Obligation Chili 2.55% ( US168863DN50 ) en USD

Chili

100 % ▲

Chili

US168863DN50 ( en USD )

2.55% par an ( paiement semestriel )

26/01/2032

Prospectus brochure de l'obligation Chile US168863DN50 en USD 2.55%, échéance 26/01/2032

200 000 USD

1 500 000 000 USD

168863DN5

27/01/2026 ( Dans 179 jours )

Le Chili est un pays d'Amérique du Sud s'étendant sur une étroite bande de terre le long de la côte ouest du continent, connu pour ses paysages variés, allant du désert d'Atacama à la Patagonie glaciaire, et sa riche histoire et culture.

Un aperçu détaillé de l'obligation souveraine émise par la République du Chili révèle un instrument financier de type "Obligation" portant le code ISIN US168863DN50 et le code CUSIP 168863DN5. Le Chili, pays d'émission, est reconnu sur les marchés internationaux pour la solidité de ses fondamentaux macroéconomiques, sa gestion budgétaire prudente et sa résilience face aux chocs externes, ce qui en fait un émetteur souverain de premier plan en Amérique latine. Cette émission, libellée en dollars américains (USD), propose un taux d'intérêt nominal de 2,55% et représente une taille totale d'émission considérable d'un milliard et demi de dollars (1 500 000 000 USD). Actuellement négociée sur le marché à 100% de son prix nominal, cette obligation offre une maturité fixée au 26 janvier 2032, avec une fréquence de paiement des intérêts bi-annuelle (2 fois par an). Pour les investisseurs, la taille minimale d'achat est fixée à 200 000 USD.

424B5 1 a19-25085_8424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents

Filed pursuant to Rule 424(b)5
Registration Statements No. 333-222495 and 333-235463

Prospectus Supplement
To Prospectus Dated January 16, 2020

Republic of Chile

US$750,000,000 2.550% Notes due 2032

US$900,000,000 3.500 % Notes due 2050

The 2.550% notes due 2032 (which we refer to as the "2032 notes") will mature on January 27, 2032 and will bear interest at a rate of
2.550% per year. Interest on the 2032 notes is payable on January 27 and July 27 of each year, commencing on July 27, 2020. Chile may redeem
the 2032 notes, in whole or in part, on or after October 27, 2031, at par plus accrued interest as described in the section entitled "Description of the
Notes--Optional Redemption" in this prospectus supplement.

The 3.500% notes due 2050 (which we refer to as the "2050 notes" and, together with the "2032 notes," the "notes") will mature on
January 25, 2050 and will bear interest at a rate of 3.500% per year. Interest on the 2050 notes is payable semi-annually on January 25 and July 25
of each year, commencing on July 25, 2020. The 2050 notes will be a further issuance of, and will be consolidated, form a single series, and be
fully fungible with our outstanding 3.500% Notes due 2050 issued in an aggregate principal amount of US$1,418,357,000 on June 25, 2019 (the
"original notes"). After giving effect to the offering, the total amount outstanding of our 3.500% Notes due 2050 will be US$2,318,357,000. Chile
may redeem the 2050 notes, in whole or in part, on or after July 25, 2049 at par plus accrued interest as described in the section entitled
"Description of the Notes--Optional Redemption" in this prospectus supplement.

Each series of notes will be issued under an indenture and constitute a separate series of debt securities under the indenture, in the case of
the 2050 notes, together with the original notes. The indenture contains provisions regarding future modifications to the terms of the notes that
differ from those applicable to Chile's outstanding public external indebtedness issued prior to December 2, 2014. Under these provisions, which
are described beginning on page 7 of the accompanying prospectus dated January 16, 2020, Chile may amend the payment provisions of any series
of debt securities (including the notes) and other reserve matters listed in the indenture with the consent of the holders of: (1) with respect to a
single series of debt securities, more than 75% of the aggregate principal amount of the outstanding debt securities of such series; (2) with respect
to two or more series of debt securities, if certain "uniformly applicable" requirements are met, more than 75% of the aggregate principal amount of
the outstanding debt securities of all series affected by the proposed modification, taken in the aggregate; or (3) with respect to two or more series
of debt securities, more than 662/3% of the aggregate principal amount of the outstanding notes of all series affected by the proposed modification,
taken in the aggregate, and more than 50% of the aggregate principal amount of the outstanding debt securities of each series affected by the
proposed modification, taken individually.

