kr6kfinan_grupo.htm
 
 
 
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K
 
REPORT OF FOREIGN ISSUER PURSUANT TO RULES 13a-16 or 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of April, 2013
 
GRUPO TELEVISA, S.A.B.

(Translation of registrant’s name into English)
 
 
Av. Vasco de Quiroga No. 2000, Colonia Santa Fe 01210 Mexico, D.F.
(Address of principal executive offices)
 
 
(Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.)
 
Form 20-F
x
Form 40-F
   
 
 
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).)
 
Yes
 
No
 
x
 
 
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).)
 
 
Yes
 
No
 
x
 
          
 
 
 
 

 
 
MEXICAN STOCK EXCHANGE

STOCK EXCHANGE CODE: TLEVISA
QUARTER:     01
YEAR:   2013
GRUPO TELEVISA, S.A.B.
 
 
 
STATEMENT OF FINANCIAL POSITION
AS OF MARCH 31, 2013 AND DECEMBER 31, 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
END OF PREVIOUS YEAR
AMOUNT
AMOUNT
10000000
TOTAL ASSETS
164,281,333
165,066,177
11000000
CURRENT ASSETS
51,416,104
54,637,754
11010000
CASH AND CASH EQUIVALENTS
18,506,882
19,063,325
11020000
SHORT-TERM INVESTMENTS
5,346,186
5,317,296
11020010
 
FINANCIAL INSTRUMENTS AVAILABLE FOR SALE
0
0
11020020
 
FINANCIAL INSTRUMENTS FOR NEGOTIATION
0
0
11020030
 
FINANCIAL INSTRUMENTS HELD TO MATURITY
5,346,186
5,317,296
11030000
CUSTOMER (NET)
14,720,645
18,982,277
11030010
 
CUSTOMER
16,953,825
21,168,000
11030020
 
ALLOWANCE FOR DOUBTFUL ACCOUNTS
-2,233,180
-2,185,723
11040000
OTHER ACCOUNTS RECEIVABLE (NET)
4,261,154
3,912,425
11040010
 
OTHER ACCOUNTS RECEIVABLE
4,379,482
4,049,003
11040020
 
ALLOWANCE FOR DOUBTFUL ACCOUNTS
-118,328
-136,578
11050000
INVENTORIES
1,569,778
1,508,581
11051000
BIOLOGICAL ASSETS CURRENT
0
0
11060000
OTHER CURRENT ASSETS
7,011,459
5,853,850
11060010
 
ADVANCE PAYMENTS
1,844,525
1,173,095
11060020
 
DERIVATIVE FINANCIAL INSTRUMENTS
871
2,373
11060030
 
ASSETS AVAILABLE FOR SALE
0
0
11060040
 
DISCONTINUED OPERATIONS
0
0
11060050
 
RIGHTS AND LICENSING
0
0
11060060
 
OTHER
5,166,063
4,678,382
12000000
NON-CURRENT ASSETS
112,865,229
110,428,423
12010000
ACCOUNTS RECEIVABLE (NET)
331,786
334,775
12020000
INVESTMENTS
42,494,325
42,978,939
12020010
 
INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
22,099,201
22,111,315
12020020
 
HELD-TO-MATURITY DEBT SECURITIES
562,509
388,504
12020030
 
OTHER AVAILABLE- FOR- SALE INVESTMENTS
3,062,841
2,986,933
12020040
 
OTHER
16,769,774
17,492,187
12030000
PROPERTY, PLANT AND EQUIPMENT (NET)
48,234,875
48,363,191
12030010
 
BUILDINGS
14,776,686
15,768,919
12030020
 
MACHINERY AND INDUSTRIAL EQUIPMENT
66,863,574
64,893,812
12030030
 
OTHER EQUIPMENT
7,361,031
7,196,398
12030040
 
ACCUMULATED DEPRECIATION
-44,358,512
-43,392,016
12030050
 
CONSTRUCTION IN PROGRESS
3,592,096
3,896,078
12040000
INVESTMENT PROPERTIES
0
0
12050000
NON-CURRENT BIOLOGICAL ASSETS
0
0
12060000
INTANGIBLE ASSETS (NET)
11,205,656
11,126,791
12060010
 
GOODWILL
2,671,660
2,571,632
12060020
 
TRADEMARKS
1,759,079
1,759,256
12060030
 
RIGHTS AND LICENSING
919,433
855,718
12060031
 
CONCESSIONS
3,655,985
3,655,985
12060040
 
OTHER
2,199,499
2,284,200
12070000
DEFERRED TAX ASSETS
2,535,520
1,073,888
12080000
OTHER NON-CURRENT ASSETS
8,063,067
6,550,839
12080001
 
ADVANCE PAYMENTS
0
0
12080010
 
DERIVATIVE FINANCIAL INSTRUMENTS
5,814
12,627
12080020
 
EMPLOYEE BENEFITS
0
0
12080021
 
ASSETS AVAILABLE FOR SALE
0
0
12080030
 
DISCONTINUED OPERATIONS
0
0
12080040
 
DEFERRED ASSETS (NET)
0
0
12080050
 
OTHER
8,057,253
6,538,212
20000000
TOTAL LIABILITIES 
94,309,011
96,531,574
21000000
CURRENT LIABILITIES 
34,434,272
36,245,637
21010000
BANK LOANS
269,760
225,000
21020000
STOCK MARKET LOANS
0
0
21030000
OTHER INTEREST BEARING LIABILITIES
597,071
589,257
21040000
SUPPLIERS
8,954,038
8,594,138
21050000
TAXES PAYABLE
1,123,634
1,355,818
21050010
 
INCOME TAXES PAYABLE
339,453
512,593
21050020
 
OTHER TAXES PAYABLE
784,181
843,225
21060000
OTHER CURRENT LIABILITIES
23,489,769
25,481,424
21060010
 
INTEREST PAYABLE
774,417
741,819
21060020
 
DERIVATIVE FINANCIAL INSTRUMENTS
2,762
1,176
21060030
 
DEFERRED INCOME
18,948,811
21,215,862
21060050
 
EMPLOYEE BENEFITS
385,770
301,800
21060060
 
PROVISIONS
213,241
213,793
21060061
 
LIABILITIES RELATED TO CURRENT AVAILABLE FOR SALE ASSETS
0
0
21060070
 
DISCONTINUED OPERATIONS
0
0
21060080
 
OTHER
3,164,768
3,006,974
22000000
NON-CURRENT LIABILITIES 
59,874,739
60,285,937
22010000
BANK LOANS
13,133,666
13,200,464
22020000
STOCK MARKET LOANS
38,412,389
39,415,955
22030000
OTHER INTEREST BEARING LIABILITIES
4,311,088
4,531,893
22040000
DEFERRED TAX LIABILITIES
0
0
22050000
OTHER NON-CURRENT LIABILITIES
4,017,596
3,137,625
22050010
 
DERIVATIVE FINANCIAL INSTRUMENTS
410,535
351,586
22050020
 
DEFERRED INCOME
769,301
769,301
22050040
 
EMPLOYEE BENEFITS
171,244
38,852
22050050
 
PROVISIONS
59,474
59,793
22050051
 
LIABILITIES RELATED TO NON-CURRENT AVAILABLE FOR SALE ASSETS
0
0
22050060
 
DISCONTINUED OPERATIONS
0
0
22050070
 
OTHER
2,607,042
1,918,093
30000000
STOCKHOLDERS' EQUITY
69,972,322
68,534,603
30010000
CONTROLLING INTEREST
61,635,199
60,644,005
30030000
SOCIAL CAPITAL
4,978,126
4,978,126
30040000
SHARES REPURCHASED
-13,029,771
-13,103,223
30050000
PREMIUM ON ISSUANCE OF SHARES
15,889,819
15,889,819
30060000
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
30070000
OTHER CAPITAL CONTRIBUTED
0
0
30080000
RETAINED EARNINGS (ACCUMULATED LOSSES)
52,089,992
51,073,399
30080010
 
LEGAL RESERVE
2,139,007
2,139,007
30080020
 
OTHER RESERVES
0
0
30080030
 
RETAINED EARNINGS
53,265,723
44,606,901
30080040
 
NET INCOME FOR THE YEAR
1,069,667
8,760,637
30080050
 
OTHER
-4,384,405
-4,433,146
30090000
OTHER ACCUMULATED COMPREHENSIVE RESULTS (NET OF TAX)
1,707,033
1,805,884
30090010
 
EARNINGS PER PROPERTY REASSESSMENT
0
0
30090020
 
ACTUARIAL EARNINGS (LOSS) FOR LABOR OBLIGATIONS
-69,792
-69,792
30090030
 
RESULT FOR FOREIGN CURRENCY CONVERSION
-193,663
-24,555
30090040
 
CHANGES IN THE VALUATION OF AVAILABLE FOR SALE FINANCIAL ASSETS
605,903
485,231
30090050
 
CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-182,333
-157,252
30090060
 
CHANGES IN FAIR VALUE OF OTHER ASSETS
1,361,736
1,411,651
30090070
 
PARTICIPATION IN OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
185,182
160,601
30090080
 
OTHER COMPREHENSIVE RESULT
0
0
30020000
NON-CONTROLLING INTEREST
8,337,123
7,890,598
 
 
 

 
 
DATA INFORMATION
AS OF MARCH 31, 2013 AND DECEMBER 31, 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
CONCEPTS
CURRENT YEAR
END OF PREVIOUS YEAR
AMOUNT
AMOUNT
91000010
FOREIGN CURRENCY LIABILITIES SHORT-TERM
5,213,225
5,325,977
91000020
FOREIGN CURRENCY LIABILITIES LONG-TERM
29,498,547
30,263,345
91000030
CAPITAL STOCK NOMINAL
2,494,410
2,494,410
91000040
RESTATEMENT OF CAPITAL STOCK
2,483,716
2,483,716
91000050
PENSIONS AND SENIORITY PREMIUMS
1,916,477
1,905,699
91000060
NUMBER OF EXECUTIVES (*)
43
41
91000070
NUMBER OF EMPLOYEES (*)
30,105
28,558
91000080
NUMBER OF WORKERS (*)
0
0
91000090
NUMBER OF OUTSTANDING SHARES (*)
333,462,769,887
333,897,940,506
91000100
NUMBER OF REPURCHASED SHARES (*)
28,967,117,244
28,531,946,625
91000110
RESTRICTED CASH (1)
0
0
91000120
DEBT OF NON-CONSOLIDATED COMPANIES GUARANTEED
0
0
 
(1) THIS CONCEPT MUST BE COMPLETED WHEN GUARANTEES HAVE BEEN PROVIDED AFFECTING CASH AND CASH EQUIVALENTS
(*) DATA IN UNITS
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
40010000
NET INCOME
15,519,509 15,519,509 15,156,647 15,156,647
40010010
 
SERVICES
11,784,200 11,784,200 11,758,059 11,758,059
40010020
 
SALE OF GOODS
512,053
512,053
488,308
488,308
40010030
 
INTEREST
0
0
0
0
40010040
 
ROYALTIES
1,102,625
1,102,625
1,123,171
1,123,171
40010050
 
DIVIDENDS
0
0
0
0
40010060
 
LEASE
2,120,631
2,120,631
1,787,109
1,787,109
40010061
 
CONSTRUCTION
0
0
0
0
40010070
 
OTHER
0
0
0
0
40020000
COST OF SALES
8,988,116
8,988,116
8,668,493
8,668,493
40021000
GROSS PROFIT (LOSS)
6,531,393
6,531,393
6,488,154
6,488,154
40030000
GENERAL EXPENSES
3,475,354
3,475,354
3,166,424
3,166,424
40040000
INCOME (LOSS) BEFORE OTHER INCOME AND EXPENSES, NET
3,056,039
3,056,039
3,321,730
3,321,730
40050000
OTHER INCOME AND (EXPENSE), NET
334,220
334,220
-37,736
-37,736
40060000
OPERATING INCOME (LOSS)
3,390,259
3,390,259
3,283,994
3,283,994
40070000
FINANCE INCOME
349,212
349,212
625,893
625,893
40070010
 
