Obligation AES Gener 4.875% ( USP3713QAA50 ) en USD

Société émettrice AES Gener
Prix sur le marché refresh price now   88.97 %  ▼ 
Pays  Chili
Code ISIN  USP3713QAA50 ( en USD )
Coupon 4.875% par an ( paiement semestriel )
Echéance 25/05/2029



Prospectus brochure de l'obligation AES Gener USP3713QAA50 en USD 4.875%, échéance 25/05/2029


Montant Minimal 200 000 USD
Montant de l'émission 800 000 000 USD
Cusip P3713QAA5
Notation Standard & Poor's ( S&P ) N/A
Notation Moody's N/A
Prochain Coupon 25/05/2024 ( Dans 33 jours )
Description détaillée L'Obligation émise par AES Gener ( Chili ) , en USD, avec le code ISIN USP3713QAA50, paye un coupon de 4.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 25/05/2029








Listing Particulars

Empresa Eléctrica Angamos S.A.
(a closely held corporation organized under the laws of the Republic of Chile)
U.S.$800,000,000
4.875% Senior Secured Notes due 2029

We are offering U.S.$800,000,000 aggregate principal amount of 4.875% senior secured notes due 2029 (the "notes"). The notes will mature
on May 25, 2029. Interest will accrue from November 25, 2014 and will be payable on May 25 and November 25 of each year, beginning May 25, 2015.
Principal on the notes will be payable in consecutive semi-annual installments commencing on May 25, 2018.

We may redeem the notes in whole but not in part at any time at a redemption price equal to the greater of par and a make whole amount
described herein and in addition, we may redeem all the notes in whole, but not in part, at par if the laws or regulations affecting certain taxes change in
certain respects.
The notes will be our senior secured obligations and will be pari passu in right of payment to all of our existing and future similarly secured
obligations and senior in right of payment and priority in security to any of our existing and future unsecured or subordinated obligations. The notes will
not be guaranteed by any person or entity. The collateral for the notes will consist of substantially all of our tangible assets. We will also be permitted to
use the collateral to secure certain of our other senior secured obligations. For a more detailed description of the notes, see "Description of Notes."
Issue Price: 98.528% plus accrued interest, if any, from November 25, 2014.

See "Risk Factors" beginning on page 16 for a discussion of certain risks that you should consider in connection with an investment in
the notes.
The notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any other
jurisdiction. We are offering the notes only to qualified institutional buyers under Rule 144A under the Securities Act and non-U.S. persons outside the
United States in reliance on Regulation S of the Securities Act. For a description of certain restrictions on transfer of the notes, see "Transfer
Restrictions."
The notes may not be publicly offered or sold, directly or indirectly, in the Republic of Chile ("Chile"), or to any resident of Chile, except as
permitted by applicable Chilean law. The notes will not be registered under Law No. 18,045, as amended, (the securities market law of Chile) with the
Superintendency of Securities and Insurance (Superintendencia de Valores y Seguros or "SVS") and, accordingly, the notes cannot and will not be
offered or sold to persons in Chile except in circumstances which have not resulted and will not result in a public offering under Chilean law, and in
compliance with Rule (Norma de Carácter General) No. 336, dated June 27, 2012, issued by the SVS ("SVS Rule 336"). Pursuant to SVS Rule 336, the
notes may be privately offered in Chile to certain "qualified investors," identified as such therein (which in turn are further described in Rule No. 216,
dated June 12, 2008, of the SVS). See "Notice to Chilean Investors."
We have applied to admit the notes to listing on the Official List of the Luxembourg Stock Exchange and to trade on the Euro MTF Market of
the Luxembourg Stock Exchange. These listing particulars constitute a prospectus for the purposes of Luxembourg law on prospectuses for securities,
dated July 10, 2005, as amended. These listing particulars may be used only for the purposes for which it has been published.
None of the U.S. Securities and Exchange Commission, any U.S. state securities commission or any securities regulatory authority has
approved or disapproved of these securities or determined whether these listing particulars is accurate or complete. Any representation to the contrary is
a criminal offense.
Delivery of the notes was made to investors in book-entry form through The Depository Trust Company ("DTC") for the accounts of its
participants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System, and Clearstream Banking, Société anonyme, on or about
November 25, 2014.
Global Coordinators and Joint Book-Running Managers
Citigroup
HSBC J.P.
Morgan