The notes will constitute direct, general, unconditional and unsubordinated external indebtedness of Chile for which the full faith and
credit of Chile is pledged. The notes rank and will rank without any preference among themselves and equally with all other unsubordinated
external indebtedness of Chile. It is understood that this provision will not be construed so as to require Chile to make payments under the notes
ratably with payments being made under any other external indebtedness.

Application will be made to the London Stock Exchange for both series of notes to be admitted to the London Stock Exchange's
International Securities Market ("ISM"). Furthermore, application will be made to the Luxembourg Stock Exchange for the 2050 notes to be
admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange. The ISM is not a regulated market for the purposes of Directive
2014/65/EU (as amended, "MiFID II"). The ISM is a market designated for professional investors. Notes admitted to trading on the ISM
are not admitted to the Official List of the UK Listing Authority ("UKLA"). The London Stock Exchange has not approved or verified the
contents of this Prospectus Supplement.

Neither the Securities and Exchange Commission ("SEC") nor any state securities commission or regulatory body has approved
https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

or disapproved of these securities or determined that this prospectus supplement or the accompanying prospectus is truthful or complete.
Any representation to the contrary is a criminal offense.

The underwriters are offering the notes subject to various conditions. The underwriters expect to deliver the notes to purchasers on or
about January 27, 2020, through the book-entry facilities of The Depository Trust Company, or DTC, and its direct or indirect participants
including Euroclear SA/NV, or Euroclear, and Clearstream Banking, société anonyme, or Clearstream, Luxembourg.

Public Offering
Underwriting
Proceeds to Chile
Price
Discount
(before expenses)

Per 2032 note
99.784%(1)
0.06%
99.724%(1)

Total for the 2032 notes
US$
748,380,000
US$
450,000
US$
747,930,000

Per 2050 note
104.277%(2)
0.06%
104.217%(2)

Total for the 2050 notes
US$
938,493,000
US$
540,000
US$
937,953,000

(1)
Plus accrued interest, if any, from January 27, 2020.

(2)
Plus accrued interest from January 25, 2020 to, but not including January 27, 2020, totaling US$175,000, and any additional interest from

January 27, 2020, if settlement occurs after that date.

Joint lead managers and bookrunners

Credit Agricole CIB
HSBC
J.P. Morgan

January 22, 2020

Table of Contents

We are responsible for the information contained in this prospectus supplement and the accompanying prospectus and in any
related free-writing prospectus we prepare or authorize. We have not authorized anyone to give you any other information, and we take
no responsibility for any other information that others may give you.

TABLE OF CONTENTS

Page
Prospectus Supplement

About this Prospectus Supplement
S-1

Certain Defined Terms and Conventions
S-3

Summary of the Offering
S-4

Use of Proceeds
S-6

Recent Developments
S-7

Description of the Notes
S-33

Taxation
S-36

Underwriting (Conflicts of Interest)
S-37

Authorized Representative
S-42

Validity of the Notes
S-42

General Information
S-43

Page
Prospectus

https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

ABOUT THIS PROSPECTUS
1

FORWARD-LOOKING STATEMENTS
1

DATA DISSEMINATION
2

USE OF PROCEEDS
2

DESCRIPTION OF THE SECURITIES
2

TAXATION
15

PLAN OF DISTRIBUTION
18

OFFICIAL STATEMENTS
19

VALIDITY OF THE SECURITIES
19

AUTHORIZED REPRESENTATIVE
20

GENERAL INFORMATION
20

Table of Contents

ABOUT THIS PROSPECTUS SUPPLEMENT

This prospectus supplement supplements the accompanying prospectus dated January 16, 2020, relating to Chile's debt securities and
warrants. If the information in this prospectus supplement differs from the information contained in the accompanying prospectus, you should rely
on the updated information in this prospectus supplement.

