partially offset by average prices 0.8% higher. The lower volumes were explained by a 6.7% decline in the Chilean domestic market, offset
by a growth of 2.4% in exports. Average prices increased primarily due to a weaker CLP against the USD and its favorable effects on export
revenues and revenue management initiatives.
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Cost of Sales
Cost of sales consists primarily of the cost
of raw materials, packaging, labor costs for production, personnel, depreciation of assets related to production, depreciation of returnable
packaging, licensing fees, bottle breakage, utilities, and the costs of operating and maintaining plants and equipment.
Our cost of sales in 2025 increased 1.7% from
CLP 1,590,958 million in 2024 to CLP 1,618,034 million in 2025, primarily due to higher consolidated volumes, as cost of sales per hectoliter
was down 5.2% in CLP.
The change in cost of sales for our operating segments for 2025 is
described below:
Chile: Cost of sales increased
4.0% from CLP 1,018,348 million in 2024, to CLP 1,059,252 million in 2025. The expansion in Cost of sales was due to higher volumes and
higher manufacturing costs, mainly related with our PET recycling plant “CirCCUlar”, and higher aluminum prices, partially
compensated by lower prices in sugar, fruit pulp, and malt. Cost of sales as a percentage of net sales in the Chile Operating segment
decreased from 55.7% in 2024, to 55.3% in 2025.
International Business: Cost of
sales in the International Business Operating segment decreased 3.7% in CLP from CLP 440,461 million in 2024, to CLP 423,947 million in
2025, mostly caused by a currency translation effect, as in local currency Cost of sales per hectoliter grew due to cost pressures in
Argentina. Cost of sales as a percentage of net sales in the International Business Operating segment was up from 51.8% in 2024, to 54.3%
in 2025.
Wine: Cost of sales in the Wine
Operating segment increased 1.6% from CLP 170,264 million in 2024, to CLP 172,949 million in 2025, mainly from
a higher cost of wine and higher USD-linked packaging costs. Cost of sales as a percentage of net sales in this segment was up
from 60.2% in 2024, to 62.6% in 2025.
Gross Profit
Our gross profit decreased by 1.7% from CLP 1,313,609
million in 2024, to CLP 1,291,591 million in 2025, driven by the changes in Net sales and Cost of sales during such periods described
above.
Marketing, Selling, Distribution and Administrative Expenses (MSD&A
expenses)
MSD&A expenses primarily include advertising
and promotional expenses, selling expenses, distribution costs such as product transportation costs, services provided by third parties
and other administrative expenses.
MSD&A expenses decreased 1.1%, from CLP 1,086,432
million in 2024, to CLP 1,074,408 million in 2025, mostly due to efficiencies in all Operating segments. As a percentage of Net sales,
our MSD&A expenses grew from 37.4% in 2024, to 36.9% in 2025.
The MSD&A expenses performance of each Operating
segment during 2025 is described below:
Chile: MSD&A expenses increased 4.7%
from CLP 608,538 million in 2024, to CLP 636,845 million in 2025 mostly due to higher marketing expenses,
concentrated in the 4Q25 to support brand equity. As a percentage of Net sales, MSD&A expenses were flat at 33.3% in 2024 and
2025, respectively.
International Business: MSD&A expenses
decreased 9.4% in CLP, from CLP 381,386 million in 2024, to CLP 345,681 million in 2025, highly driven by the consolidation of ADO, as,
without such consolidation, MSD&A expenses contracted by 17.9% due to a favorable translation effect in Argentina as in local currency
MSD&A expenses grew due to cost pressures. As a percentage of Net sales, MSD&A expenses decreased from 44.9% in 2024, to 44.3%
in 2025.
Wine: MSD&A expenses shrunk 3.4% from
CLP 84,388 million in 2024, to CLP 81,522 million in 2025 due to the lower volumes. As a percentage of Net sales, MSD&A expenses contracted
from 29.9% in 2024, to 29.5% in 2025.
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Other Income by Function
Other Income by Function mainly include income
from sale of fixed assets and other assets, recovery of claims, leases and payments. Other income by function contracted from CLP 40,212
million in 2024 to CLP 11,830 million in 2025. The lower income was mostly explained by the non-recurring gain from the sale of a portion
of land in Chile, totaling a gain before taxes of CLP 28,669 million. (See Note 31 Other income by function of our Audited Consolidated
Financial Statements as of December 31, 2025 included herein).