INTEREST INCOME
301,860
301,860
283,910
283,910
40070020
 
FOREIGN EXCHANGE GAIN, NET
47,352
47,352
341,983
341,983
40070030
 
DERIVATIVES GAIN, NET
0
0
0
0
40070040
 
EARNINGS PER CHANGES IN FAIR VALUE OF FINANCIAL INSTRUMENTS
0
0
0
0
40070050
 
OTHER
0
0
0
0
40080000
FINANCE EXPENSE
1,188,703
1,188,703
1,202,111
1,202,111
40080010
 
INTEREST EXPENSE
1,104,522
1,104,522
1,084,553
1,084,553
40080020
 
FOREIGN EXCHANGE LOSS, NET
0
0
0
0
40080030
 
DERIVATIVES LOSS, NET
84,181
84,181
117,558
117,558
40080050
 
LOSS PER CHANGES IN FAIR VALUE CHANGE IN FINANCIAL INSTRUMENTS
0
0
0
0
40080060
 
OTHER
0
0
0
0
40090000
FINANCE INCOME (EXPENSE) NET
-839,491
-839,491
-576,218
-576,218
40100000
PARTICIPATION IN THE RESULTS OF ASSOCIATES AND JOINT VENTURES
-261,539
-261,539
9,135
9,135
40110000
INCOME (LOSS) BEFORE INCOME TAXES
2,289,229
2,289,229
2,716,911
2,716,911
40120000
INCOME TAXES
756,075
756,075
762,163
762,163
40120010
 
INCOME TAX, CURRENT
2,237,710
2,237,710
804,877
804,877
40120020
 
INCOME TAX, DEFERRED
-1,481,635
-1,481,635
-42,714
-42,714
40130000
INCOME (LOSS) FROM CONTINUING OPERATIONS
1,533,154
1,533,154
1,954,748
1,954,748
40140000
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET
0
0
0
0
40150000
NET INCOME (LOSS)
1,533,154
1,533,154
1,954,748
1,954,748
40160000
NET INCOME (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST
463,487
463,487
448,826
448,826
40170000
NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST
1,069,667
1,069,667
1,505,922
1,505,922
             
40180000
NET INCOME (LOSS) PER BASIC SHARE
0.38
0.38
0.53
0.53
40190000
NET INCOME (LOSS) PER DILUTED SHARE
0.35
0.35
0.49
0.49
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME (NET OF INCOME TAXES)
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
 
REF
 
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
40200000
NET INCOME (LOSS)
1,533,154
1,533,154
1,954,748
1,954,748
 
ITEMS THAT MAY NOT BE RECLASSIFIED INTO RESULTS
       
40210000
     EARNINGS PER PROPERTY REASSESSMENT 
0
0
0
0
40220000
     ACTUARIAL EARNINGS (LOSS) FOR LABOR OBLIGATIONS  
0
0
0
0
40220100
     PARTICIPATION IN RESULTS FOR REVALUATION OF PROPERTIES OF ASSOCIATES AND JOINT VENTURES
0
0
0
0
 
ITEMS THAT MAY BE SUBSEQUENTLY RECLASSIFIED INTO RESULTS
       
40230000
     RESULT FOR FOREIGN CURRENCY CONVERSION 
-166,179
-166,179
-178,831
-178,831
40240000
     CHANGES IN THE VALUATION OF AVAILABLE FOR SALE FINANCIAL ASSETS
120,672
120,672
116,776
116,776
40250000
     CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-25,081
-25,081
-73,944
-73,944
40260000
     CHANGES IN FAIR VALUE OF OTHER ASSETS 
-49,915
-49,915
-545,569
-545,569
40270000
     PARTICIPATION IN OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
24,581
24,581
61,987
61,987
40280000
OTHER COMPREHENSIVE INCOME
0
0
0
0
40290000
TOTAL OTHER COMPREHENSIVE INCOME
-95,922
-95,922
-619,581
-619,581
 
40300000
COMPREHENSIVE INCOME (LOSS)
1,437,232
1,437,232
1,335,167
1,335,167
40320000
COMPREHENSIVE (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST
466,416
466,416
447,920
447,920
40310000
COMPREHENSIVE (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST
970,816
970,816
887,247
887,247
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
DATA INFORMATION
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
92000010
OPERATING DEPRECIATION AND AMORTIZATION
2,358,865
2,358,865
2,030,246
2,030,246
92000020
EMPLOYEES' PROFIT SHARING, CURRENT
3,831
3,831
3,193
3,1933
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
DATA INFORMATION (TWELVE MONTHS)
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
YEAR
CURRENT
PREVIOUS
92000030
NET INCOME (**)
69,653,271
64,538,575
92000040
OPERATING INCOME (LOSS) (**)
18,245,818
17,005,942
92000050
CONTROLLING INTEREST NET INCOME (LOSS) (**)
8,324,382
7,391,438
92000060
NET INCOME (LOSS) (**)
9,647,574
8,780,846
92000070
OPERATING DEPRECIATION AND AMORTIZATION (**)
8,802,859
7,633,409
 
(**) INFORMATION FOR THE LAST TWELVE MONTHS
 
 
 

 
 
STATEMENTS OF CASH FLOWS (INDIRECT METHOD)
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
AMOUNT
AMOUNT
OPERATING ACTIVITIES
50010000
INCOME (LOSS) BEFORE INCOME TAXES
2,289,229
2,716,911
50020000
 + (-) ITEMS NOT REQUIRING CASH
194,907
215,189
50020010
 
 + ESTIMATES FOR THE PERIOD
161,843
169,808
50020020
 
 + PROVISIONS FOR THE PERIOD
0
0
50020030
 
 + (-) OTHER UNREALIZED ITEMS
33,064
45,381
50030000
 + (-) ITEMS RELATED TO INVESTING ACTIVITIES
3,460,201
3,802,950
50030010
 
 + DEPRECIATION AND AMORTIZATION FOR THE PERIOD
2,358,865
2,030,246
50030020
 
 (-) + GAIN OR LOSS ON SALE OF PROPERTY, PLANT AND EQUIPMENT
31,346
1,383
50030030
 
 + (-) LOSS (REVERSION) IMPAIRMENT
0
0
50030040
 
 (-) + EQUITY IN RESULTS OF AFFILIATES AND JOINT VENTURES
261,539
(9,135)
50030050
 
 (-) DIVIDENDS RECEIVED
0
0
50030060
 
 (-) INTEREST INCOME
(9,566)
(73,014)
50030070
 
 (-) FOREIGN EXCHANGE FLUCTUATION
782,379
1,777,174
50030080
 
 (-) + OTHER ITEMS
35,638
76,296
50040000
 + (-) ITEMS RELATED TO FINANCING ACTIVITIES
185,972
(933,017)
50040010
 
 (+) ACCRUED INTEREST
1,104,522
1,084,553
50040020
 
 (+) FOREIGN EXCHANGE FLUCTUATION
(1,124,923)
(2,293,997)
50040030
 
 (+) DERIVATIVE FINANCIAL TRANSACTIONS
84,181
117,559
50040040
 
 + (-) OTHER ITEMS
122,192
158,868
50050000
CASH FLOW BEFORE INCOME TAX
6,130,309
5,802,033
50060000
CASH FLOWS PROVIDED OR USED IN OPERATION
(2,585,146)
(830,620)
50060010
 
 + (-) DECREASE (INCREASE) IN CUSTOMERS
4,065,567
2,997,698
50060020
 
 + (-) DECREASE (INCREASE) IN INVENTORIES
(1,986,622)
(570,814)
50060030
 
 + (-) DECREASE (INCREASE) IN OTHER ACCOUNTS RECEIVABLES AND OTHER ASSETS
(1,566,695)
83,095
50060040
 
 + (-) INCREASE (DECREASE) IN SUPPLIERS
380,740
(52,473)
50060050
 
 + (-) INCREASE (DECREASE) IN OTHER LIABILITIES
(1,385,320)
(1,643,459)
50060060
 
 + (-) INCOME TAXES PAID OR RETURNED
(2,092,816)
(1,644,667)
50070000
NET CASH FLOWS FROM OPERATING ACTIVITIES
3,545,163
4,971,413
INVESTING ACTIVITIES
50080000
NET CASH FLOWS FROM INVESTING ACTIVITIES
(2,895,838)
(1,789,067)
50080010
 
 (-) PERMANENT INVESTMENTS IN SHARES
(333,013)
(47,435)
50080020
 
 + DISPOSITION OF PERMANENT INVESTMENT IN SHARES
0
0
50080030
 
 (-) INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT
(2,247,328)
(1,965,455)
50080040
 
 + SALE OF PROPERTY, PLANT AND EQUIPMENT
41,496
48,936
50080050
 
 (-) TEMPORARY INVESTMENTS
(435,482)
(143,514)
50080060
 
 + DISPOSITION OF TEMPORARY INVESTMENTS
143,248
416,470
50080070
 
 (-) INVESTMENT IN INTANGIBLE ASSETS
(138,188)
(94,571)
50080080
 
 + DISPOSITION OF INTANGIBLE ASSETS
0
0
50080090
 
 (-) BUSINESS ACQUISITIONS
0
0
50080100
 
 + BUSINESS DISPOSITIONS
0
0
50080110
 
 + DIVIDEND RECEIVED
0
0
50080120
 
 + INTEREST RECEIVED
0
0
50080130
 
 + (-) DECREASE (INCREASE) IN ADVANCES AND LOANS TO THIRD PARTIES
0
0
50080140
 
 + (-) OTHER ITEMS
73,429
(3,498)
FINANCING ACTIVITIES
50090000
NET CASH FLOWS FROM FINANCING ACTIVITIES
(1,179,599)
(1,077,810)
50090010
 
 + BANK FINANCING
0
200,000
50090020
 
 + STOCK MARKET FINANCING
0
0
50090030
 
 + OTHER FINANCING
0
0
50090040
 
 (-) BANK FINANCING AMORTIZATION
(22,830)
0
50090050
 
 (-) STOCK MARKET FINANCING AMORTIZATION
0
0
50090060
 
 (-) OTHER FINANCING AMORTIZATION
(47,661)
(109,936)
50090070
 
 + (-) INCREASE (DECREASE) IN CAPITAL STOCK
0
0
50090080
 
 (-) DIVIDENDS PAID
0
0
50090090
 
 + PREMIUM ON ISSUANCE OF SHARES
0
0
50090100
 
 + CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
50090110
 
 (-) INTEREST EXPENSE
(1,055,898)
(1,071,202)
50090120
 
 (-) REPURCHASE OF SHARES
0
0
50090130
 
 +  (-) OTHER ITEMS
(53,210)
(96,672)
50100000
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
(530,274)
2,104,536
50110000
CHANGES IN THE VALUE OF CASH AND CASH EQUIVALENTS
(26,169)
(50,900)
50120000
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
19,063,325
16,275,924
50130000
CASH AND CASH EQUIVALENTS AT END OF PERIOD
18,506,882
18,329,560
 
 
 

 
 
 
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
CONCEPTS
CAPITAL STOCK
SHARES REPURCHASED
ADDITIONAL PAID-IN CAPITAL
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
OTHER CAPITAL CONTRIBUTED
RETAINED EARNINGS OR ACCUMULATED LOSSES
ACCUMULATED OTHER COMPREHENSIVE INCOME (NET OF INCOME TAX)
CONTROLLING INTEREST
NON-CONTROLLING INTEREST
TOTAL STOCKHOLDERS’ EQUITY
RESERVES
RETAINED EARNINGS (ACCUMULATED LOSSES)
BALANCE AT JANUARY 1, 2012
5,040,808
-15,971,710
15,889,819
0
0
2,139,007
43,353,617
1,323,202
51,774,743
7,314,632
59,089,375
                       