You should read this prospectus supplement along with the accompanying prospectus. Both documents contain information you should
consider when making your investment decision. You should rely only on the information provided in this prospectus supplement and the
accompanying prospectus. Chile has not authorized anyone else to provide you with different information. Chile and the underwriters are offering
to sell the notes and seeking offers to buy the notes only in jurisdictions where it is lawful to do so. The information contained in this prospectus
supplement and the accompanying prospectus is current only as of their respective dates.

Chile is furnishing this prospectus supplement and the accompanying prospectus solely for use by prospective investors in connection
with their consideration of a purchase of the notes. Chile confirms that:

·
the information contained in this prospectus supplement and the accompanying prospectus is true and correct in all material respects

and is not misleading as of its date;

·
it has not omitted facts, the omission of which makes this prospectus supplement and the accompanying prospectus as a whole

misleading; and

·
it accepts responsibility for the information it has provided in this prospectus supplement and the accompanying prospectus.

In connection with the offering of the notes, HSBC Securities (USA) Inc., or any person acting for it, may over-allot the notes or effect
transactions with a view to supporting the market price of the notes at a level higher than that which might otherwise prevail. However,
stabilization may not necessarily occur. Any stabilization action may begin on or after the date of adequate public disclosure of the final price of the
notes and, if begun, may be ended at any time, but it must end no later than the earlier of 30 days after the closing date and 60 days after the date of
the allotment of the notes. Any stabilization action or over-allotment must be conducted by HSBC Securities (USA) Inc., or any person acting for
it, in accordance with all applicable laws, regulations and rules and will be undertaken at the offices of HSBC Securities (USA) Inc. (or any person
acting for it) and on the London Stock Exchange's International Securities Market ("ISM") and the Euro MTF Market of the Luxembourg Stock
Exchange.

NOTICE TO PROSPECTIVE INVESTORS IN THE EUROPEAN ECONOMIC AREA

https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

This prospectus supplement has been prepared on the basis that any offer of notes in any member state of the EEA (as defined above) will
be made pursuant to an exemption under the Prospectus Regulation (as defined above) from the requirement to publish a prospectus for offers of
notes. Accordingly, any person making or intending to make an offer in a EEA member state of notes which are the subject of the offers
contemplated in this prospectus supplement may only do so to legal entities which are qualified investors as defined in the Prospectus Regulation,
provided that no such offer of notes shall require Chile or any of the underwriters to publish a prospectus pursuant to Article 3 of the Prospectus
Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case in relation to such offer. Neither Chile nor
the underwriters have authorized, nor do they authorize, the making of any offer notes to any legal entity which is not a "qualified investor" as
defined in the Prospectus Regulation. Neither Chile nor the underwriters have authorized, nor do they authorize, the making of any offer of notes
through any financial intermediary, other than offers made by the underwriters, which constitute the final placement of notes contemplated in the
prospectus supplement.

Prohibition of sales to EEA retail investors

The notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available
to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point
(11) of Article 4(1) of MiFID II (as defined above); and (ii) a customer within the meaning of Directive (EU) 2016/97 (the "Insurance Distribution
Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no
key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or
otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making
them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

S-1
Table of Contents

MiFID II product governance / Professional investors and ECPs only target market

Solely for the purposes of each manufacturer's product approval process, the target market assessment in respect of the notes has led to
the conclusion that: (i) the target market for the notes is eligible counterparties and professional clients only, each as defined MiFID II; and (ii) all
channels for distribution of the notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or
recommending the notes (a "distributor") should take into consideration the manufacturers' target market assessment; however, a distributor
subject to MiFID II subsequently offering, selling or recommending the notes is responsible for undertaking its own target market assessment in
respect of the notes and determining the appropriate distribution channels.