Joint Book-Running Managers
Itaú
BBA
Scotiabank
SMBC
Nikko

The date of these listing particulars is December 3, 2014




TABLE OF CONTENTS
PAGE
NOTICE TO CHILEAN INVESTORS ........................................................................................................................ iv
ADDITIONAL INFORMATION ................................................................................................................................. v
SERVICE OF PROCESS AND ENFORCEMENT OF JUDGMENTS ........................................................................ v
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS ........................................ vi
PRESENTATION OF FINANCIAL AND MARKET INFORMATION ................................................................... vii
SUMMARY .................................................................................................................................................................. 1
RISK FACTORS ......................................................................................................................................................... 16
USE OF PROCEEDS .................................................................................................................................................. 27
EXCHANGE RATES .................................................................................................................................................. 28
EXCHANGE CONTROLS IN CHILE ....................................................................................................................... 30
CAPITALIZATION .................................................................................................................................................... 31
SELECTED FINANCIAL AND OPERATING INFORMATION ............................................................................. 32
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS ................................................................................................................................................ 35
REGULATION ........................................................................................................................................................... 56
INDUSTRY OVERVIEW AND COMPETITION ..................................................................................................... 64
BUSINESS .................................................................................................................................................................. 70
MANAGEMENT ........................................................................................................................................................ 89
PRINCIPAL SHAREHOLDERS ................................................................................................................................ 91
RELATED PARTY TRANSACTIONS ...................................................................................................................... 94
DESCRIPTION OF NOTES ....................................................................................................................................... 96
TAXATION .............................................................................................................................................................. 127
PLAN OF DISTRIBUTION ...................................................................................................................................... 133
TRANSFER RESTRICTIONS .................................................................................................................................. 139
VALIDITY OF NOTES ............................................................................................................................................ 142
INDEPENDENT AUDITORS .................................................................................................................................. 142
GENERAL INFORMATION .................................................................................................................................... 142
FINANCIAL STATEMENTS ................................................................................................................................... F-1


i




Unless otherwise indicated or the context otherwise requires, all references in these listing particulars to
"Angamos," the "Issuer," the "Company," "we," "us", "our" and words of similar effect refer to Empresa Eléctrica
Angamos S.A., unless the context otherwise requires.
For the sale of the notes in the United States, we are relying upon an exemption from registration under the
Securities Act for an offer and sale of securities that does not involve a public offering. By purchasing the notes,
you will be deemed to have made certain acknowledgments, representations and agreements as set forth under
"Transfer Restrictions." We are not, and the initial purchasers are not, making an offer to sell the notes in any
jurisdiction except where such an offer or sale is permitted. You should understand that you will be required to bear
the financial risks of your investment for an indefinite period of time.
These listing particulars is based on information provided by us and other sources that we believe to be
reliable. We and the initial purchasers cannot assure you that such information provided to us is accurate or
complete. These listing particulars summarizes certain documents and other information, and we refer you to them
for a more complete understanding of what we discuss in these listing particulars. In making an investment
decision, you must rely on your own examination of us and the terms of the offering and the notes, including the
merits and risks involved. We accept responsibility for the information contained in these listing particulars. To the
best of our knowledge, having taken all reasonable care to ensure that such is the case, the information contained in
these listing particulars is in accordance with the facts and does not omit anything likely to affect the import of such
information.
We are not making any representation to any purchaser regarding the legality of an investment in the notes
by such purchaser under any legal investment or similar laws or regulations. You should not consider any
information in these listing particulars to be legal, business, tax or other advice. You should consult your own
counsel, accountant, business advisor and tax advisor for legal, tax, business and financial advice regarding any
investment in the notes.
We have not, and the initial purchasers have not, authorized any person to provide you with different
information or to make any representation not contained in these listing particulars. You should assume that the
information contained in these listing particulars is accurate only as of the date on the front cover of these listing
particulars. Our business, financial condition, results of operations and prospects may have changed since that date.
By purchasing any notes, you will be deemed to have acknowledged that: (1) you have received a copy
and have reviewed these listing particulars; (2) you have had an opportunity to review all financial and other
information considered by you to be necessary to make your investment decision and to verify the accuracy of, or to
supplement, the information contained in these listing particulars and have been offered the opportunity to ask us
questions, and received answers, as you deemed necessary in connection with your investment decision; (3) you
have not relied on the initial purchasers or any person affiliated with the initial purchasers in connection with your
investigation of the accuracy of such information or your investment decision; (4) the initial purchasers are not
responsible for, and are not making any representation to you concerning us, our future performance or the accuracy
or completeness of these listing particulars; and (5) no person has been authorized to give any information or to
make any representation concerning us or the notes or the offer and sale of the notes, other than as contained in these
listing particulars.
You should contact the initial purchasers with any questions about this offering or if you require additional
information to verify the information contained in these listing particulars.
The initial purchasers and certain related entities may acquire for their own account a portion of the notes.
You must comply with all applicable laws and regulations in force in any jurisdiction in connection with
the possession or distribution of these listing particulars and the purchase, offer or sale of the notes and you must
obtain any consent, approval or permission required by you for the purchase, offer or sale of the notes under the
laws and regulations applicable to you in force in any jurisdiction to which you are subject or in which you make
such purchase, offer or sale, and neither we nor the initial purchasers will have any responsibility therefor.
These listing particulars has been prepared on the basis that any offer of notes in any Member State of the
European Economic Area that has implemented the Prospectus Directive (each, a "Relevant Member State") will be