RETROSPECTIVE ADJUSTMENT
0
0
0
0
0
0
0
0
0
0
0
                       
APPLICATION OF OTHER COMPREHENSIVE INCOME TO RETAINED EARNINGS
0
0
0
0
0
0
0
0
0
0
0
                       
                       
ESTABLISHMENT OF RESERVES
0
0
0
0
0
0
0
0
0
0
0
                       
DIVIDENDS DECLARED
0
0
0
0
0
0
0
0
0
-91,029
-91,029
                       
(DECREASE) INCREASE OF CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
REPURCHASE OF SHARES
0
-155,855
0
0
0
0
0
0
-155,855
0
-155,855
                       
(DECREASE) INCREASE IN ADDITIONAL PAID-IN CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
                       
(DECREASE) INCREASE IN NON-CONTROLLING INTEREST
0
0
0
0
0
0
0
0
0
0
0
                       
                       
OTHER
0
186,374
0
0
0
0
128,349
0
314,723
6,432
321,155
                       
COMPREHENSIVE INCOME
0
0
0
0
0
0
1,505,922
-618,675
887,247
447,920
1,335,167
                       
BALANCE AT MARCH 31, 2012
5,040,808
-15,941,191
15,889,819
0
0
2,139,007
44,987,888
704,527
52,820,858
7,677,955
60,498,813
BALANCE AT JANUARY 1, 2013
4,978,126
-13,103,223
15,889,819
0
0
2,139,007
48,934,392
1,805,884
60,644,005
7,890,598
68,534,603
                       
RETROSPECTIVE ADJUSTMENT
0
0
0
0
0
0
-101,815
0
-101,815
-1,087
-102,902
                       
APPLICATION OF OTHER COMPREHENSIVE INCOME TO RETAINED EARNINGS
0
0
0
0
0
0
0
0
0
0
0
                       
                       
ESTABLISHMENT OF RESERVES
0
0
0
0
0
0
0
0
0
0
0
                       
DIVIDENDS DECLARED
0
0
0
0
0
0
0
0
0
-18,854
-18,854
                       
(DECREASE) INCREASE OF CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
REPURCHASE OF SHARES
0
-18,344
0
0
0
0
0
0
-18,344
0
-18,344
                       
(DECREASE) INCREASE IN ADDITIONAL PAID-IN CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
                       
(DECREASE) INCREASE IN NON-CONTROLLING INTEREST
0
0
0
0
0
0
0
0
0
0
0
                       
                       
OTHER
0
91,796
0
0
0
0
48,741
0
140,537
50
140,587
                       
COMPREHENSIVE INCOME
0
0
0
0
0
0
1,069,667
-98,851
970,816
466,416
1,437,232
                       
BALANCE AT MARCH 31, 2013
4,978,126
-13,029,771
15,889,819
0
0
2,139,007
49,950,985
1,707,033
61,635,199
8,337,123
69,972,322
 
 
 

 
 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CONSOLIDATED
  Final Printing
 
MEXICO CITY, D.F., APRIL 25, 2013—GRUPO TELEVISA, S.A.B. (NYSE:TV; BMV: TLEVISA CPO; “TELEVISA” OR “THE COMPANY”), TODAY ANNOUNCED RESULTS FOR FIRST-QUARTER 2013. THE RESULTS HAVE BEEN PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”).

THE FOLLOWING INFORMATION FROM THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE QUARTERS ENDED MARCH 31, 2013 AND 2012 IS PRESENTED IN MILLIONS OF MEXICAN PESOS, AS WELL AS THE PERCENTAGE CHANGE WHEN COMPARING 2013 WITH 2012:

NET SALES

NET SALES INCREASED 2.4% TO PS.15,519.5 MILLION IN FIRST-QUARTER 2013 COMPARED WITH PS.15,156.6 MILLION IN FIRST-QUARTER 2012. THIS INCREASE WAS MAINLY ATTRIBUTABLE TO REVENUE GROWTH IN CABLE AND TELECOM, AND SKY SEGMENTS, PARTIALLY COMPENSATED BY A DECREASE IN CONTENT NET SALES. OPERATING SEGMENT INCOME INCREASED 0.7%, REACHING PS.5,675.9 MILLION WITH A MARGIN OF 35.9% IN FIRST-QUARTER 2013 COMPARED WITH PS.5,639.1 MILLION WITH A MARGIN OF 36.5% IN FIRST-QUARTER 2012.

NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY

NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY DECREASED TO PS.1,069.7  MILLION IN  FIRST-QUARTER 2013 COMPARED WITH PS.1,505.9 MILLION IN FIRST-QUARTER 2012. THE NET DECREASE OF PS.436.2 MILLION REFLECTED PRIMARILY I) A PS.265.7 MILLION DECREASE IN INCOME BEFORE OTHER INCOME (EXPENSE), NET, MAINLY AS THE RESULT OF AN INCREASE IN DEPRECIATION AND AMORTIZATION EXPENSES; II) A PS.263.3 MILLION INCREASE IN FINANCE EXPENSE, NET, REFLECTING A SMALLER APPRECIATION OF THE PESO DURING FIRST-QUARTER 2013 WHEN COMPARED WITH THE APPRECIATION OF THE PESO IN FIRST-QUARTER 2012; AND III) A PS.270.6 MILLION CHANGE IN SHARE OF LOSS OF JOINT VENTURES AND ASSOCIATES, NET. THESE UNFAVORABLE VARIANCES WERE OFFSET BY A PS.372.0 MILLION INCREASE IN OTHER INCOME, NET.

FIRST-QUARTER RESULTS BY BUSINESS SEGMENT

THE FOLLOWING INFORMATION PRESENTS FIRST-QUARTER CONSOLIDATED RESULTS ENDED MARCH 31, 2013 AND 2012 FOR EACH OF OUR BUSINESS SEGMENTS. CONSOLIDATED RESULTS FOR 2013 AND 2012 ARE PRESENTED IN MILLIONS OF MEXICAN PESOS:

CONTENT

FIRST-QUARTER SALES DECREASED 1.9% TO PS.6,348.1 MILLION COMPARED WITH PS.6,470.1 MILLION IN FIRST-QUARTER 2012.

ADVERTISING REVENUE DECREASED BY 7.2% TO PS.4,207.7 MILLION COMPARED WITH PS.4,533.1 MILLION IN FIRST-QUARTER 2012. FIRST-QUARTER 2013 RESULTS ARE NOT DIRECTLY COMPARABLE TO THOSE IN FIRST-QUARTER 2012 PRIMARILY AS A RESULT OF THE FACT THAT EASTER WEEK, WHICH IS A PERIOD OF SOFT ADVERTISING SALES, TOOK PLACE DURING SECOND-QUARTER 2012, WHEREAS IN 2013 IT TOOK PLACE IN THE FIRST-QUARTER. ALSO, ADVERTISING SALES TO LOCAL AND FEDERAL GOVERNMENT ENTITIES WERE VERY WEAK.

NEVERTHELESS, IN SPITE OF THE CHALLENGING COMPARISON, OUR ADVERTISING BUSINESS EXPERIENCED REVENUE GROWTH WITH CERTAIN KEY CATEGORIES, INCLUDING PERSONAL CARE, AUTOMOTIVE, BEVERAGES, AND OTHER NON-DURABLE CONSUMER GOODS CATEGORIES.

FIRST-QUARTER NETWORK SUBSCRIPTION REVENUE INCREASED BY 17.3% TO PS.870.9 MILLION COMPARED WITH PS.742.7 MILLION IN FIRST-QUARTER 2012. THE GROWTH WAS DRIVEN MAINLY BY THE SUSTAINED ADDITION OF PAY-TV SUBSCRIBERS, MOSTLY IN MEXICO. DURING THE QUARTER, TELEVISA CONTINUED TO PRODUCE AND TRANSMIT MANY OF THE LEADING PAY-TV NETWORKS IN MEXICO IN KEY CATEGORIES, INCLUDING GENERAL ENTERTAINMENT, MUSIC AND LIFESTYLE, AND MOVIES.

FIRST-QUARTER LICENSING AND SYNDICATION REVENUE INCREASED BY 6.3% TO PS.1,269.5 MILLION COMPARED WITH PS.1,194.3 MILLION IN FIRST-QUARTER 2012. THE INCREASE IS EXPLAINED MAINLY BY I) AN INCREASE OF 7.2% IN ROYALTIES FROM UNIVISION, TO US$57.3 MILLION IN FIRST-QUARTER 2013 FROM US$53.5 MILLION IN FIRST-QUARTER 2012; II) AN INCREASE IN SALES TO THE REST OF THE WORLD; AND III) AN INCREASE IN REVENUES FROM THE COPRODUCTION OF PROGRAMMING AROUND THE WORLD.

FIRST-QUARTER OPERATING SEGMENT INCOME DECREASED 8.4% TO PS.2,378.6 MILLION COMPARED WITH PS.2,597.6 MILLION IN FIRST-QUARTER 2012. THE MARGIN WAS 37.5%. THE DECREASE IS EXPLAINED BY LOWER ADVERTISING REVENUES. THIS EFFECT WAS PARTIALLY OFFSET BY LOWER AMORTIZATION COSTS OF FEATURE FILMS AND TV SERIES.

PUBLISHING

FIRST-QUARTER SALES DECREASED 4.2% TO PS.666.5 MILLION COMPARED WITH PS.695.6 MILLION IN FIRST-QUARTER 2012. THE DECREASE IS EXPLAINED BY LOWER ADVERTISING REVENUES IN MEXICO AND A NEGATIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED SALES. THESE NEGATIVE EFFECTS WERE PARTIALLY OFFSET BY HIGHER CIRCULATION REVENUE IN MEXICO AND ABROAD. SALES OUTSIDE MEXICO REPRESENTED 63.6% OF THE SEGMENT COMPARED WITH 62.3% IN THE SAME QUARTER OF 2012.

FIRST-QUARTER OPERATING SEGMENT INCOME DECREASED 95.5% TO PS.1.5 MILLION COMPARED WITH PS.33.4 MILLION IN FIRST-QUARTER 2012, AND THE MARGIN WAS 0.2%. THIS DECREASE REFLECTS LOWER SALES AND HIGHER PERSONNEL COSTS AND MARKETING EXPENSES, PARTIALLY OFFSET BY LOWER PAPER, PRINTING AND EDITING COSTS AND A POSITIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED COSTS AND EXPENSES.

SKY

FIRST-QUARTER SALES INCREASED BY 13.0% TO PS.3,826.8 MILLION COMPARED WITH PS.3,386.7 MILLION IN FIRST-QUARTER 2012. THE INCREASE WAS DRIVEN BY SOLID GROWTH IN THE SUBSCRIBER BASE IN MEXICO, WHICH IS EXPLAINED BY THE CONTINUED SUCCESS OF SKY’S LOW-COST OFFERINGS. THE NUMBER OF NET ACTIVE SUBSCRIBER INCREASED BY 259,567 DURING THE QUARTER TO 5,413,012  AS OF MARCH 31, 2013, COMPARED WITH 4,283,605 AS OF MARCH 31, 2012. SKY ENDED THE QUARTER WITH 191,481 SUBSCRIBERS IN CENTRAL AMERICA AND THE DOMINICAN REPUBLIC.