NOTICE TO PROSPECTIVE INVESTORS IN THE UNITED KINGDOM

This prospectus supplement has not been approved by an authorized person for the purposes of Section 21 of the Financial Services and
Markets Act 2000 (the "FSMA"). This prospectus supplement is for distribution only to persons who: (i) are outside the United Kingdom; (ii) have
professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended, the "Financial Promotion Order"); (iii) are persons falling within Articles 49(2)(a) to (d) ("high net worth
companies, unincorporated associations, etc.") of the Financial Promotion Order; or (iv) are persons to whom an invitation or inducement to engage
in investment activity (within the meaning of Section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise
lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This prospectus
supplement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this prospectus supplement relates is available only to relevant persons and will be engaged in only with relevant
persons.

In connection with the offering, the underwriters are not acting for anyone other than Chile and will not be responsible to anyone other
than Chile for providing the protections afforded to their clients nor for providing advice in relation to the offering.

NOTICE TO PROSPECTIVE INVESTORS IN SINGAPORE

Notification under Section 309B(1) of the Securities and Futures Act (Chapter 289) of Singapore, as modified from time to time
(the "SFA")-- The notes are "prescribed capital markets products" (as defined in the Securities and Futures (Capital Markets Products)
Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and
MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

S-2
Table of Contents
https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

CERTAIN DEFINED TERMS AND CONVENTIONS

Defined Terms

Terms used but not defined in this prospectus supplement have the meanings ascribed to them in the accompanying prospectus dated
January 16, 2020.

Currency of Presentation

Unless otherwise stated, Chile has converted amounts relating to a period into U.S. dollars ("U.S. dollars," "dollars" or "US$") or Chilean
pesos ("pesos," "Chilean pesos" or "Ps.") using the average exchange rate for that period. For amounts at period end, Chilean pesos are translated
into U.S. dollar amounts using the exchange rate at the period end. Translations of pesos to dollars have been made for the convenience of the
reader only and should not be construed as a representation that the amounts in question have been, could have been or could be converted into
dollars at any particular rate or at all.

S-3
Table of Contents

SUMMARY OF THE OFFERING

This summary highlights information contained elsewhere in this prospectus supplement and the accompanying prospectus. It is not
complete and may not contain all the information that you should consider before investing in the notes. You should read this prospectus
supplement and the accompanying prospectus carefully.

Issuer
Republic of Chile.

Aggregate Principal Amount
2032 notes: US$750,000,000.

2050 notes: US$900,000,000.

Issue Price
2032 notes: 99.784% plus accrued interest, if any, from January 27, 2020.

2050 notes: 104.277% plus accrued interest from January 25, 2020 to, but not including January 27,
2020, totaling US$175,000, and any additional interest from January 27, 2020, if settlement occurs after
that date.

2050 notes Fungibility
On the issue date, the 2050 notes will be consolidated, form a single series, and be fully fungible with
our outstanding 3.500% Notes due 2050 issued in an aggregate principal amount of US$1,418,357,000
on June 25, 2019. After giving effect to the offering, the total amount outstanding of our 3.500% Notes
due 2050 will be US$2,318,357,000.

Maturity Date
2032 notes: January 27, 2032.

2050 notes: January 25, 2050.

Form of Securities
Chile will issue each series of notes in the form of one or more registered global securities without
coupons.

Denominations
2032 notes: Chile will issue the 2032 notes in denominations of US$200,000 and integral multiples of
US$1,000 in excess thereof.

2050 notes: Chile will issue the 2050 notes in denominations of US$200,000 and integral multiples of
US$1,000 in excess thereof.