Other Expenses
Other Expenses rose from CLP 4,686 million in
2024 to CLP 8,164 million in 2025.
Adjusted Operating Result
As a result of the above, our Adjusted Operating
Result decreased 15.9% from CLP 262,702 million in 2024, to CLP 220,849 million in 2025, the latter largely due to the non-recurring gain
from a sale of a portion of land in Chile in 2024 (Adjusted Operating Result contracted 5.6% when this non-recurring gain is excluded)
and our Adjusted Operating Result as a percentage of Net sales was down from 9.0% to 7.6% in the same period.
The Adjusted Operating Result performance of
each of our Operating segments for 2025 is described below:
Chile: The Adjusted Operating Result increased
7.3% from CLP 205,406 million in 2024, to CLP 220,390 million in 2025. The Adjusted Operating Result margin increased from 11.2% to 11.5%
in the same period, mainly explained by revenue management efforts and efficiencies.
International Business: The Adjusted Operating
Result decreased 64.5%, from CLP 26,786 million in 2024, to CLP 9,499 million in 2025, largely concentrated in Argentina due to an adverse
macroeconomic context, which was partially offset by revenue management efforts and efficiencies. The Adjusted Operating Result margin
decreased from 3.2% to 1.2% in the same period.
Wine: The Adjusted Operating Result decreased
20.6% from CLP 29,155 million in 2024 to CLP 23,163 million in 2025, due to lower volumes and higher cost pressures coming from a higher
cost of wine and packaging materials. The Adjusted Operating Result margin contracted from 10.3% to 8.4% in the same period.
Other/eliminations: The Adjusted Operating
Result for “Other/eliminations” dropped from a gain of CLP 1,355 million in 2024, to a loss of CLP 32,203 million in 2025,
due to the non-recurring gain from a sale of a portion of land in Chile in 2024 which was accounted in “Other/eliminations”.
Net Financial Expenses
Our Net Financial Expenses contracted 11.2% from
a loss of CLP 59,063 million in 2024, to a loss of CLP 52,425 million in 2025, this difference of CLP 6.638 is mainly explained by a lower
debt.
Share of net income(loss) of joint ventures and associates accounted
for using the equity method
Our Share of net income(loss) of joint ventures
and associates registered a higher loss, from CLP 9,495 million in 2024, to a loss of CLP 14,353 million in 2025, generated by a lower
financial result in Colombia, mostly due to payments related to claims regarding the Consumption tax (ICO, Impuesto al Consumo) basis
determination criteria.
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Foreign currency exchange differences
Our Foreign currency exchange differences result
went from a loss of CLP 17,797 million in 2024, to a gain of CLP 1,474 million in 2025, mostly due to an appreciation of the CLP against
the USD in 2025, versus a depreciation in 2024, and its impact on our foreign currency balance positions.
Result as per adjustment units
Our Results as per adjustment units registered
a higher loss from CLP 10,722 million in 2024, to a loss of CLP 17,631 million in 2025, mainly in Argentina, due to accounting effects
from being considered a hyperinflationary country.
Income tax expense
Our income tax expense reached a positive result
of CLP 27,052 million in 2025 versus a positive result of CLP 11,015 million in 2024. The lower taxes were mainly explained by a lower
taxable income, largely explained by a weaker financial result in Argentina, partially compensated by deferred tax income in Argentina,
due to the application of inflation adjustments on fixed assets for tax purposes with a higher positive impact in 2024.
Net income attributable to equity holders of the parent company
Our net income attributable to equity holders
of the parent company decreased 27.2% from CLP 160,944 million in 2024, to CLP 117,152 million in 2025, mainly explained by reasons described
above.
Net income attributable to Non-controlling interests
Net income attributable to non-controlling interests
increased 29.1% from CLP 15,601 million in 2024, to CLP 20,140 million in 2025, mainly due to a higher result in non-controlling companies
(for more information see “Note 29 – Non-controlling Interests” of our Consolidated Financial Statements as of December
31, 2025 included herein).
FISCAL YEAR ENDED DECEMBER 31, 2024 COMPARED TO FISCAL YEAR ENDED
DECEMBER 31, 2023
See ITEM 5: Operating and Financial Review and
Prospects in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024 for a comparative discussion for the years ended
December 31, 2024 and 2023.