FIRST-QUARTER OPERATING SEGMENT INCOME INCREASED 12.5% TO PS.1,768.5 MILLION COMPARED WITH PS.1,571.8 MILLION IN FIRST-QUARTER 2012, AND THE MARGIN WAS 46.2%. THESE RESULTS REFLECT AN INCREASE IN SALES THAT WAS PARTIALLY OFFSET BY HIGHER COSTS AND EXPENSES INHERENT TO THE GROWTH IN THE SUBSCRIBER BASE, MAINLY IN THE LOW-COST PACKAGES.

CABLE AND TELECOM

FIRST-QUARTER SALES INCREASED 5.4% TO PS.3,976.5 MILLION COMPARED WITH PS.3,771.1 MILLION IN FIRST-QUARTER 2012. EXCLUDING BESTEL, FIRST-QUARTER SALES IN THE AGGREGATE FOR THE THREE CABLE COMPANIES INCREASED 10.0%. VOICE AND DATA REVENUE GENERATING UNITS, OR RGUS, CONTINUE TO BE THE MAIN DRIVERS OF GROWTH, GROWING 14.8% AND 21.4% COMPARED WITH FIRST-QUARTER 2012, RESPECTIVELY, AND VIDEO RGUS GREW 6.6%. BESTEL REVENUES DECREASED 12.5% COMPARED WITH FIRST-QUARTER 2012 AS A RESULT OF LOWER LONG DISTANCE AND MANAGED SERVICES SALES.

THE FOLLOWING INFORMATION SETS FORTH THE BREAKDOWN OF SUBSCRIBERS FOR EACH OF OUR THREE CABLE SUBSIDIARIES AS OF MARCH 31, 2013:

THE SUBSCRIBER BASE OF CABLEVISIÓN OF VIDEO, BROADBAND AND VOICE AS OF MARCH 31, 2013 AMOUNTED TO 802,552, 542,425 AND 337,562 SUBSCRIBERS, RESPECTIVELY.

THE SUBSCRIBER BASE OF CABLEMÁS OF VIDEO, BROADBAND AND VOICE AS OF MARCH 31, 2013 AMOUNTED TO 1,159,294, 602,128 AND 313,461 SUBSCRIBERS, RESPECTIVELY.

THE SUBSCRIBER BASE OF TVI OF VIDEO, BROADBAND AND VOICE AS OF MARCH 31, 2013 AMOUNTED TO 402,413, 240,132 AND 133,859 SUBSCRIBERS, RESPECTIVELY.

THE RGUS OF CABLEVISIÓN, CABLEMÁS AND TVI AS OF MARCH 31, 2013 AMOUNTED TO 1,682,539, 2,074,883 AND 776,404, RESPECTIVELY.

FIRST-QUARTER OPERATING SEGMENT INCOME INCREASED 6.6% TO PS.1,417.9 MILLION COMPARED WITH PS.1,330.5 MILLION IN FIRST-QUARTER 2012, AND THE MARGIN INCREASED TO 35.7%. EXCLUDING BESTEL, FIRST-QUARTER OPERATING SEGMENT INCOME INCREASED 9.3%, AND THE MARGIN REACHED 38.2%. THESE RESULTS REFLECT CONTINUED GROWTH IN THE CUSTOMER BASE OF CABLE PLATFORMS THAT WAS PARTIALLY OFFSET BY HIGHER PERSONNEL, MARKETING, TECHNICAL SUPPORT, AND LEASING COSTS.

THE FOLLOWING INFORMATION SETS FORTH THE BREAKDOWN OF REVENUES AND OPERATING SEGMENT INCOME, EXCLUDING CONSOLIDATION ADJUSTMENTS, FOR OUR FOUR CABLE AND TELECOM SUBSIDIARIES FOR THE QUARTER:  THE REVENUES FOR THE QUARTER OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.1,326.3 MILLION, PS.1,444.9 MILLION, PS.639.5 MILLION AND PS.672.0 MILLION, RESPECTIVELY.

THE OPERATING SEGMENT INCOME FOR THE QUARTER OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.525.6 MILLION, PS.503.6 MILLION, PS.274.9 MILLION AND PS.177.3 MILLION, RESPECTIVELY.

THESE RESULTS DO NOT INCLUDE CONSOLIDATION ADJUSTMENTS OF PS.106.2 MILLION IN REVENUES, NOR PS.63.5 MILLION IN OPERATING SEGMENT INCOME, WHICH ARE CONSIDERED IN THE CONSOLIDATED RESULTS OF CABLE AND TELECOM.
 
OTHER BUSINESSES

FIRST-QUARTER SALES DECREASED 10.9% TO PS.995.1 MILLION COMPARED WITH PS.1,117.0 MILLION IN FIRST-QUARTER 2012. THIS DECREASE IS EXPLAINED MAINLY BY I) A DECREASE IN THE REVENUES OF OUR SOCCER BUSINESS DUE TO THE SALE OF CLUB SAN LUIS IN 2012; AND II) A DECREASE IN THE REVENUES OF OUR PUBLISHING DISTRIBUTION BUSINESS DUE TO THE TERMINATION OF OUR CHILE OPERATION IN APRIL, 2012.

FIRST-QUARTER OPERATING SEGMENT INCOME INCREASED 3.4% TO PS.109.4 MILLION COMPARED WITH PS.105.8 MILLION IN FIRST-QUARTER 2012, MAINLY REFLECTING HIGHER PROFITABILITY IN THE SOCCER, GAMING, AND FEATURE-FILM DISTRIBUTION BUSINESS.

INTERSEGMENT OPERATIONS

INTERSEGMENT OPERATIONS FOR THE FIRST-QUARTER 2013 AND 2012 AMOUNTED TO PS.293.5 MILLION AND PS.283.9 MILLION, RESPECTIVELY.

CORPORATE EXPENSES

SHARE-BASED COMPENSATION EXPENSE IN FIRST-QUARTER 2013 AND 2012 AMOUNTED TO PS.123.2 MILLION AND PS.159.8 MILLION, RESPECTIVELY, AND WAS ACCOUNTED FOR AS CORPORATE EXPENSE. SHARE-BASED COMPENSATION EXPENSE IS MEASURED AT FAIR VALUE AT THE TIME THE EQUITY BENEFITS ARE CONDITIONALLY SOLD TO OFFICERS AND EMPLOYEES, AND IS RECOGNIZED OVER THE VESTING PERIOD.

OTHER INCOME (EXPENSE), NET

OTHER INCOME, NET, INCREASED BY PS.372.0 MILLION TO PS.334.3 MILLION IN FIRST-QUARTER 2013, COMPARED WITH OTHER EXPENSE, NET, OF PS.37.7 MILLION IN FIRST-QUARTER 2012. DURING THE QUARTER, WE RECEIVED US$30 MILLION FROM UNIVISION RELATED TO THE RELEASE OF CERTAIN CARRIAGE RIGHTS WITH DIRECTV HELD BY US IN THE UNITED STATES.

NON-OPERATING RESULTS

FINANCE EXPENSE, NET

THE FOLLOWING INFORMATION SETS FORTH THE FINANCE EXPENSE OR (INCOME), NET, STATED IN MILLIONS OF MEXICAN PESOS FOR THE QUARTERS ENDED MARCH 31, 2013 AND 2012:

THE FINANCE EXPENSE, NET, INCREASED BY PS.263.3 MILLION, OR 45.7%, TO PS.839.5 MILLION FOR FIRST-QUARTER 2013 FROM PS.576.2 MILLION FOR FIRST-QUARTER 2012. THIS INCREASE REFLECTED PRIMARILY I) A PS.294.7 MILLION DECREASE IN FOREIGN EXCHANGE GAIN TO PS.47.3 MILLION IN FIRST-QUARTER 2013 COMPARED WITH PS.342.0 MILLION IN FIRST-QUARTER 2012, RESULTING PRIMARILY FROM THE FAVORABLE EFFECT OF A 4.0% APPRECIATION OF THE MEXICAN PESO AGAINST THE US DOLLAR ON OUR AVERAGE NET UNHEDGED US DOLLAR LIABILITY POSITION IN FIRST-QUARTER 2013 COMPARED WITH AN 8.4% APPRECIATION IN FIRST-QUARTER 2012; AND II) A PS.20.0 MILLION INCREASE IN INTEREST EXPENSE TO PS.1,104.5 MILLION IN FIRST-QUARTER 2013 COMPARED WITH PS.1,084.5 MILLION IN FIRST-QUARTER 2012, DUE PRIMARILY TO A HIGHER AVERAGE PRINCIPAL AMOUNT OF DEBT AND FINANCE LEASE OBLIGATIONS IN FIRST-QUARTER 2013. THESE UNFAVORABLE VARIANCES WERE PARTIALLY OFFSET BY I) A PS.18.0 MILLION INCREASE IN INTEREST INCOME TO PS.301.9 MILLION IN FIRST-QUARTER 2013 COMPARED WITH PS.283.9 MILLION IN FIRST-QUARTER 2012, EXPLAINED PRIMARILY BY A HIGHER AVERAGE AMOUNT OF CASH AND CASH EQUIVALENTS IN FIRST-QUARTER 2013; AND II) A PS.33.4 MILLION DECREASE IN OTHER FINANCE EXPENSE, NET,  TO PS.84.2 MILLION IN FIRST-QUARTER 2013 COMPARED WITH PS.117.6 MILLION IN FIRST-QUARTER 2012, RESULTING PRIMARILY FROM A LOWER LOSS IN DERIVATIVE FINANCIAL INSTRUMENTS.

SHARE OF LOSS OR INCOME OF JOINT VENTURES AND ASSOCIATES, NET

SHARE OF LOSS OF JOINT VENTURES AND ASSOCIATES, NET, INCREASED BY PS.270.6 MILLION TO PS.261.5 MILLION IN FIRST-QUARTER 2013 FROM A SHARE OF INCOME OF JOINT VENTURES AND ASSOCIATES, NET, OF PS.9.1 MILLION IN FIRST-QUARTER 2012. THIS INCREASE REFLECTED MAINLY OUR SHARE OF LOSS OF GSF TELECOM HOLDINGS, S.A.P.I. DE C.V. (“GSF”), THE PARENT COMPANY OF IUSACELL, IN THE AMOUNT OF PS.217.7 MILLION.

INCOME TAXES

INCOME TAXES DECREASED BY PS.6.1 MILLION TO PS.756.1 MILLION IN FIRST-QUARTER 2013 COMPARED WITH PS.762.2 MILLION IN FIRST-QUARTER 2012. THIS DECREASE REFLECTED PRIMARILY A LOWER INCOME TAX BASE.

NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS

NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS INCREASED BY PS.14.7 MILLION, OR 3.3%, TO PS.463.5 MILLION IN FIRST-QUARTER 2013, COMPARED WITH PS.448.8 MILLION IN FIRST-QUARTER 2012. THIS INCREASE REFLECTED PRIMARILY A HIGHER PORTION OF NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS IN OUR CABLE AND TELECOM SEGMENT, WHICH WAS PARTIALLY OFFSET BY A LOWER PORTION OF NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS IN OUR SKY SEGMENT.

OTHER RELEVANT INFORMATION

CAPITAL EXPENDITURES AND INVESTMENTS

DURING FIRST-QUARTER 2013, WE INVESTED APPROXIMATELY US$177.7 MILLION IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES, COMPARED WITH APPROXIMATELY US$156.1 MILLION DURING FIRST-QUARTER 2012. THESE CAPITAL EXPENDITURES INCLUDE APPROXIMATELY US$95.3 MILLION FOR OUR CABLE AND TELECOM SEGMENT, US$72.0 MILLION FOR OUR SKY SEGMENT, AND US$10.4 MILLION FOR OUR CONTENT SEGMENT AND OTHER BUSINESSES.