ii




made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant Member State,
from the requirement to publish a prospectus for offers of notes. Accordingly, any person making or intending to
make an offer in that Relevant Member State of notes that are subject to the offering contemplated in these listing
particulars may only do so in circumstances in which no obligation arises for the issuer or the initial purchasers to
publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article
16 of the Prospectus Directive, in each case, in relation to such offer. None of the issuer or the initial purchasers has
authorized, nor do they authorize, the making of any offer of notes in circumstances in which an obligation arises for
us or the initial purchasers to publish a prospectus for such offer. The expression "Prospectus Directive" means
Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent
implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant
Member State and the expression "2010 PD Amending Directive means Directive" 2010/73/EU.
In the United Kingdom, these listing particulars is only being distributed to, and is only directed at,
(a) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended) (the "Order"); and (b) high net worth companies and other persons falling
within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). Any
person in the United Kingdom that is not a relevant person should not act or rely on these listing particulars or any
of its contents. Any investment or investment activity to which these listing particulars relates is available in the
United Kingdom only to relevant persons, and will be engaged in only with such persons.
The notes may not be offered or sold, directly or indirectly, in the Republic of Chile or to any resident of
Chile, except as permitted by applicable Chilean law.
The distribution of these listing particulars and the offering and sale of the notes in certain jurisdictions
may be restricted by law. We and the initial purchasers require persons in possession of these listing particulars to
inform themselves about and to observe any such restrictions. These listing particulars does not constitute an offer
of, or an invitation to purchase, any of the notes in any jurisdiction in which such offer or invitation would be
unlawful.
The contents of our website do not form part of these listing particulars.
These listing particulars contains some of our trademarks, trade names and service marks, including our
logos. Each trademark, trade name or service mark of any company appearing in these listing particulars belongs to
its respective holder.
The notes will be available initially only in book-entry form. We expect that the notes will be issued in the
form of one or more registered global notes. The global notes will be deposited with, or on behalf of, DTC, and
registered in our name or in the name of Cede & Co., its nominee. Beneficial interests in the global notes will be
shown on, and transfers of beneficial interests in the global notes will be effected through, records maintained by
DTC and its participants. We expect the Regulation S global notes, if any, to be deposited with the trustee as
custodian for DTC, and beneficial interests in them may be held through the Euroclear System, Clearstream Banking
S.A. or other participants. See "Description of Notes" for further discussion of these matters.