Interest
2032 notes: Chile will pay interest semi-annually, on January 27 and July 27 of each year, commencing
on July 27, 2020. The 2032 notes will bear interest from January 27, 2020 at the rate of 2.550% per
year.

https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

2050 notes: Chile will pay interest semi-annually, on January 25 and July 25 of each year, commencing
on July 25, 2020. The 2050 notes will bear interest from January 25, 2020 at the rate of 3.500% per
year.

Optional Redemption
The notes will be subject to redemption at the option of Chile, on terms described under "Description of
the Notes--Optional Redemption" in this prospectus supplement.

Status
The notes will constitute direct, general, unconditional and unsubordinated external indebtedness of
Chile for which the full faith and credit of Chile is pledged. The notes rank and will rank without any
preference among themselves and equally with all other unsubordinated external indebtedness of Chile.
It is understood that this provision will not be construed so as to require Chile to make payments under
the notes ratably with payments being made under any other external indebtedness.

Euro Offering
On January 21, 2020 the Republic of Chile also offered 693,685,000 principal amount of its 0.830%
Notes due 2031 and 1,269,017,000 principal amount of its 1.250% Notes due 2040 (together, the "euro
denominated notes") in an offering registered with the SEC. Application will be made to the London
Stock Exchange for both series of the euro denominated notes to be admitted to the London Stock
Exchange's ISM. Furthermore, application will be made to the Luxembourg Stock Exchange for the
0.830% notes due 2031 to be admitted to trading on the Euro MTF Market of the Luxembourg Stock
Exchange.

S-4
Table of Contents

Withholding Tax and Additional
Chile will make all payments on the notes without withholding or deducting any taxes imposed by Chile
Amounts
or any political subdivision thereof or taxing authority therein, subject to certain specified exceptions.
For more information, see "Description of the Securities--Debt Securities--Additional Amounts " in the
accompanying prospectus.

Taxation
For a general summary of United States federal income tax consequences resulting from the purchase,
ownership and disposition of a note, holders should refer to the discussion set forth under the heading
"Taxation--United States Federal Taxation " in this prospectus supplement and the accompanying
prospectus.

Further Issues
Chile may from time to time, without the consent of the holders, increase the size of the issue of each
series of notes, or issue additional debt securities having the same terms and conditions as each series of
notes in all respects, except for the issue date, issue price and first payment on those additional notes or
debt securities; provided, however, that any additional debt securities subsequently issued that, for U.S.
federal income tax purposes, are not issued pursuant to a "qualified reopening" of the notes, are not
treated as part of the same "issue" as the notes, or have greater than a de minimis amount of original
issue discount shall have a separate CUSIP, ISIN or other identifying number from the previously
outstanding notes. Additional debt securities of a series issued in this manner will be consolidated with,
form a single series and be fully fungible with the previously outstanding notes.

Use of Proceeds
Chile intends to use the net proceeds from the sale of each series of notes offered by this prospectus
supplement for general purposes of the government. Chile estimates that the net proceeds (after
deduction of estimated expenses of US$150,000, a portion of which will be reimbursed by affiliates of
the underwriters) from the sale of the 2032 notes and the 2050 notes will be US$747,855,000 and
US$937,878,000, respectively.

It is Chile's intention to invest an amount equal to the proceeds from the sale of the notes, net of the
underwriting discount and certain expenses, into projects that may qualify as "eligible green
expenditures" under the Green Bond Framework, which is described under "Recent Developments--
Environment--Green Bond Framework" in Chile's amendment No. 1 on Form 18-K to the 2018 annual
report filed with the SEC on June 17, 2019. Eligible green expenditures may include tax expenditures
(subsidies and tax exemptions), operational expenditures, investments in real assets and maintenance
costs for public infrastructure, intangible assets and capital transfers to public or private entities, in one
or more of the following categories: clean transportation, energy efficiency, renewable energy, living
natural resources, land use and marine protected areas, water management and green buildings.
https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

The examples of projects described above are for illustrative purposes only and no assurance can be
provided that disbursements for projects with these specific characteristics will be made by Chile in an
amount equal to the proceeds from the sale of the notes. There can be no assurance that any projects so
funded will meet investor expectations regarding sustainability performance. Adverse environmental or
social impacts may occur during the design, construction and operation of the projects or the projects
may become controversial or criticized by activist groups or other stakeholders.