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B. Liquidity and Capital Resources
Our principal source of liquidity has been cash
generated by our operating activities, which amounted to CLP 294,097 million, CLP 287,517 million and CLP
239,051 million during the years 2023, 2024 and 2025, respectively.
Our cash flow from operations and working capital
are our primary sources to meet both our short-term and long-term obligations. In the opinion of our management, they are sufficient for
those purposes.
The principal
component of cash flows generated by operating activities in 2025 were amounts collected from clients net of payments to suppliers of
CLP 1,133,247 million, CLP 1,156,803 million in 2024 compared to CLP 1,059,814 million in 2023.
In 2025,
our cash flows from financing activities totaled outflows of CLP 206,579 million compared to outflows of CLP 125,036 million in 2024
and outflows of CLP 118,036 million in 2023. The principal components of cash outflows used in financing activities include dividends
paid of CLP 78,322 million in 2025, including dividends paid relating to minority interests (CLP 81,797 million in 2024 and CLP 65,583
million in 2023), loan payments of CLP 328,742 million in 2025 (CLP 74,306 million in 2024 and CLP 159,421 million in 2023), and financial
leasing payments of CLP 12,394 million in 2025 (CLP 16,275 million in 2024 and CLP 10,704 million in 2023). Partially offset by short-term
and long-term borrowings of CLP 206,962 million in 2025 (CLP 52,903 million in 2024 and CLP 77,147 million in 2023), other cash movement
inflows of CLP 3,637 million in 2025 (inflows of CLP 6,841 million in 2024 and inflows of CLP 40,961 million in 2023) and proceeds from
capital contribution inflows of CLP 230 million (CLP 2,746 million in 2024 and CLP 2,769 million in 2023). Additionally, on February
20, 2024 we paid CLP 31,549 million (equivalent to USD 32,652,006) to purchase all of the shares held by Sudameris and on October 14,
2024 we entered into binding and definitive association agreements with Vierci Group. As a result of these agreements, CCU holds 51%
of the shares of AV S.A. and Distribuidora del Paraguay S.A. and, once all agreed-upon conditions have been satisfied, CCU will hold
51% of the shares in Bebidas del Paraguay S.A. The remaining 49% of the shares of these companies will remain in the hands of the Vierci
Group. Also on March 1, 2023 we paid CLP 3,205 million (equivalent to USD 4,001,920) for the increase in the Company participation in
Bebidas del Paraguay S.A. from 50.1005% to 55.007%, and in Distribuidora del Paraguay S.A. from 49.959% to 54.964%. Also, in 2024, we
paid an amount of CLP 711 million for the acquisition of an additional interest in Viña San Pedro Tarapacá S.A.
In 2025,
our cash used in investment activities totaled CLP 164,300 million compared to CLP 118,294 million in 2024 and CLP 137,232 million in
2023. The principal components of cash used in investment activities in 2025 consisted of capital expenditures of CLP 156,901 million
(CLP 160,086 million in 2024 and CLP 129,448 million in 2023) and payments made to acquire interests in joint ventures, in non-controlling
interests and to obtain control of subsidiaries or other businesses of CLP 10,976 million (CLP 10,658 million in 2024 and CLP 7,087 million
in 2023). In 2024, we paid an amount of CLP 47 million (CLP 52 million including hyperinflation effect) for the acquisition of an additional
interest in Aguas de Origen S.A, reaching a participation of 50.1%.
As of
December 31, 2025, we had CLP 452,117 million (CLP 649,552 million in 2024 and CLP 569,116 million in 2023) in cash, overnight deposits,
bank balances, time deposits and investments in mutual funds, which do not include CLP 67,059 million (CLP 57,571 million in 2024 and
CLP 49,038 million in 2023) corresponding to securities purchased under resale agreements. Indebtedness, including accrued interest, amounted
to CLP 1,249,995 million as of December 31, 2025. Short-term indebtedness included:
• CLP 124,817
million of short-term bank borrowings,
• CLP 41,059
million of bonds payable, and
• CLP 9,690
million of financial lease obligations.
As of December
31, 2025, long-term indebtedness, excluding the current portion, comprised:
• CLP 39,713
million of long-term obligations to banks,
• CLP 992,483
million of long-term obligations to the public represented by bonds, and
• CLP 42,233
million of long-term financial lease obligations.