OUR INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT IN OUR CABLE AND TELECOM SEGMENT DURING FIRST-QUARTER  2013 INCLUDED APPROXIMATELY US$14.5 MILLION FOR CABLEVISIÓN, US$58.1  MILLION FOR CABLEMÁS, US$18.5 MILLION FOR TVI, AND US$4.2 MILLION FOR BESTEL.

IN FEBRUARY 2013, WE MADE A CAPITAL CONTRIBUTION IN CONNECTION WITH OUR 50% JOINT INTEREST IN GSF IN THE AMOUNT OF PS.260.0 MILLION.

DEBT AND FINANCE LEASE OBLIGATIONS

THE FOLLOWING INFORMATION SETS FORTH OUR TOTAL DEBT AND FINANCE LEASE OBLIGATIONS AS OF MARCH 31, 2013 AND DECEMBER 31, 2012. AMOUNTS ARE STATED IN MILLIONS OF MEXICAN PESOS:

THE TOTAL CONSOLIDATED DEBT AMOUNTED TO PS.51,965.9 MILLION AND PS.52,991.4 MILLION AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, RESPECTIVELY, WHICH INCLUDED A CURRENT PORTION  OF LONG-TERM DEBT IN THE AMOUNT OF PS.419.8 MILLION AND PS.375.0 MILLION, RESPECTIVELY.

ADDITIONALLY, WE HAD FINANCE LEASE OBLIGATIONS IN THE AMOUNT OF PS.4,758.2 MILLION AND PS.4,971.1 MILLION AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, RESPECTIVELY, WHICH INCLUDED A CURRENT PORTION OF PS.447.1 MILLION  AND PS.439.2 MILLION, RESPECTIVELY.

AS OF MARCH 31, 2013, OUR CONSOLIDATED NET DEBT POSITION (TOTAL DEBT LESS CASH AND CASH EQUIVALENTS, TEMPORARY INVESTMENTS, AND NON-CURRENT HELD-TO-MATURITY AND AVAILABLE-FOR-SALE INVESTMENTS) WAS PS.24,487.4 MILLION. THE AGGREGATE AMOUNT OF NON-CURRENT HELD-TO-MATURITY AND AVAILABLE-FOR-SALE INVESTMENTS AS OF MARCH 31, 2013, AMOUNTED TO PS.3,625.4 MILLION.

ORDINARY DIVIDEND

ON APRIL 2, 2013, AT A GENERAL STOCKHOLDERS’ MEETING, OUR STOCKHOLDERS APPROVED THE PAYMENT OF AN ORDINARY DIVIDEND FOR AN AGGREGATE AMOUNT OF UP TO PS.1,084.2 MILLION, EQUIVALENT TO PS.0.35 PER CPO, WHICH WILL BE PAID IN CASH IN MAY 2013.

SHARES OUTSTANDING

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, OUR SHARES OUTSTANDING AMOUNTED TO 333,462.8 MILLION AND 333,897.9 MILLION SHARES, RESPECTIVELY, AND OUR CPO EQUIVALENTS OUTSTANDING AMOUNTED TO 2,850.1 MILLION AND 2,853.8 MILLION CPO EQUIVALENTS, RESPECTIVELY. NOT ALL OF OUR SHARES ARE IN THE FORM OF CPOS. THE NUMBER OF CPO EQUIVALENTS IS CALCULATED BY DIVIDING THE NUMBER OF SHARES OUTSTANDING BY 117.

AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, THE GDS (GLOBAL DEPOSITARY SHARES) EQUIVALENTS OUTSTANDING AMOUNTED TO 570.0 MILLION AND 570.8 MILLION GDS EQUIVALENTS, RESPECTIVELY. THE NUMBER OF GDS EQUIVALENTS IS CALCULATED BY DIVIDING THE NUMBER OF CPO EQUIVALENTS BY FIVE.

TELECOM AND ANTITRUST BILL

IN MARCH 2013, THE PRESIDENT OF MEXICO, JOINTLY WITH REPRESENTATIVES OF THE MAIN POLITICAL PARTIES, SUBMITTED THE TELECOM AND ANTITRUST BILL (THE “BILL”). AS OF THE DATE OF THIS RELEASE, THE BILL IS UNDER REVIEW BY THE HOUSE OF REPRESENTATIVES. THIS WILL BE FOLLOWED BY A REVIEW BY THE STATE LEGISLATURES OF MEXICO. ONCE APPROVED BY THE MAJORITY OF THE LEGISLATURES AND PUBLISHED BY THE PRESIDENT, THE BILL WILL BECOME EFFECTIVE. CONGRESS WILL HAVE TO PASS IMPLEMENTING LEGISLATION TO DETAIL MOST ASPECTS OF THE BILL WITHIN 180 CALENDAR DAYS FOLLOWING ITS EFFECTIVENESS, ALTHOUGH SOME PROVISIONS OF THE BILL WILL BECOME EFFECTIVE UPON ITS PROMULGATION AND/OR WITHOUT THE NEED OF SUCH IMPLEMENTING LEGISLATION.

THE TELECOM AND ANTITRUST BILL PRESENTS TELEVISA WITH CERTAIN CHALLENGES AND OPPORTUNITIES. WE WILL HAVE A BETTER UNDERSTANDING OF THE IMPACT OF THE BILL ONCE IT BECOMES EFFECTIVE AND THE IMPLEMENTING LEGISLATION IS KNOWN. IN THE MEANTIME, TELEVISA WILL CONTINUE TO INVEST IN THE PRODUCTION OF BEST-IN-CLASS CONTENT, AS IT HAS FOR OVER 60 YEARS, AND WILL CONTINUE TO ACTIVELY SEEK OPPORTUNITIES TO CONSOLIDATE THE CABLE AND TELECOMMUNICATIONS INDUSTRIES IN MEXICO.

ABOUT TELEVISA

GRUPO TELEVISA, S.A.B., IS THE LARGEST MEDIA COMPANY IN THE SPANISH-SPEAKING WORLD BASED ON ITS MARKET CAPITALIZATION AND A MAJOR PARTICIPANT IN THE INTERNATIONAL ENTERTAINMENT BUSINESS. IT HAS INTERESTS IN TELEVISION PRODUCTION AND BROADCASTING, PRODUCTION OF PAY-TELEVISION NETWORKS, INTERNATIONAL DISTRIBUTION OF TELEVISION PROGRAMMING, DIRECT-TO-HOME SATELLITE SERVICES, CABLE TELEVISION AND TELECOMMUNICATION SERVICES, MAGAZINE PUBLISHING AND DISTRIBUTION, RADIO PRODUCTION AND BROADCASTING, PROFESSIONAL SPORTS AND LIVE ENTERTAINMENT, FEATURE-FILM PRODUCTION AND DISTRIBUTION, THE OPERATION OF A HORIZONTAL INTERNET PORTAL, AND GAMING.

DISCLAIMER

THIS ANNEX CONTAINS FORWARD-LOOKING STATEMENTS REGARDING THE COMPANY’S RESULTS AND PROSPECTS. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THESE STATEMENTS. THE FORWARD-LOOKING STATEMENTS IN THIS ANNEX SHOULD BE READ IN CONJUNCTION WITH THE FACTORS DESCRIBED IN “ITEM 3. KEY INFORMATION – FORWARD-LOOKING STATEMENTS” IN THE COMPANY’S ANNUAL REPORT ON FORM 20-F, WHICH, AMONG OTHERS, COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN FORWARD-LOOKING STATEMENTS MADE IN THIS ANNEX AND IN ORAL STATEMENTS MADE BY AUTHORIZED OFFICERS OF THE COMPANY. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THEIR DATES. THE COMPANY UNDERTAKES NO OBLIGATION TO PUBLICLY UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

THE FINANCIAL INSTITUTIONS THAT PERFORM FINANCIAL ANALYSIS ON THE SECURITIES OF GRUPO TELEVISA, S.A.B. ARE AS FOLLOWS:

 
INSTITUTION:
 
   BBVA BANCOMER
   CREDIT SUISSE
   GBM
   HSBC
   ITAÚ
   JPMORGAN
   MERRILL LYNCH
   MONEX
   MORGAN STANLEY
   NEW STREET RESEARCH
   SCOTIA CAPITAL
   UBS
 
 
 

 
 
FINANCIAL STATEMENT NOTES
CONSOLIDATED
  Final Printing
 
GRUPO TELEVISA, S.A.B. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
(IN THOUSANDS OF MEXICAN PESOS, EXCEPT PER CPO AND PER SHARE AMOUNTS)

       
 
1.   BASIS OF PREPARATION AND ACCOUNTING POLICIES:
  
THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF GRUPO TELEVISA, S.A.B. (THE "COMPANY") AND SUBSIDIARIES (COLLECTIVELY, THE "GROUP"), FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012,  ARE UNAUDITED,  AND HAVE BEEN PREPARED IN ACCORDANCE WITH THE GUIDELINES PROVIDED BY THE INTERNATIONAL ACCOUNTING STANDARD 34, INTERIM FINANCIAL REPORTING. IN THE OPINION OF MANAGEMENT, ALL ADJUSTMENTS NECESSARY FOR A FAIR PRESENTATION OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS HAVE BEEN INCLUDED THEREIN.

 THESE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION WITH THE GROUP'S AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND NOTES THERETO FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011, WHICH HAVE BEEN PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ISSUED BY THE INTERNATIONAL ACCOUNTING STANDARDS BOARD, AND INCLUDE, AMONG OTHER DISCLOSURES, THE GROUP'S MOST SIGNIFICANT ACCOUNTING POLICIES, WHICH WERE APPLIED ON A CONSISTENT BASIS THROUGH MARCH 31, 2013, EXCEPT FOR THE MATTER DISCUSSED IN THE FOLLOWING PARAGRAPH.
 
IN THE FIRST QUARTER OF 2013, THE GROUP RECOGNIZED THE PROVISIONS OF THE IAS 19, EMPLOYEE BENEFITS, AS AMENDED IN 2011, WHICH BECAME EFFECTIVE ON JANUARY 1, 2013. THE AMENDED IAS 19 ELIMINATES THE CORRIDOR APPROACH FOR THE RECOGNITION OF ACTUARIAL GAINS OR LOSSES, AND REQUIRES THE CALCULATION OF FINANCE COSTS ON A NET FUNDING BASIS. ALSO, THE AMENDED IAS 19 REQUIRES THE RECOGNITION OF PAST SERVICE COST AS AN EXPENSE AT THE EARLIER OF THE FOLLOWING DATES: (I) WHEN THE PLAN AMENDEMENT OR CURTAILMENT OCCURS; AND (II) WHEN THE ENTITY RECOGNIZES RELATED RESTRUCTURING COSTS OR TERMINATION BENEFITS. AS A RESULT OF THE ADOPTION OF THE AMENDED IAS 19, THE GROUP ADJUSTED A CONSOLIDATED UNAMORTIZED PAST SERVICE COST BALANCE IN THE AGGREGATE AMOUNT OF PS.102,902 IN CONSOLIDATED RETAINED EARNINGS AS OF JANUARY 1, 2013.
 
THESE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS WERE AUTHORIZED FOR ISSUANCE ON APRIL 17, 2013, BY THE GROUP’S CHIEF FINANCIAL OFFICER.
         
2.   PROPERTY, PLANT AND EQUIPMENT:

PROPERTY, PLANT AND EQUIPMENT AS OF MARCH 31, 2013 AND DECEMBER 31, 2012 CONSISTED OF:
 
   
2013
   
2012
 
BUILDINGS
  Ps. 8,349,245     Ps. 8,358,517  
BUILDING IMPROVEMENTS
    346,239       1,332,400  
TECHNICAL EQUIPMENT
    58,994,082       57,024,320  
SATELLITE TRANSPONDERS
    7,869,492       7,869,492  
FURNITURE AND FIXTURES
    737,877       724,747  
TRANSPORTATION EQUIPMENT
    2,236,420       2,222,488  
COMPUTER EQUIPMENT
    4,386,734       4,249,163  
LEASEHOLD IMPROVEMENTS
    1,445,342       1,438,472  
      84,365,431       83,219,599  
ACCUMULATED DEPRECIATION
    (44,358,512 )     (43,392,016 )
      40,006,919       39,827,583  
LAND
    4,635,860       4,639,530  
CONSTRUCTION AND PROJECTS IN PROGRESS
    3,592,096       3,896,078  
    Ps. 48,234,875     Ps. 48,363,191  

DEPRECIATION CHARGED TO INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012 WAS PS.2,121,970 AND PS.1,807,082, RESPECTIVELY.
 