iii





NOTICE TO NEW HAMPSHIRE RESIDENTS
NEITHER THE FACT THAT A REGISTRATION STATEMENT OR AN
APPLICATION FOR A LICENSE HAS BEEN FILED UNDER CHAPTER 421-B OF
THE NEW HAMPSHIRE REVISED STATUTES ANNOTATED, 1955, AS AMENDED
("RSA 421-B"), WITH THE STATE OF NEW HAMPSHIRE NOR THE FACT THAT A
SECURITY IS EFFECTIVELY REGISTERED OR A PERSON IS LICENSED IN THE
STATE OF NEW HAMPSHIRE CONSTITUTES A FINDING BY THE SECRETARY OF
STATE OF THE STATE OF NEW HAMPSHIRE THAT ANY DOCUMENT FILED
UNDER RSA 421-B IS TRUE, COMPLETE AND NOT MISLEADING. NEITHER ANY
SUCH FACT NOR THE FACT THAT AN EXEMPTION OR EXCEPTION IS
AVAILABLE FOR A SECURITY OR A TRANSACTION MEANS THAT THE
SECRETARY OF STATE OF THE STATE OF NEW HAMPSHIRE HAS PASSED IN
ANY WAY UPON THE MERITS OR QUALIFICATIONS OF, OR RECOMMENDED
OR GIVEN APPROVAL TO, ANY PERSON, SECURITY OR TRANSACTION. IT IS
UNLAWFUL TO MAKE, OR CAUSE TO BE MADE, TO ANY PROSPECTIVE
PURCHASER, CUSTOMER OR CLIENT ANY REPRESENTATION INCONSISTENT
WITH THE PROVISIONS OF THIS PARAGRAPH.



NOTICE TO CHILEAN INVESTORS

The offer of the notes is subject to General Rule No. 336 of the SVS. The notes being offered will not be
registered under the Securities Market Law in the Securities Registry (Registro de Valores) or in the Foreign
Securities Registry (Registro de Valores Extranjeros) of the SVS and, therefore, the notes are not subject to the
supervision of the SVS. As unregistered securities, we are not required to disclose public information about the
notes in Chile. Accordingly, the notes cannot and will not be publicly offered to persons in Chile unless they are
registered in the corresponding securities registry. The notes may only be offered in Chile in circumstances that do
not constitute a public offering under Chilean law or in compliance with General Rule No. 336 of the SVS.
Pursuant to General Rule No. 336, the notes may be privately offered in Chile to certain "qualified investors"
identified as such therein (which in turn are further described in General Rule No. 216, dated June 12, 2008, of the
SVS).

La oferta de los bonos se acoge a la Norma de Carácter General N°336 de la SVS. Los bonos que se
ofrecen no están inscritos bajo la Ley de Mercado de Valores en el Registro de Valores o en el Registro de Valores
Extranjeros que lleva la SVS, por lo que tales valores no están sujetos a la fiscalización de ésta. Por tratarse de
valores no inscritos, no existe obligación por parte del emisor de entregar en Chile información pública respecto de
estos valores. Los bonos no podrán ser objeto de oferta pública en Chile mientras no sean inscritos en el Registro
de Valores correspondiente. Los bonos solo podrán ser ofrecidos en Chile en circunstancias que no constituyan una
oferta pública o cumpliendo con lo dispuesto en la Norma de Carácter General N°336 de la SVS. En conformidad
con lo dispuesto por la Norma de Carácter General N°336, los bonos podrán ser ofrecidos privadamente a ciertos
"inversionistas calificados," identificados como tal en dicha norma (y que a su vez están descritos en la Norma de
Carácter General N°216 de la SVS de fecha 12 de junio de 2008).