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In April 2009
the Company issued and placed a series of notes (“H” Series) in the local market for UF 2 million. As of September 15, 2023,
the Company proceeded to prepay Bond H for the total outstanding principal as of that date, equivalent to CLP 42,758 million. In August
2018, the Company issued and placed a series of notes (“J” Series) in the local market for UF 3 million. In June 2020, the
Company issued and placed two series of notes (“L” Series and “M” Series) in the local market for UF 3 million
and UF 2 million. Also, in January 2022, the Company issued and placed in the international market a 10-year bond for an amount of USD
600 million, subject to Rule 144A and Regulation S of the Securities Act of the United States of America of 1933. Additionally, in April
2022, the Company issued and placed a series of notes (“P” Series) in the local market for UF 2 million. Finally, in December
2022, the Company issued and placed a series of notes (“R” Series) in the local market for UF 4 million. The current conditions
of the bonds are as follows:
"J" Series "L" Series "M" Series "P" Series "R" Series
UF amount 3 million 3 million 2 million 2 million 4 million
Term 25 years 7 years 10 years 10 Years 20 Years
Amortization Bullet Semi-annual since year 4 Bullet Bullet Bullet
Interest Rate UF +2.90% UF +1.20% UF +1.60% UF +3.35% UF +2.70%
144 A
USD amount 600 million
Term 10 years
Amortization Bullet
Interest Rate 3.35%
As of December 31, 2025 the series of notes described
above (“J”, “L”, “M”, “P” and “R”) include certain maintenance financial ratios.
The most significant of such covenants require CCU to maintain a consolidated interest coverage ratio of ORBDA (as calculated by CCU in
accordance with particular debt instruments in order to measure such instruments’ financial covenants) to interest expenses higher
than 3.00; to maintain a consolidated leverage ratio (the ratio of adjusted liabilities to adjusted equity) lower than 1.50; to maintain
a consolidated financial leverage ratio (the ratio of net financial debt to adjusted equity) lower than 1.50; and a minimum consolidated
adjusted equity of CLP 312,516.75 million. Furthermore, we were required to maintain a ratio of our unpledged assets over our unsecured
liabilities of at least 1.2.
As of December 31, 2025, CCU was in compliance with
all of its financial debt covenants and had a consolidated interest coverage ratio of 4.71, a consolidated financial leverage ratio of
0.42 (the ratio is 0.41 excluding financial lease obligations). The consolidated adjusted equity attributable to equity holders of the
parent company as of December 31, 2025 was CLP 1,530,506 million. Our ratio of unpledged assets over unsecured liabilities was 2.99 (the
ratio is 3.04 if IFRS-16 is not applied).
Regarding bank
loans in CLP, the main loans are: CPCh CLP 16,000 million; and CCK CLP 6,000 million and CLP 6,750 million. As of December 31, 2025, these
subsidiaries were in compliance with the financial covenants and specific requirements of these loans.
None of our indebtedness, or that of our subsidiaries,
contains any term that restricts our ability to pay dividends other than the requirement to maintain a minimum consolidated equity.
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The following table summarizes our principal payment
obligations in millions of CLP by interest rate structure, financial instrument and currency, with their respective maturity dates and
related weighted-average interest rates:
Interest - Bearing Debts(1) as of December 31, 2025
(millions of CLP, except percentages)
Contractual Flows Maturities
Fixed Rate Average Int. Rate 2026 2027 2028 2029 2030 Thereafter TOTAL
CLP (UF)(2) Bonds 2.6 % 41,811 19,063 19,063 50,980 50,980 457,603 639,499
CLP (USD)(3) Bonds 3.4 % 18,233 18,233 18,233 18,233 18,233 571,628 662,795
CLP (UF)(2) Bank 2.6 % 68,357 6,149 6,149 3,323 3,323 26,486 113,788
CLP Bank 5.9 % 44,716 30,763 70 — — — 75,548
USD Bank 7.1 % 4,778 1,714 1,714 518 518 1,417 10,657
PYG Bank 9.8 % 114 87 87 27 27 — 341
ARS Bank 39.5 % 18,675 315 315 74 74 — 19,454
BOB Bank 4.9 % 2,795 1,785 1,785 1,891 1,891 3,632 13,778
UYU Bank 7.7 % 156 54 54 — — — 265
TOTAL(4) 199,634 78,163 47,469 75,047 75,047 1,060,765 1,536,124
(1) Including long-term debt obligations and capital lease obligations.