DURING THE FIRST QUARTER OF 2013, THE GROUP INVESTED PS.2,247,328 IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES.
       
3.   DEBT AND FINANCE LEASE OBLIGATIONS:
 
DEBT AND FINANCE LEASE OBLIGATIONS OUTSTANDING AS OF MARCH 31, 2013 AND DECEMBER 31, 2012 WERE AS FOLLOWS:
 
   
2013
   
2012
 
U.S. DOLLAR DEBT:
           
     6% SENIOR NOTES DUE 2018 (A)
  Ps. 6,135,614     Ps. 6,388,636  
     6.625% SENIOR NOTES DUE 2025 (A)
    6,944,647       7,240,710  
     8.50% SENIOR NOTES DUE 2032 (A)
    3,668,622       3,821,000  
     6.625% SENIOR NOTES DUE 2040 (A)
    7,234,514       7,538,562  
          TOTAL U.S. DOLLAR DEBT
    23,983,397       24,988,908  
MEXICAN PESO BORROWINGS:
               
     7.38% NOTES DUE 2020 (B)
    9,946,514       9,944,750  
     8.49% SENIOR NOTES DUE 2037 (A)
    4,482,478       4,482,297  
     BANK LOANS
    8,586,856       8,586,064  
     BANK LOANS (SKY)
    3,500,000       3,500,000  
     BANK LOANS (TVI)
    1,466,570       1,489,400  
          TOTAL MEXICAN PESO DEBT
    27,982,418       28,002,511  
          TOTAL DEBT (C)
    51,965,815       52,991,419  
          LESS: SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT
    419,760       375,000  
          LONG-TERM DEBT, NET OF CURRENT PORTION
  Ps. 51,546,055     Ps. 52,616,419  
FINANCE LEASE OBLIGATIONS:
               
     SATELLITE TRANSPONDER LEASE OBLIGATION
  Ps. 3,967,376     Ps. 4,132,365  
     OTHER
    790,783       838,785  
          TOTAL FINANCE LEASE OBLIGATIONS
    4,758,159       4,971,150  
          LESS: CURRENT PORTION
    447,071       439,257  
          FINANCE LEASE OBLIGATIONS, NET OF CURRENT PORTION
  Ps. 4,311,088     Ps. 4,531,893  
 
(A)
THESE SENIOR NOTES ARE UNSECURED OBLIGATIONS OF THE COMPANY, RANK EQUALLY IN RIGHT OF PAYMENT WITH ALL EXISTING AND FUTURE UNSECURED AND UNSUBORDINATED INDEBTEDNESS OF THE COMPANY, AND ARE JUNIOR IN RIGHT OF PAYMENT TO ALL OF THE EXISTING AND FUTURE LIABILITIES OF THE COMPANY’S SUBSIDIARIES. INTEREST ON THE SENIOR NOTES DUE 2018, 2025, 2032, 2037 AND 2040, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 6.31%, 6.97%, 8.94%, 8.93% AND 6.97% PER ANNUM, RESPECTIVELY, AND IS PAYABLE SEMI-ANNUALLY. THESE SENIOR NOTES MAY NOT BE REDEEMED PRIOR TO MATURITY, EXCEPT (I) IN THE EVENT OF CERTAIN CHANGES IN LAW AFFECTING THE MEXICAN WITHHOLDING TAX TREATMENT OF CERTAIN PAYMENTS ON THE SECURITIES, IN WHICH CASE THE SECURITIES WILL BE REDEEMABLE, AS A WHOLE BUT NOT IN PART, AT THE OPTION OF THE COMPANY; AND (II) IN THE EVENT OF A CHANGE OF CONTROL, IN WHICH CASE THE COMPANY MAY BE REQUIRED TO REDEEM THE SECURITIES AT 101% OF THEIR PRINCIPAL AMOUNT. ALSO, THE COMPANY MAY, AT ITS OWN OPTION, REDEEM THE SENIOR NOTES DUE 2018, 2025, 2037 AND 2040, IN WHOLE OR IN PART, AT ANY TIME AT A REDEMPTION PRICE EQUAL TO THE GREATER OF THE PRINCIPAL AMOUNT OF THESE SENIOR NOTES OR THE PRESENT VALUE OF FUTURE CASH FLOWS, AT THE REDEMPTION DATE, OF PRINCIPAL AND INTEREST AMOUNTS OF THE SENIOR NOTES DISCOUNTED AT A FIXED RATE OF COMPARABLE U.S. OR MEXICAN SOVEREIGN BONDS. THE AGREEMENT OF THESE SENIOR NOTES CONTAINS COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES ENGAGED IN CONTENT TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS. THE SENIOR NOTES DUE 2018, 2025, 2032, 2037 AND 2040 ARE REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.
   
(B)
INTEREST ON THESE NOTES (“CERTIFICADOS BURSÁTILES”) IS PAYABLE SEMI-ANNUALLY. THE COMPANY MAY, AT ITS OWN OPTION, REDEEM THESE NOTES, IN WHOLE OR IN PART, AT ANY SEMI-ANNUAL INTEREST PAYMENT DATE AT A REDEMPTION PRICE EQUAL TO THE GREATER OF THE PRINCIPAL AMOUNT OF THE OUTSTANDING NOTES AND THE PRESENT VALUE OF FUTURE CASH FLOWS, AT THE REDEMPTION DATE, OF PRINCIPAL AND INTEREST AMOUNTS OF THE NOTES DISCOUNTED AT A FIXED RATE OF COMPARABLE MEXICAN SOVEREIGN BONDS. THE AGREEMENT OF THESE NOTES CONTAINS COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES DESIGNATED BY THE COMPANY’S BOARD OF DIRECTORS, AND ENGAGED IN CONTENT, TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.
   
(C)
TOTAL DEBT IS PRESENTED NET OF UNAMORTIZED FINANCE COSTS AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, IN THE AGGREGATE AMOUNT OF PS.781,955 AND PS.797,981, RESPECTIVELY.
 
4.   CONTINGENCIES:

 IN 2011, THE ADMINISTRATIVE TAX SYSTEM, OR SAT, OF THE MEXICAN MINISTRY OF FINANCE, DETERMINED A TAX ASSESSMENT AGAINST TELEVISA, S.A. DE C.V. (“TELEVISA”) IN THE AMOUNT OF PS.3,334,960 FOR ALLEGED WRONGFUL DEDUCTIONS OF LOSSES IN THE PAYMENT OF ITS INCOME TAX FOR THE YEAR 2005. THE DEDUCTION OF SUCH LOSSES RESULTED FROM THE EARLY LIQUIDATION OF CERTAIN DERIVATIVE FINANCIAL INSTRUMENTS ACQUIRED BY TELEVISA AS A RESULT OF THE PURCHASE OF COMTELVI, S. DE R.L. DE C.V. COMPLETED IN NOVEMBER 2005. TELEVISA FILED A CLAIM BEFORE THE FEDERAL TAX COURT SEEKING THE ANNULMENT OF THE TAX ASSESSMENT DETERMINED BY THE SAT. WITH THE APPROVAL OF THE SAT, ON APRIL 15, 2013 TELEVISA SUBMITTED A WITHDRAWAL OF SUCH CLAIM BEFORE THE FEDERAL TAX COURT, AND ON APRIL 16, 2013 IT PAID THE AMOUNT OF PESOS PS.343,254 TO THE SAT.  THE GROUP EXPECTS THAT SAT WILL DISMISS THE TAX ASSESSMENT AND WILL CLOSE THE TAX CREDIT PROCEEDING AGAINST TELEVISA.

THERE ARE VARIOUS OTHER LEGAL ACTIONS AND CLAIMS PENDING AGAINST THE GROUP WHICH ARE FILED IN THE ORDINARY COURSE OF BUSINESSES. IN THE OPINION OF THE COMPANY’S MANAGEMENT, NONE OF THESE ACTIONS AND CLAIMS IS EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT ON THE GROUP’S FINANCIAL STATEMENTS AS A WHOLE; HOWEVER, THE COMPANY´S MANAGEMENT IS UNABLE TO PREDICT THE OUTCOME OF ANY OF THESE LEGAL ACTIONS AND CLAIMS.
 
5.   EQUITY:

THE EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY IS PRESENTED AS FOLLOWS:

   
MARCH 31, 2013
   
DECEMBER 31, 2012
 
NOMINAL
  Ps. 2,494,410     Ps. 2,494,410  
CUMULATIVE INFLATION ADJUSTMENT (A)
    2,483,716       2,483,716  
TOTAL CAPITAL STOCK
  Ps. 4,978,126     Ps. 4,978,126  
ADDITIONAL PAID-IN CAPITAL
    15,889,819       15,889,819  
RETAINED EARNINGS
    51,020,325       42,312,762  
ACCUMULATED OTHER COMPREHENSIVE INCOME, NET
    1,707,033       1,805,884  
SHARES REPURCHASED
    (13,029,771 )     (13,103,223 )
NET INCOME FOR THE PERIOD
    1,069,667       8,760,637  
EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY
  Ps. 61,635,199     Ps. 60,644,005  

(A) ADJUSTMENT TO RECOGNIZE THE EFFECTS OF INFLATION IN CAPITAL STOCK THROUGH DECEMBER 31, 1997, DETERMINED BY APPLYING THE CHANGE IN THE MEXICAN NATIONAL CONSUMER PRICE INDEX BETWEEN THE DATES CAPITAL STOCK WAS CONTRIBUTED AT DECEMBER 31, 1997, THE DATE THROUGH WHICH THE MEXICAN ECONOMY WAS CONSIDERED HYPERINFLATIONARY UNDER THE GUIDELINES OF THE IFRS.

ON APRIL 27, 2012, THE COMPANY’S STOCKHOLDERS APPROVED (I) THE PAYMENT OF A DIVIDEND FOR AN AGGREGATE AMOUNT OF UP TO PS.1,097,800, WHICH CONSISTED OF PS.0.35 PER CPO AND PS.0.002991452991 PER SHARE, NOT IN THE FORM OF A CPO, WHICH WAS PAID IN CASH IN MAY 2012 IN THE AGGREGATE AMOUNT OF PS.1,002,692; AND (II) THE CANCELLATION OF 4,563.5 MILLION SHARES OF CAPITAL STOCK IN THE FORM OF 39 MILLION CPOS, WHICH WERE REPURCHASED BY THE COMPANY IN 2009, 2010 AND 2011.
 
ON APRIL 2, 2013, THE COMPANY’S STOCKHOLDERS APPROVED THE PAYMENT OF A DIVIDEND FOR AN AGGREGATE AMOUNT OF UP TO PS.1,084,192, WHICH CONSISTED OF PS.0.35 PER CPO AND PS.0.002991452991 PER SHARE, NOT IN THE FORM OF A CPO, AND WILL BE PAID IN CASH IN MAY 2013.