iv





ADDITIONAL INFORMATION
We have agreed that while any notes remain outstanding and are "restricted securities" as defined in
Rule 144(a)(3) under the Securities Act, we will make available, upon request, to any holder or prospective
purchaser of notes the information required pursuant to Rule 144A(d)(4) under the Securities Act with respect to us
during any period in which we are not subject to Section 13 or 15(d) of the Exchange Act or exempt by virtue of
Rule 12g3-2(b) thereunder. Any such request should be directed to us at our principal office at Calle Rosario Norte
#532, 19th Floor, Las Condes, Santiago, Chile.
SERVICE OF PROCESS AND ENFORCEMENT OF JUDGMENTS
We are a closely held corporation (sociedad anónima cerrada) organized under the laws of Chile. All of
our directors and officers and the independent auditors named in these listing particulars reside outside the United
States (principally in Chile), and substantially all of our assets and the assets of these persons are located outside the
United States. As a result, it may not be possible for investors to effect service of process within the United States
upon us or such persons or to enforce against us or them U.S. court judgments predicated upon the civil liability
provisions of the federal securities laws of the United States.
We have been advised by Claro & Cía. ("Claro"), our special Chilean counsel, that no treaty exists between
the United States and Chile for the reciprocal enforcement of foreign judgments. It is the opinion of our Chilean
counsel that Chilean courts would enforce judgments rendered by U.S. courts by virtue of the legal principles of
reciprocity and comity, subject to review in Chile of any such U.S. judgment in order to ascertain whether certain
basic principles of due process and public policy have been respected, without retrial or review of the merits of the
subject matter. If a U.S. court grants a final judgment, enforceability of this judgment in Chile will be subject to
obtaining the relevant exequatur decision from the Supreme Court of Chile (i.e., recognition and enforcement of the
foreign judgment) according to Chilean civil procedure law in force at that time, and satisfying certain legal
requirements. Currently, the most important of these requirements are:

the existence of reciprocity, absent which the foreign judgment may not be enforced in Chile;

the absence of any conflict between the foreign judgment and Chilean laws (excluding for this purpose the
laws of civil procedure) and public policy;

the absence of a conflicting judgment by a Chilean court relating to the same parties and arising from the
same facts and circumstances;

the Chilean court's determination that the U.S. courts had jurisdiction, that process was appropriately
served on the defendant and that the defendant was afforded a real opportunity to appear before the court
and defend his or her case; and

the absence of any further means for appeal or review of the judgment in the jurisdiction where judgment
was rendered.
We have been advised by Claro that there is doubt as to the enforceability, in original actions in Chilean
courts, of liabilities predicated solely on the U.S. federal securities laws and as to the enforceability in Chilean
courts of judgments of U.S. courts obtained in actions predicated upon the civil liability provisions of the U.S.
federal securities laws.
We have appointed Corporation Service Company, with an office on the date hereof at 1180 Avenue of the
Americas, Suite 210, New York, NY 10036, United States as our authorized agent for service of process in the
United States, upon which process may be served in any action which may be instituted in any U.S. federal or state
court having subject matter jurisdiction in the Borough of Manhattan, New York City, New York, arising out of or
based upon the indenture governing the notes or the notes themselves.

v





CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
These listing particulars contains words such as "believe," "intend," "estimate," "expect," "could," "may,"
"will," "plan," "target," "project," "potential," "predict," "forecast," "guideline," "should," "anticipate" and similar
expressions, that identify forward-looking statements reflecting our views about future events and financial
performance. Words such as "believe," "could," "may," "will," "anticipate," "plan," "expect," "intend," "target,"
"estimate," "project," "potential," "predict," "forecast," "guideline," "should" and similar expressions are intended
to identify forward-looking statements, but are not the exclusive means of identifying these statements. Statements
that are not historical facts, including statements about our strategy, plans, objectives, assumptions, prospects,
beliefs and expectations, are forward-looking statements. Forward-looking statements are not guarantees of future
performance and involve inherent risks and uncertainties. These forward-looking statements are based on current
plans, estimates and projections, and therefore you should not place undue reliance on them. Actual results could
differ materially and adversely from those expressed or implied by the forward-looking statements as a result of
various factors that may be beyond our control, including but not limited to:
our ability to service our debt;
our ability to fund and implement our ongoing maintenance capital expenditure programs;
the maintenance of relationships with customers;
our customers' ability to fund and implement their capital expenditure programs;
the condition of the Chilean and world economies;
the relative value of the Chilean peso as compared to the U.S. dollar;
political and economic conditions in Chile;
the price of copper, coal and other commodities;
inflation;
natural disasters;
a change of control;
the effects from competition and regulation;
increases in interest rates; and
changes in our regulatory environment, including the costs of complying with environmental and
renewable energy regulations.
Some of these factors are discussed under "Risk Factors," but there may be other risks and uncertainties not
discussed under "Risk Factors" or elsewhere in these listing particulars that may cause actual results to differ
materially from those in forward-looking statements.
In any event, these statements speak only as of the date of these listing particulars, and we do not undertake
any obligation to update or revise any of them as a result of new information, future events or otherwise.