(2) UF as of December 31, 2025.
(3) USD as of December 31, 2025.
(4) Includes Capital Lease Obligations for an amount of CLP 65,908 million.
To hedge our market risks, we hold debt obligations
in various currencies and enter into derivatives contracts. (See ITEM 11: Quantitative and Qualitative Disclosure about Market Risk).
Our treasury policy is to invest in highly liquid financial
instruments issued by first-class financial institutions. Investments are made primarily in USD and CLP. As of December 31, 2025, we had
invested CLP 297,173 million in time deposits, mutual funds and securities purchased under resale agreements (Repos). The following table
summarizes financial instruments, including time deposits, mutual funds and securities purchased under resale agreements (Repos), held
by us as of December 31, 2025:
Short-Term Financial Instruments
(in millions of CLP)
Time deposits 228,494
Mutual Funds 1,619
Repos 67,059
Total 297,173
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Capital Expenditures
Plan
In 2026,
we expect to invest CLP 159,816 million, mainly consisting of: (i) CLP 78,400 million in production assets, (ii) CLP 28,680 million in
returnable packaging, (iii) CLP 17,766 million in marketing assets (fridges and coolers) and, (iv) CLP 13,994 million in distribution
assets. Of the total investment planned for 2026, CLP 121,385 million will be allocated in Chile.
Our
plans for capital expenditures through the period 2026-2029 are displayed in the following table:
2026 2027 2028 2029
(millions of CLP)
Chile 121,385 111,774 122,652 140,199
Abroad 38,431 49,701 33,323 42,420
Total 159,816 161,475 155,975 182,618
For the
years 2026-2029, we will continue to focus on optimizing production and distribution capacity in Chile and other countries where we operate
and investing in marketing assets and returnable packaging. Capital investments also include investments to improve working conditions
at our facilities, ensure the well-being and safety of our employees, suppliers, and customers, and we will continue to focus on our sustainability
and regulatory compliance agenda, as well as our cybersecurity plan and regional digitalization agenda.
We cannot
ensure that we will make any of these proposed capital expenditures at the anticipated level or at all. Our capital investment program
is subject to periodical reviews to align to market trends, general economic conditions in the countries where we operate, interest rates,
inflation and foreign exchange rates, competitive conditions and other factors. In addition, we continuously assess the possibility of
making acquisitions in the region where we operate.
The financing
of our investments comes mostly from cash flow from operations generated by the Company, supplemented with debt from the local and international
financial markets, always considered in maintaining a healthy financial profile.
C. Research and Development
Innovation
is the fundamental driver that enables CCU to meet constantly evolving market demands. Our research and development efforts are focused
on the continuous introduction of new products and brands. While significant, these initiatives do not involve material expenditures due
to our close collaboration with licensors, which provides us with access to industry-leading techniques and production best practices.
Since 2003, we have maintained technical agreements with Heineken Brouwerijen B.V. for production and bottling assistance in Chile and
Argentina. Additionally, since May 2005, a technical assistance agreement with Heineken Supply Chain B.V. has supported our brewery operations.
Beyond brands
and production techniques, the Company consistently invests in new technologies and digital transformation to compete in a challenging
environment and adapt to consumer trends. Starting in 2019, we updated our operational platforms and developed artificial intelligence
tools to optimize sales and distribution. In 2020, we enhanced our e-commerce platforms and digital marketing strategies. These efforts
led to the 2021 launch of "Mi Carro," our proprietary B2B platform in Chile, and the regional expansion of "La Barra,"
our B2C platform.
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Between 2022 and 2025, we accelerated this evolution
by developing proprietary machine-learning algorithms to analyze customer potential, streamline logistics, and enhance sales forecasting.
Currently, CCU is executing a structural transformation of its commercial model, evolving into a cutting-edge digital ecosystem that integrates
proprietary platforms and artificial intelligence to drive profitable growth. Under a strictly customer-centric strategy, the Company
has implemented an omnichannel ecosystem that articulates customer relationships through three major touchpoints: Presence, Digital, and
Voice.