AS OF MARCH 31, 2013, THE NUMBER OF SHARES ISSUED, REPURCHASED AND OUTSTANDING IS PRESENTED AS FOLLOWS:
 
 
 
 ISSUED
 
 
REPURCHASED
 
 
OUTSTANDING
SERIES “A” SHARES
123,273,961,425
 
9,809,617,733
 
113,464,343,692
SERIES “B” SHARES
58,982,873,976
 
6,374,526,823
 
52,608,347,153
SERIES “D” SHARES
90,086,525,865
 
6,391,486,344
 
83,695,039,521
SERIES “L” SHARES
90,086,525,865
 
6,391,486,344
 
83,695,039,521
 
362,429,887,131
 
28,967,117,244
 
333,462,769,887
 
 AS OF MARCH 31, 2013, THE COMPANY’S SHARES REPURCHASED BY THE COMPANY AND THE COMPANY’S SHARES HELD BY A SPECIAL TRUST IN CONNECTION WITH THE COMPANY’S STOCK PURCHASE PLAN AND THE LONG-TERM RETENTION PLAN ARE PRESENTED AS A CHARGE TO THE EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY, AS FOLLOWS:
 
   
SERIES “A”, “B”, “D”, AND “L” SHARES
       
   
IN THE FORM OF CPOS
   
NOT IN THE FORM OF CPOS
   
TOTAL
   
NET COST
 
REPURCHASE PROGRAM (1)
    -       -       -     PS. -  
HELD BY A COMPANY TRUST  (2)
    21,365,825,598       7,601,291,646       28,967,117,244       12,119,630  
ADVANCES FOR ACQUISITION OF SHARES (3)
    -       -       -       910,141  
      21,365,825,598       7,601,291,646       28,967,117,244     PS. 13,029,771  
 
(1)
DURING THE FIRST QUARTER, 2013 THE COMPANY DID NOT REPURCHASE ANY SHARES IN THE FORM OF CPOS. IN ACCORDANCE WITH THE MEXICAN SECURITIES LAW, ANY AMOUNT OF SHARES REPURCHASED AND HELD BY THE COMPANY IS RECOGNIZED AS A CHARGE TO EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY, AND ANY CANCELLATION OF SHARES REPURCHASED IS RECOGNIZED AS A REDUCTION OF THE COMPANY’S CAPITAL STOCK ISSUED FOR AN AMOUNT PROPORTIONATE TO THE SHARES CANCELLED.
   
(2)
IN JUANARY 2013, THE COMPANY RELEASED 320,443,695 SHARES IN THE FORM OF 2,738,835 CPOS, IN THE AMOUNT OF PS.34,920, IN CONNECTION WITH THE STOCK PURCHASE PLAN. ADDITIONALLY, DURING THE FIRST QUARTER, 2013, THE LONG-TERM RETENTION PLAN ACQUIRED 755,614,314 SHARES OF THE COMPANY, IN THE FORM OF 6,458,242 CPOS, IN THE AMOUNT OF PS.421,860.
   
(3)
IN CONNECTION WITH THE COMPANY’S STOCK PURCHASE PLAN AND THE LONG-TERM RETENTION PLAN.
 
THE GROUP ACCRUED IN EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY A SHARE-BASED COMPENSATION EXPENSE OF PS.122,192 FOR THE FIRST QUARTER OF 2013, WHICH AMOUNT WAS REFLECTED IN CONSOLIDATED OPERATING INCOME AS ADMINISTRATIVE EXPENSE.
   
6.   FINANCE (EXPENSE) INCOME:

FINANCE (EXPENSE) INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012 INCLUDED:

   
2013
   
2012
 
INTEREST EXPENSE
  PS. (1,104,522 )   PS. (1,084,553 )
OTHER FINANCE EXPENSE, NET (1)
    (84,181 )     (117,558 )
FINANCE EXPENSE
    (1,188,703 )     (1,202,111 )
INTEREST INCOME (2)
    301,860       283,910  
FOREINGN EXCHANGE GAIN, NET
    47,352       341,983  
FINANCE INCOME
    349,212       625,893  
FINANCE EXPENSE, NET
  PS. (839,491 )   PS. (576,218 )
                 
 
(1)  OTHER FINANCE EXPENSE, NET, CONSISTED PRIMARILY OF LOSS FROM DERIVATIVE FINANCIAL INSTRUMENTS. IN THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012, THIS LINE ITEM INCLUDED CHANGES IN FAIR VALUE FROM AN EMBEDDED DERIVATIVE IN A HOST CONTRACT RELATED TO THE GROUP’S INVESTMENT IN CONVERTIBLE DEBENTURES ISSUED BY BMP IN THE AMOUNT OF PS.15,841 AND PS.78,991, RESPECTIVELY.
 
(2)   IN THE THREE MONTHS ENDED MARCH 2013 AND 2012, THIS LINE ITEM INCLUDED INTEREST INCOME FROM THE GROUP’S INVESTMENTS IN CONVERTIBLE DEBENTURES ISSUED BY BMP AND GSF IN THE AGGREGATE AMOUNT OF PS.52,131 AND PS.155,496, RESPECTIVELY. THE DEBENTURES ISSUED BY GSF WERE CONVERTED BY THE GROUP INTO SHARES OF CAPITAL STOCK OF GSF IN JUNE 2012.
 
7.   DEFERRED TAXES:
 
THE DEFERRED INCOME TAX LIABILITY AS OF MARCH 31, 2013 AND DECEMBER 31, 2012 WAS DERIVED FROM:

   
2013
   
2012
 
ASSETS:
           
ACCRUED LIABILITIES
  Ps. 528,921     Ps. 538,771  
ALLOWANCE FOR DOUBTFUL ACCOUNTS
    721,719       711,084  
CUSTOMER ADVANCES
    1,090,690       1,156,540  
OTHER ITEMS
    872,550       874,274  
LIABILITIES:
               
INVENTORIES
    (98,956 )     (114,416 )
PROPERTY, PLANT AND EQUIPMENT, NET
    (740,106 )     (749,531 )
PREPAID EXPENSES AND TAX INTANGIBLE ASSET
    (690,981 )     (2,175,850 )
DEFERRED INCOME TAX OF MEXICAN COMPANIES
    1,683,837       240,872  
DEFERRED INCOME TAX OF FOREIGN SUBSIDIARIES
    169,047       169,047  
ASSETS TAX
    922,151       903,484  
FLAT RATE BUSINESS TAX
    (239,515 )     (239,515 )
DEFERRED INCOME TAX ASSET, NET
  Ps. 2,535,520     Ps. 1,073,888  
 
THE EFECTS OF INCOME TAX PAYABLE AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, IN CONNECTION WITH THE 2010 MEXICAN TAX REFORM, ARE AS FOLLOWS:

   
2013
   
2012
 
TAX LOSSES OF SUBSIDIARIES, NET
  Ps. 389,245     Ps. 431,872  
      389,245       431,872  
LESS: CURRENT PORTION
    53,158       59,801  
NON-CURRENT PORTION
  Ps. 336,087     Ps. 372,071  
 
IN THE PERIOD FROM JANUARY 1 TO APRIL 17, 2013, THE GROUP MADE PAYMENTS TO THE MEXICAN TAX AUTHORITIES FOR INCOME TAXES PRIMARILY IN CONNECTION WITH (I) CURRENT INCOME TAXES COMPUTED ON A TAX CONSOLIDATED BASIS FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND THE YEAR ENDED DECEMBER 31, 2012; (II) IETU (FLAT TAX) FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND THE YEAR ENDED DECEMBER 31, 2012; AND (III) AMOUNTS RESULTING FROM SETTLEMENTS MADE BY THE GROUP AND THE TAX AUTHORITIES FOR INCOME TAXES RELATED TO PRIOR YEARS, INCLUDING THE TAX PAYMENT MADE IN CONNECTION WITH THE MATTER DISCUSSED IN NOTE 4.

8.   INFORMATION BY SEGMENTS AND SEASONALITY:
 
INFORMATION BY SEGMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012 IS PRESENTED AS FOLLOWS:

   
TOTAL REVENUES
   
INTERSEGMENT REVENUES
   
CONSOLIDATED REVENUES
   
SEGMENT PROFIT (LOSS)
       
2013:
                             
CONTENT
  Ps. 6,348,054     Ps. 249,759     Ps. 6,098,295     Ps. 2,378,613        
PUBLISHING
    666,492       15,246       651,246       1,492        
SKY
    3,826,842       3,712       3,823,130       1,768,469        
CABLE AND TELECOM
    3,976,540       16,106       3,960,434       1,417,891        
OTHER BUSINESSES
    995,113       8,709       986,404       109,430        
SEGMENT TOTALS
    15,813,041       293,532       15,519,509       5,675,895        
RECONCILIATION TO CONSOLIDATED
AMOUNTS:
                                     
ELIMINATIONS AND CORPORATE EXPENSES
    (293,532 )     (293,532 )     -       (260,991 )      
DEPRECIATION AND AMORTIZATION EXPENSE
    -       -       -       (2,358,865 )      
CONSOLIDATED TOTAL BEFORE OTHER INCOME
    15,519,509       -       15,519,509       3,056,039       (1 )
OTHER INCOME, NET
    -       -       -       334,220          
CONSOLIDATED TOTAL
  Ps. 15,519,509     Ps. -     Ps. 15,519,509     Ps. 3,390,259       (2 )
                                         
2012:
                                       
CONTENT
  Ps. . 6,470,122     Ps. 231,789     Ps. 6,238,333     Ps. 2,597,641          
PUBLISHING
    695,623       16,236       679,387       33,407          
SKY
    3,386,694       20,325       3,366,369       1,571,769          
CABLE AND TELECOM
    3,771,105       11,650       3,759,455       1,330,451          
OTHER BUSINESSES
    1,116,987       3,884       1,113,103       105,810          
SEGMENT TOTALS
    15,440,531       283,884       15,156,647       5,639,078          
RECONCILIATION TO CONSOLIDATED
AMOUNTS:
                                       
ELIMINATIONS AND CORPORATE EXPENSES
    (283,884 )     (283,884 )     -       (287,102 )        
DEPRECIATION AND AMORTIZATION EXPENSE
    -       -       -       (2,030,246 )        
CONSOLIDATED TOTAL BEFORE OTHER EXPENSE
    15,156,647       -       15,156,647       3,321,730       (1 )
OTHER EXPENSE, NET
    -       -       -       (37,736 )        
CONSOLIDATED TOTAL
  Ps. 15,156,647     Ps. -     Ps. 15,156,647     Ps. 3,283,994       (2 )

(1)  
CONSOLIDATED TOTALS REPRESENTS INCOME BEFORE OTHER INCOME (EXPENSE).
(2)  
CONSOLIDATED TOTALS REPRESENTS CONSOLIDATED OPERATING INCOME.

THE GROUP’S RESULTS OF OPERATIONS ARE SEASONAL. THE GROUP TYPICALLY RECOGNIZES A LARGE PERCENTAGE OF ITS CONSOLIDATED NET SALES (PRINCIPALLY ADVERTISING) IN THE FOURTH QUARTER IN CONNECTION WITH THE HOLIDAY SHOPPING SEASON. IN 2012 AND 2011, THE GROUP RECOGNIZED 28.6% AND 29.2%, RESPECTIVELY, OF ITS ANNUAL CONSOLIDATED NET SALES IN THE FOURTH QUARTER OF THE YEAR. THE GROUP’S COSTS, IN CONTRAST TO ITS REVENUES, ARE MORE EVENLY INCURRED THROUGHOUT THE YEAR AND GENERALLY DO NOT CORRELATE TO THE AMOUNT OF ADVERTISING SALES.

THE QUARTERLY NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY FOR THE FOUR QUARTERS ENDED MARCH 31, 2013 ARE AS FOLLOWS:

 
QUARTER
 
ACCUMULATED
   
QUARTER
   
2ND / 12
  Ps. 2,902,199     Ps. 1,396,277    
3RD / 12
    5,762,560       2,860,361    
4TH / 12
    8,760,637       2,998,077    
1ST / 13
    1,069,667       1,069,667    
 
9.   INVESTMENT IN JOINT VENTURE:
 
IN FEBRUARY 2013, THE GROUP MADE A CAPITAL CONTRIBUTION IN CONNECTION WITH ITS 50% JOINT INTEREST IN GSF IN THE AMOUNT OF PS.260,000.
 