vi




PRESENTATION OF FINANCIAL AND MARKET INFORMATION
We prepare our annual audited financial statements and our unaudited interim financial statements in
accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting
Standards Board ("IASB").
Our financial information contained in these listing particulars includes:
our unaudited interim financial statements as of September 30, 2014 and for the nine months and three
months ended September 30, 2014 and 2013, included elsewhere in these listing particulars, which have
been prepared in U.S. dollars (our "unaudited interim financial statements"); and
our audited financial statements as of December 31, 2013 and 2012, and for the years ended December 31,
2013, 2012 and 2011, included elsewhere in these listing particulars, which have been prepared in U.S.
dollars (our "audited financial statements").
Certain figures included in these listing particulars and in our financial statements have been rounded for
ease of presentation. Percentage figures included in these listing particulars have not been calculated in all cases on
the basis of such rounded figures but on the basis of such amounts prior to rounding. For this reason, percentage
amounts in these listing particulars may vary from those obtained by performing the same calculations using the
figures in our financial statements. Certain other amounts that appear in these listing particulars may not sum as a
result of rounding.
References in these listing particulars to "U.S.$," "U.S. dollars" and "dollars" are to United States dollars,
references to "Chilean pesos" or "Ch$" are to Chilean pesos and references to "UF" are to Unidades de Fomento, a
daily indexed Chilean peso denominated monetary unit calculated by the Banco Central de Chile, or the Central
Bank of Chile, which we refer to as the "Central Bank of Chile" or the "Chilean Central Bank", that takes into
account the effect of the Chilean inflation rate. These listing particulars contains certain translations of Chilean peso
amounts into U.S. dollars at specified rates. Unless otherwise indicated and other than information derived from our
audited financial statements and our unaudited interim financial statements prepared in U.S. dollars in accordance
with IFRS, the U.S. dollar equivalent for information in Chilean pesos is based on the observed exchange rate
reported by the Central Bank of Chile. The Federal Reserve Bank of New York does not report a noon buying rate
for Chilean pesos. On December 3, 2014, the observed exchange rate for Chilean pesos was Ch$614.77 to
U.S.$1.00. You should not construe these translations as representations that the Chilean peso amounts actually
represent, or have been or could be converted, into U.S. dollars at the rates indicated or at any other rate. See
"Exchange Rates." Unless otherwise specified, references to the depreciation or the appreciation of the Chilean
peso against the U.S. dollar are in nominal terms (without adjusting for inflation) based on the observed exchange
rates published by the Central Bank of Chile for the relevant period.
Some market information regarding production costs and estimated market shares has been derived by
Angamos from third-party sources, including the annual statistical compendium published by the Economic Load
Dispatch Center of the Northern Interconnected Electricity System (Centro de Despacho Económico de Carga del
Sistema Interconectado del Norte Grande or "CDEC ­ SING"), an autonomous entity in charge of coordinating the
efficient operation and dispatch of generation units to satisfy demand, and public documents published by the
National Energy Commission (Comisión Nacional de Energía or "CNE"), a governmental entity operating under the
Chilean regulatory framework, and from Angamos's own industry research. While we believe that our own
estimates and the estimates of CDEC ­ SING and CNE are reliable, the accuracy and completeness of such
estimates are not guaranteed, nor have such estimates been confirmed by other independent sources.
Unless otherwise indicated, statistics provided in these listing particulars with respect to power generation
facilities are expressed in megawatts (MW), in the case of the installed capacity of such facilities. Statistics relating
to aggregate annual electricity production are expressed in gigawatts per hour (GWh) and are based on a year of
8,760 hours, except for the leap year 2012, which had 8,784 hours. Statistics relating to installed capacity and
production of the power industry do not include electricity of auto-generators. Statistics relating to our production
do not include electricity consumed by us from our generators.