Listing
Application will be made to the London Stock Exchange for each series of notes to be admitted to the
London Stock Exchange's ISM. Furthermore, application will be made to the Luxembourg Stock
Exchange for the 2050 notes to be admitted to trading on the Euro MTF Market of the Luxembourg
Stock Exchange.

Governing Law
State of New York.

Trustee, Registrar, Transfer Agent and
Paying Agent
The Bank of New York Mellon.

S-5
Table of Contents

USE OF PROCEEDS

Chile intends to use the net proceeds from the sale each series of notes offered by this prospectus supplement for general purposes of the
government. Chile estimates that the net proceeds (after deduction of estimated expenses of US$150,000, a portion of which will be reimbursed by
affiliates of the underwriters) from the sale of the 2032 notes and the 2050 notes will be US$747,855,000 and US$937,878,000, respectively.

It is Chile's intention to invest an amount equal to the proceeds from the sale of the notes, net of the underwriting discount and certain
expenses, into projects that may qualify as "eligible green expenditures" under the Green Bond Framework, which is described under "Recent
Developments--Environment--Green Bond Framework" in Chile's amendment No. 1 on Form 18-K to the 2018 annual report filed with the SEC
on June 17, 2019. Eligible green expenditures may include tax expenditures (subsidies and tax exemptions), operational expenditures, investments
in real assets and maintenance costs for public infrastructure, intangible assets and capital transfers to public or private entities, in one or more of
the following categories: clean transportation, energy efficiency, renewable energy, living natural resources, land use and marine protected areas,
water management and green buildings.

The examples of projects described above are for illustrative purposes only and no assurance can be provided that disbursements for
projects with these specific characteristics will be made by Chile in an amount equal to the proceeds from the sale of the notes. There can be no
assurance that any projects so funded will meet investor expectations regarding sustainability performance. Adverse environmental or social
impacts may occur during the design, construction and operation of the projects or the projects may become controversial or criticized by activist
groups or other stakeholders.

S-6
Table of Contents

RECENT DEVELOPMENTS

The information contained in this section supplements the information about Chile corresponding to the headings below that is contained
in Exhibit 99.D to Chile's annual report on Form 18-K for the fiscal year ended December 31, 2018, as amended. To the extent the information in
this section differs from the information contained in such annual report, you should rely on the information in this section. Capitalized terms not
defined in this section have the meanings ascribed to them in the annual report.

REPUBLIC OF CHILE

Recent Social Developments

Beginning in October 2019, Chile experienced a wave of protests and social unrest. These protests were initially sparked by the
government's announcement of an increase in subway fares in Santiago but have since evolved to express broader concerns over inequality. In
response to such protests and related violence, the government suspended the increase in subway fares and declared a state of emergency and
https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

imposed a nighttime curfew in the greater Santiago region and other cities, which were in place for nine days and ended on October 28, 2019.

Following consultations in Congress with members of the opposition, on October 22, 2019, President Piñera announced a series of
measures to address social demands (the "Social Agenda"), including (i) increases in government-subsidized pensions; (ii) new insurance
programs to cover severe illnesses and related medications; (iii) a guaranteed minimum monthly income for wage earners of Ps.350,000
(approximately US$458 as of the date of this amendment to the Annual Report), with any difference between such guaranteed minimum monthly
income and the minimum monthly wage (Ps.301,000) to be borne by the government; (iv) the reversal of a previously announced 9.2% price
increase in regulated energy distribution tariffs and a mechanism to stabilize such tariffs and defer price increases to distribution companies
temporarily; and (v) a 5% increase to a maximum tax rate bracket of 40% in the income tax bracket applicable to individuals earning in excess of
Ps.15.0 million (approximately US$19,616 as of the date of this amendment to the Annual Report) per month. Initiatives to strengthen competition
laws by increasing penalties for collusion and consumer abuse were also undertaken. In addition, President Piñera announced initiatives to reduce
the number of members of Congress, limitations to their reelection and a reduction to their salaries and those of the highest-paid civil servants. A
number of the foregoing measures have been enacted as laws, while others are subject of parliamentary discussions. On October 28, 2019,
President Piñera replaced eight ministers of his cabinet.