This integration ensures seamless transactionality
and unique data governance, where AI-powered models optimize real-time decision-making. In this new paradigm, Delfos serves as the predictive
engine for portfolio personalization, while Zeus maximizes revenue management efficiency. Atenea acts as the demand forecasting engine
supporting the Company's integrated planning, and Olimpia provides advanced analytics for logistics processes. Customer interaction is
further enhanced by Sofía, our voice and text conversational assistant, and Mi Carro, which automates B2B management. This digital
transformation allows our sales force to evolve from operational roles toward high-value consultancy functions, strengthening execution
at the point of sale, while La Barra consolidates our direct-to-consumer channel throughout Chile.
D. Trend Information
Our performance will likely continue to be impacted
by changes in the level of economic growth and consumer demand in the countries in which we operate, resulting, to some extent, from governmental
economic measures that may be implemented in the future. Additionally, the primary raw materials utilized in our operation such as aluminum,
malt, sugar, and PET, may experience price volatility in the future.
Additionally, exchange rate fluctuations, particularly,
further devaluations of the CLP and ARS relative to the USD dollar in the countries in which we operate, may adversely affect our results,
through higher U.S. dollar-denominated raw materials and the conversion of monetary assets and our results in Argentina.
The Chilean economy posted a GDP growth of 2.5%
in 2025, an inflation rate of 3.5% (measured as CPI variation), and an average unemployment rate of 8.6%.
From a historical perspective, 2025 GDP growth
compares slightly above the average GDP growth of 2.1% between 2015 and 2025. In terms of inflation, although Chilean inflation has been
controlled most of the time within the last ten years, which was in line with the international trend, Chile experienced an increase in
inflationary pressures in 2022. Inflation reached 12.8%, compared to an annual average of 4.5% from 2015 to 2025. In 2023 inflation returned
to lower figures, closing at 3.9% but in 2024 picked up to 4.5%, to return to 3.5% in 2025. High levels of inflation and currency devaluation
in Chile could adversely affect the Chilean economy and have a negative effect on our results.
As of the date of this annual report, the conflict
in the Middle East has driven up international energy prices and added a high degree of uncertainty to the outlook for both the global
and local economies. Higher fuel costs will have an impact on inflation, which according to the Chilean Central Bank is expected to approach
4% at the end of the year. In terms of GDP growth, the Chilean Central Bank in its Monetary Policy report as of March 2026, forecasts
a GDP growth between 1.5% - 2.5%.
The exchange rate between the CLP and the USD
has been subject to nominal devaluations and appreciations in the past and may be subject to fluctuations in the future. For example,
when comparing the average exchange rates for each period, the Chilean peso depreciated 12.8%, in 2020 while it appreciated 4.2% in 2021.
In 2022, the Chilean peso depreciated 14.9% and in 2023 appreciated 3.8%. In 2024 the Chilean peso returned to a depreciating trend by
depreciating 12.5% and in 2025 was relatively flat depreciating 0.9%. When comparing the exchange rate as of the end of each period, the
Chilean peso appreciated 5.0% in 2020, depreciated 18.8% and 1.3% in 2021 and 2022, depreciated 2.5% in 2023, depreciated 13.6% in 2024
and appreciated 9.0% in 2025.
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In 2022, the price in USD of our main raw and
packaging materials, such as malt, sugar, aluminum and PET, as well as oil prices, posted an upward trend in line with the main commodities
around the world, generating cost pressure in our operations. In 2023, the price of some of these raw materials such as aluminum, PET
and oil, decreased, but others, such as sugar continued increasing. In 2024, we experienced a decrease in prices in malt and PET, while
aluminum, sugar and fruit pulp rose. In 2025 we experienced a decrease in the prices of malt, PET, sugar and fruit pulp, while aluminum
prices rose. We purchase these raw materials from domestic producers, in the countries where we operate, or in the international market.
The prices of these materials are subject to volatility caused by market conditions and have experienced significant fluctuations over
time reflecting global supply and demand for commodities as well as other factors, such as fluctuations in exchange rates, climate and
social events, geopolitical conflicts, like the Russian invasion of Ukraine in 2022, and the current conflict in the Middle East, and
supply restrictions derived from the COVID-19 pandemic, over which we have no control. In addition, disruptions on international trade
logistics have caused delays and difficulties on export shipments including significant increases in freights.
Although we historically have been able to implement
revenue management initiatives and efficiencies in response to increases in raw material costs, we cannot assure you that our ability
to offset increases in the cost of raw materials will continue in the future. If we are unable to implement revenue management initiatives
and efficiencies in response to higher raw material costs, any future increases in raw material costs may reduce our margins and profitability.