vii




Energy losses in transmission are calculated by subtracting the number of GWh of energy sold from the
number of GWh of energy purchased and generated (that excludes our energy consumption and losses of the
relevant power plant) within a given period.
Special Note about Non-IFRS Financial Measures
In these listing particulars, we include a calculation of Adjusted EBITDA, which we define as net income
after adding back (to the extent the number is negative) or subtracting (to the extent the number is positive), as the
case may be, (1) income tax expense, (2) foreign currency exchange differences, (3) finance expense, (4) finance
income, (5) other gains (losses), (6) asset retirement obligation accretion expense and (7) depreciation and
amortization. Adjusted EBITDA is not an IFRS measure but we use it to present a measure of our operational
economic performance from management's perspective. Adjusted EBITDA is not an accounting measure recognized
by IFRS and should not be considered in isolation or as a substitute for net income, cash flow from operations or
other IFRS measures of operating performance or liquidity. Adjusted EBITDA does not have a standardized
meaning and our calculation of Adjusted EBITDA may not be comparable to other companies' calculation of
similarly titled measures.


viii




Glossary
Argentina:
Republic of Argentina.
CDEC ­ SING:
Economic Load Dispatch Center of the Northern Interconnected Electricity
System ("Centro de Despacho Económico de Carga del Sistema
Interconectado del Norte Grande"), a private organization regulated by the
Chilean Electric Law (as defined below), in charge of coordinating the
operation of an interconnected electricity system. Members of the CDEC ­
SING are representatives of different companies that own power generation
plants or transmission facilities along with appointed representatives from
Unregulated customers that use transmission facilities in the grid. Among
other functions, the CDEC ­ SING seeks to preserve the overall reliability of
electricity supply as well as the efficient operation and the dispatch of
generation units to satisfy electricity demand. Additionally, the CDEC ­
SING operates a dispatch system for the northern regions of Chile that places
the power plants that will operate in the grid in order according to their
respective variable cost of production, starting with the lowest cost plants,
such that electricity is supplied at the lowest available cost.
Chile:
Republic of Chile.
Chilean Bankruptcy Law:
Law for the Reorganization and Liquidation of Assets of Companies and
Individuals ("Ley de Reorganización y Liquidación de Empresas y
Personas") or Law No. 20,720 of the Ministry of Economy, enacted on
January 9, 2014 and effective October 9, 2014, which replaces in its entirety
the bankruptcy law previously in effect as contained in Book IV of the
Chilean Commercial Code.
Chilean Electric Law:
General Law of Electric Services ("Ley General de Servicios Eléctricos", or
D.F.L. N° 4/2006 of the Ministry of Economy), as amended.
Chilean Government:
Government of the Republic of Chile.
CNE:
National Energy Commission ("Comisión Nacional de Energía"), a
governmental consulting agency in charge of developing and coordinating
plans, policies and standards for the proper development of the energy
industry, overseeing compliance and advising the Chilean Government on
matters related to energy. Among other functions, the CNE calculates retail
and wholesale tariffs, or node prices. The CNE also prepares a four-year
expansion plan of the grid that must be consistent with the calculated node
prices.
Combined cycle gas turbines
A type of thermoelectric turbine that can use various fuels, including natural
("CCGT"):
gas or diesel, to drive an alternator to generate power, and then uses the heat
that escapes from that process to produce steam to generate additional power
via a steam turbine.
Contract customers:
Customers (whether Regulated customers or Unregulated customers) to which
energy is sold under a contract and not through the spot market.
CPI:
Consumer price index (Índice de Precios al Consumidor) as reported by the
Chilean National Institute of Statistics (Instituto Nacional de Estadísticas).
Distribution:
The transmission of electricity to the end customer.
Distributor:
An entity supplying electricity to a group of end customers by means of a

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