The cost of implementing the Social Agenda is estimated to be approximately U.S.$1.2 billion in 2020, of which U.S.$510 million are
expected to be dedicated to the proposed pension subsidies, U.S.$106 million for healthcare improvements, U.S.$306 million to finance the
guaranteed minimum monthly income and U.S.$350 million for reconstruction of damaged infrastructure, particularly in the subway system. These
costs are expected to be funded partly by tapping the Economic and Social Stabilization Fund ("FEES").

On November 15, 2019, representatives of Chile's leading political parties entered into an agreement to hold a referendum on April 26,
2020 on whether the Constitution should be replaced and, in that case, whether the new constitution should be drafted by a special constitutional
convention comprised of (i)172 members of which half will be members of Congress and half will be citizens elected for that task, or (ii) citizens
elected for that task only. In either case, the citizens members of the special constitutional convention will be elected in October 2020 and the
special constitutional convention is expected to deliver a final draft of the new constitution within a period of nine months, which can be further
extended up to a total of twelve months from the date on which the convention holds its first meeting. The political parties that signed the
agreement pledged their commitment to vote in favour of a constitutional amendment that would allow for the agreed referendum process to be
implemented. According to a constitutional amendment adopted on December 23, 2019, if a majority of voters elect to replace the Constitution at
the April 2020 referendum, the final draft of the new constitution will be submitted to a further public referendum for its approval by a two thirds
majority vote, in the second half of 2021.

For other measures implemented see "The Economy--Principal Privatization and Infrastructure--Public Works--Infrastructure
Concessions," "Monetary and Financial System--Exchange Rate Policy," "Public Sector Finances--Government Revenue--Recent Tax
Reforms," "Public Sector Finances--Government Expenditures--Recent Measures," "Public Sector Finances--Government Expenditures--2020
Budget" and "Public Sector Finances--Government-owned Enterprises--Recent Measures."

S-7
Table of Contents

International and Regional Relations

In June 2019, Chile formally withdrew from the Union of South American Nations ("UNASUR").

In October 2019, as the widespread demonstrations in the country's main cities continued, President Piñera announced that Chile would
not host the Asia-Pacific Economic Cooperation summit ("APEC"), planned for November 16 and 17, 2019 or the UN Climate Change Conference
(COP25), planned to take place between December 2 and 13, 2019.

THE ECONOMY

Economic Performance Indicators

The following table sets forth certain macroeconomic performance indicators for the period indicated:

Current
Real GDP
Domestic
Account
Growth
Demand
(millions of US$)(1)
(in %)(2)
Growth (in %)(2)

Nine months ended September 30, 2019
(6,550.3)
2.3%
2.3%

(1) Current account data for the period indicated.
https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

(2) Compared to the same period in 2018.
Source: Chilean Central Bank.

The following table sets forth changes in the Imacec, Mining Imacec and Non-mining Imacec for the periods indicated:

Imacec, Mining Imacec and Non-mining Imacec
(% change from same period in previous year)

Imacec
Mining Imacec
Non-mining Imacec

2019

January
1.9
(3.7)
2.5

February
1.0
(7.5)
2.0

March
1.7
(1.7)
2.0

April
1.9
2.3
1.8

May
2.2
(2.0)
2.6

June
1.7
0.4
1.9

July
3.4
0.9
3.7

August
3.6
5.1
3.4

September
3.0
(1.6)
3.6

October
(3.4)
2.0
(4.0)

November
(3.3)
(5.1)
(3.1)

Source: Chilean Central Bank.