In addition, as of the date of this report, there
are a number of bills that have either been approved or are being discussed in the Chilean Congress that could impact our operations.
For further information and a description of these bills. (See ITEM 3: Key Information – Risk Factors – A. Risks related to
business processes and B. Risks related to legal and regulatory changes and non-compliance.
In 2025, the Argentine GDP expanded 4.4% and
the Argentine peso continued with a depreciation trend against the USD, posting a 36% depreciation on average, and 41% as of the end of
each period. A weaker Argentine peso against the USD may negatively affect our consolidated financial results due to the fact that most
of our raw material costs in Argentina are indexed to the USD. Our Argentine subsidiaries use the Argentine peso as their functional currency
and their financial statements are translated to CLP for consolidation purposes, which may produce variations to the Company’s consolidated
net income and shareholders’ equity, due to translation effects.
Argentina has faced in the past, and continues
to face, high inflation rates. The increase in inflationary risk may also erode macroeconomic growth and limit the availability of financing,
causing a negative impact on our operations. In the years 2020, 2021, 2022, 2023, 2024 and 2025, inflation in Argentina was approximately
36%, 50%, 96%, 209%, 119%, and 31%, respectively. Consequently, given that the cumulative inflation rate exceeded 100% in the last three
years, Argentina, as prescribed by IAS 29, was declared (and continues to be) a hyperinflationary economy as of July 1, 2018 (for more
information see “Note 2” of our Consolidated Financial Statements as of December 31, 2025 included herein).
In April 2025, the Central Bank of Argentina
announced an agreement with the International Monetary Fund (“IMF”), which includes a comprehensive financing package and
a new regulatory framework. This announcement is part of a transition to exchange rate flexibility and the gradual removal of exchange
controls. Among other measures announced, it was established that cash dividend repatriations for non-residents will no longer be subject
to prior authorization from the Central Bank of Argentina for income derived from audited financial statements for fiscal periods ending
in 2025 and thereafter. Additionally, a new BOPREAL (which stands for Bonos para la Reconstrucción de una Argentina Libre,
in Spanish) program was introduced to address unpaid imports as of December 2023, as well as dividend repatriations for accumulated earnings
from 2019 to 2024. BOPREAL are USD-denominated bonds issued by the Central Bank of Argentina to enable importers of goods and services
to settle unpaid commercial debt accumulated due to past foreign exchange restrictions.
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E. Critical Accounting Policies and Practices
A summary
of our significant accounting policies is included in Notes 2 and 3 to our audited consolidated financial statements, which are included
in this annual report. The preparation of consolidated financial statements requires estimates and assumptions from Management affecting
the amounts included in the consolidated financial statements and their related notes. The estimates made and the assumptions used by
the Company are based on historical experience, changes in the industry and the information supplied by external qualified sources. Nevertheless,
final results could differ from the estimates under certain conditions.
Significant
estimates and accounting policies are defined as those that are important to correctly reflect the Company’s financial position
and income, and/or those that require a high level of judgment by management.
Our primary
estimates and professional judgments relate to the following concepts:
a. The valuation of goodwill acquired to determine the existence of losses due to potential impairment.
b. The valuation of commercial trademarks to determine the existence of potential losses due to potential impairment.
c. The assumptions used in the current calculation of liabilities and obligations to employees.
d. Useful lives of property, plant and equipment and intangibles.
e. The assumptions used for calculating the fair value of financial instruments.
f. The likelihood of occurrence and amounts estimated in an uncertain or contingent matter.
g. The valuation of current Biological assets.
Such estimates
are based on the best available information of the events analyzed to date in our consolidated financial statements. However, it is possible
that events that occur in the future may result in adjustments to such estimates, which would be recorded prospectively.
During
the year ended on December 31, 2025, there have been no changes in the use of accounting principles or relevant changes in any accounting
estimates with regard to previous years that have materially affected our consolidated financial statements, except for the amendments
to IAS 21 - Lack of exchangeability. The amendments were applied to the subsidiaries in Argentina and Bolivia (for more information see
“Note 2 - Initial adoption of IAS 21 - Lack of exchangeability” and “Note 4 – Accounting Changes” of our
Consolidated Financial Statements as of December 31, 2025 included herein).