S-8
Table of Contents

Gross Domestic Product

For the nine months ended September 30, 2019, real GDP increased by 2.3% compared to the same period in 2018, driven mainly by
private consumption. During that period, aggregate domestic demand increased by 2.3%, gross fixed capital formation increased by 4.8%, total
consumption increased by 2.7% and exports decreased by 1.4%, while imports decreased by 1.3%, in each case compared to the same period in
2018. See, however, "Public Sector Finances--Government Expenditures--2020 Budget. "

The following tables present GDP and expenditures measured at current prices and in chained volume at previous period prices, each for
the periods indicated:

Nominal GDP and Expenditures
(at current prices for period indicated, in billions of Chilean pesos)

Nine months ended
Nine months ended
September 30, 2018
September 30, 2019

Nominal GDP
140,248
146,500

Aggregate Domestic Demand
139,526
147,054

Gross Fixed Capital Formation
28,447
31,132

Change in Inventories
3,326
2,512

Total Consumption
107,753
113,410

Private Consumption
88,380
92,705

Government Consumption
19,373
20,705

Total Exports
40,262
41,127

Total Imports
39,541
41,682

Net Exports
722
(555)

Source: Chilean Central Bank.

Real GDP and Expenditures
(chained volume at previous period prices, in billions of Chilean pesos)

https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

Nine months ended
Nine months ended
September 30, 2018
September 30, 2019

Real GDP
112,974
115,531

Aggregate Domestic Demand
114,058
116,675

Gross Fixed Capital Formation
23,010
24,115

Change in Inventories
2,658
1,769

Total Consumption
88,390
90,792

Private Consumption
73,134
75,231

Government Consumption
15,258
15,575

Total Exports
33,803
33,331

Total Imports
35,143
34,680

Net Exports
(1,340)
(1,349)

Source: Chilean Central Bank.

Composition of Demand

For the nine months ended September 30, 2019, consumption, as a percentage of GDP and measured at current prices, increased to 77.4%
of GDP compared to 76.8% of GDP in the same period in 2018. Gross fixed capital formation increased to 21.3% of GDP in the nine months
ended September 30, 2019 compared to 20.3% of GDP in the same period in 2018. For the nine months ended September 30, 2019, exports
measured at current prices accounted for 28.0% of GDP and imports measured at current prices accounted for 28.5% of GDP compared to 28.9%
and 28.2% of GDP in the same period in 2018, respectively.

S-9
Table of Contents

The following table presents GDP by categories of aggregate demand for the periods indicated:

GDP by Aggregate Demand
(% of GDP, except as indicated)

Nine months ended
Nine months ended
September 30, 2018
September 30, 2019

Nominal GDP (in billions of Chilean pesos)
Ps.
140,248
Ps.
146,500

Domestic Absorption
99.5
100.4

Total Consumption
76.8
77.4

Private Consumption
63.0
63.3

Government Consumption
13.8
14.1

Change in inventories
2.4
1.7

Gross Fixed Capital Formation
20.3
21.3

Exports of goods and services
28.9
28.0

Imports of goods and services
28.2
28.5

Source: Chilean Central Bank.

Savings and Investment

For the nine months ended September 30, 2019, total gross savings (or domestic gross investment) increased as a percentage of GDP as a
consequence of an increase in external savings.

The following table sets forth information for savings and investment for the periods indicated:

Savings and Investment
(% of GDP)

Nine months ended
Nine months ended
September 30, 2018
September 30, 2019

National Savings
20.1
19.9

https://www.sec.gov/Archives/edgar/data/19957/000110465920006225/a19-25085_8424b5.htm[1/23/2020 2:11:01 PM]

Document Outline

#1">
- #1">