10.   OTHER TRANSACTIONS:
 
IN MARCH 2010, SKY REACHED AN AGREEMENT WITH A SUBSIDIARY OF INTELSAT TO LEASE 24 TRANSPONDERS ON INTELSAT IS-21 SATELLITE, MAINLY FOR SIGNAL RECEPTION AND RETRANSMISSION SERVICES OVER THE SATELLITE’S ESTIMATED 15-YEAR SERVICE LIFE. IS-21 REPLACED INTELSAT IS-9 AS SKY’S PRIMARY TRANSMISSION SATELLITE AND STARTED SERVICE IN THE FOURTH QUARTER OF 2012. THIS LEASE AGREEMENT CONTEMPLATES A MONTHLY PAYMENT OF U.S.$3.0 MILLION TO BE PAID BY SKY BEGINNING IN THE FOURTH QUARTER OF 2012. IN OCTOBER 2012, THE GROUP RECOGNIZED THIS AGREEMENT AS A FINANCE LEASE OBLIGATION IN THE NET AMOUNT OF U.S.$326.3 MILLION (PS.4,192,955).

IN FEBRUARY 2012, THE GROUP EXCHANGED ITS 40.8% INTEREST IN LA SEXTA, A FREE-TO-AIR TELEVISION CHANNEL IN SPAIN, FOR A 14.5% EQUITY PARTICIPATION IN IMAGINA, A SIGNIFICANT PROVIDER OF CONTENT AND AUDIOVISUAL SERVICES FOR THE MEDIA AND ENTERTAINMENT INDUSTRY IN SPAIN. AS A RESULT OF THIS TRANSACTION, THE GROUP RECOGNIZED A PRE-TAX GAIN OF PS.24,854 IN THE CONSOLIDATED STATEMENT OF  INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2012, AND CLASSIFIED ITS INVESTMENT IN IMAGINA AS AN EQUITY FINANCIAL INSTRUMENT, WITH CHANGES IN RELATED FAIR VALUE RECOGNIZED AS OTHER COMPREHENSIVE INCOME OR LOSS.

IN MARCH 2013, THE GROUP RECEIVED U.S.$30 MILLION FROM UNIVISION RELATED TO THE RELEASE OF CERTAIN CARRIAGE RIGHTS WITH DIRECTV HELD BY THE GROUP IN THE UNITED STATES. THE GROUP RECOGNIZED THIS PAYMENT MADE BY UNIVISION AS A NON-RECURRENT OTHER INCOME IN THE CONSOLIDATED STATEMENT OF INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2013.
 
IN THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012, ROYALTY REVENUE FROM UNIVISION AMOUNTED TO PS.721,544 AND PS.685,759, RESPECTIVELY.

- - - - - - - - - - - -
 
 
 

 
 
INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
CONSOLIDATED
  Final Printing
COMPANY NAME
MAIN ACTIVITIES
NUMBER OF SHARES
%OWNERSHIP
TOTAL AMOUNT
(Thousands of Mexican Pesos)
ACQUISITION COST
BOOK VALUE
1
ARGOS COMUNICACION, S.A. DE C.V.
OPERATION AND/OR BROADCASTING OF T.V.
34,151,934
33.00
141,932
43,738
2
BROADCASTING MEDIA PARTNERS, INC.
PROMOTION AND/OR DEVELOPMENT OF ENTERTAINMENT COMPANIES
842,850
8.00
2,584,818
2,427,795
3
GSF TELECOM HOLDINGS, S.A.P.I. DE C.V.
PROMOTION AND/OR DEVELOPMENT OF  TELECOM COMPANIES
150,000,000
50.00
18,998,057
18,114,460
4
DIBUJOS ANIMADOS MEXICANOS DIAMEX, S.A. DE C.V.
PRODUCTION AND DISTRIBUTION OF ANIMATED CARTOONS
1,735,560
49.00
4,384
858
5
EDITORIAL CLIO, LIBROS Y VIDEOS, S.A. DE C.V.
PUBLISHING AND PRINTING OF BOOKS AND MAGAZINES
3,227,050
30.00
32,270
5,780
6
ENDEMOL MEXICO, S.A. DE C.V.
PRODUCTION AND COMMERCIALIZATION OF TELEVISION PROGRAMMING
25,000
50.00
25
821
7
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD, S.A.P.I. DE C.V.
TELECOM
54,666,667
33.33
54,667
657,286
8
OCESA ENTRETENIMIENTO, S.A. DE C.V.
LIVE ENTERTAINMENT IN MEXICO
14,100,000
40.00
1,062,811
834,818
9
OLLIN VFX, S.A. DE C.V.
TELEVISION AND CINEMA PRODUCTION
34
25.30
13,333
13,333
10
T&V S.A.S.
PRODUCTION AND COMMERCIALIZATION OF TELEVISION PROGRAMMING
1,849
50.00
312
312
TOTAL INVESTMENT IN ASSOCIATES
22,892,609
22,099,201
 
 
 

 
 
CREDITS BREAKDOWN
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
         
AMORTIZATION OF CREDITS DENOMINATED IN PESOS
AMORTIZATION OF CREDITS IN FOREIGN CURRENCY
 
FOREIGN
DATE OF
AMORTIZATION
INTEREST
TIME INTERVAL
TIME INTERVAL
CREDIT TYPE / INSTITUTION
INSTITUTION
CONTRACT
DATE
RATE
CURRENT
UNTIL 1
UNTIL 2
UNTIL 3
UNTIL 4
UNTIL 5
CURRENT
UNTIL 1
UNTIL 2
UNTIL 3
UNTIL 4
UNTIL 5
 
(YES/NO)
     
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
BANKS
                               
FOREIGN TRADE
                               
SECURED
                               
COMMERCIAL BANKS
                               
BANCO NACIONAL DE MÉXICO, S.A.
NO
4/20/2006
4/20/2016
8.74
       
2,100,000
             
BANCO SANTANDER, S.A.
NO
4/21/2006
4/21/2016
TIIE+24
       
1,400,000
             
BANCO MERCANTIL DEL NORTE, S.A.
NO
2/24/2011
2/21/2016
TIIE+1.90
200,070
66,690
266,760
744,250
               
BANCO SANTANDER, S.A.
NO
3/30/2011
3/30/2016
8.12
       
1,997,600
             
BBVA BANCOMER, S.A.
NO
3/30/2011
3/30/2016
8.095
       
2,497,000
             
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2021
9.40
         
399,200
           
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2021
9.06
         
798,400
           
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2018
8.77
         
399,286
           
HSBC MÉXICO, S.A.
NO
3/28/2011
3/30/2018
TIIE+117.5
       
625,000
1,870,370
           
AF BANREGIO, S.A. DE C.V.
NO
10/4/2012
10/2/2017
TIIE+2.50
2,100
900
4,800
7,800
9,750
13,450
           
OTHER
                               
TOTAL BANKS
       
202,170
67,590
271,560
752,050
8,629,350
3,480,706
0
0
0
0
0
0
STOCK MARKET
                               
LISTED STOCK EXCHANGE
                               
UNSECURED
                               
SENIOR NOTES
YES
5/9/2007
5/11/2037
8.93
         
4,482,478
           
SENIOR NOTES
NO
10/14/2010
10/1/2020
7.38
         
9,946,514
           
SENIOR NOTES
YES
5/6/2008
5/15/2018
6.31
                     
6,135,614
SENIOR NOTES
YES
3/18/2005
3/18/2025
6.97
                     
6,944,647
SENIOR NOTES
YES
3/11/2002
3/11/2032
8.94
                     
3,668,622
SENIOR NOTES
YES
11/23/2009
1/15/2040
6.97
                     
7,234,514
SECURED
       
0
0
0
0
0
14,428,992
0
0
0
0
0
23,983,397
PRIVATE PLACEMENTS
                               
UNSECURED
                               
SECURED
                               
TOTAL STOCK MARKET
                               
OTHER CURRENT AND NON-CURRENT LIABILITIES WITH COST
                               
GE CAPITAL CEF MÉXICO, S DE R.L. DE C.V.
NO
11/24/2009
4/1/2013
 
1,228
                     
CSI LEASING MÉXICO, S. DE R.L. DE C.V.
NO
6/1/2009
8/1/2013
 
6,239
                     
CSI LEASING MÉXICO, S. DE R.L. DE C.V.
NO
12/1/2011
12/1/2014
 
85,921
16,411
18,164
1,758
               
ACACIA FUND, S.A. DE C.V.
NO
7/6/2010
2/21/2014
   
150,000
                   
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD
NO
8/1/2012
8/1/2030
 
163,972
0
78,371
72,865
68,378
242,125
           
INTELSAT GLOBAL  SALES & MARKETING, LTD.
YES
10/1/2012
9/1/2027
             
118,845
41,079
171,997
184,981
198,946
3,251,528
IP MATRIX, S.A. DE C.V.
YES
11/1/2009
11/1/2015
             
9,970
3,406
14,061
7,914
   
TOTAL CURRENT AND NON-CURRENT LIABILITIES WITH COST
       
257,360
166,411
96,535
74,623
68,378
242,125
128,815
44,485
186,058
192,895
198,946
3,251,528
                                 
SUPPLIERS
                               
VARIOUS
NO
4/1/2013
3/31/2014
   
5,066,540
                   
VARIOUS
YES
4/1/2013
3/31/2014
               
3,887,498
       
TOTAL SUPPLIERS
       
0
5,066,540
0
0
0
0
0
3,887,498
0
0
0
0
                                 
OTHER CURRENT AND NON-CURRENT LIABILITIES
                               
VARIOUS
NO
       
22,337,342
38,138
23,827
2,875
237,865
           
TRANSMISSION RIGHTS
NO
         
230,075
77,700
53,982
151,488
           
CUSTOMER DEPOSITS AND ADVANCES
NO
         
769,301
                 
2010 MEXICAN TAX REFORM
NO
         
61,603
29,409
23,240
221,835
           
DERIVATIVE FINANCIAL INSTRUMENTS
NO
           
11,479
145,816
253,240
           
VARIOUS
YES
                   
1,152,427
     
90,797
TRANSMISSION RIGHTS
YES
                     
808,002
327,869
237,632
221,423
OTHER CURRENT AND NON-CURRENT LIABILITIES
       
0
22,337,342
1,099,117
142,415
225,913
864,428
0
1,152,427
808,002
327,869
237,632
312,220
                                 
TOTAL
       
459,530
27,637,883
1,467,212
969,088
8,923,641
19,016,251
128,815
5,084,410
994,060
520,764
436,578
27,547,145
 
NOTES:

THE EXCHANGE RATES FOR THE CREDITS DENOMINATED  IN FOREIGN CURRENCY WERE AS FOLLOWS:

 
$
12.3406
 
PESOS PER U.S. DOLLAR
 
LIABILITIES OF TAXES ARE NOT INCLUDED PAYABLE IN FOREIGN CURRENCY AND MEXICAN PESOS (REF. 21050000 TAXES PAYABLE) OF PS.70,477 AND PS.1,053,157, RESPECTIVELY, FOR EFFECTS OF VALIDATION OF THE SYSTEM.

BANK LOANS AND SENIOR NOTES ARE PRESENTED NET OF UNAMORTIZED FINANCE COSTS IN THE AGGREGATE AMOUNT OF PS.781,955.
 
 
 

 
 
MONETARY FOREIGN CURRENCY POSITION
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
 
DOLLARS
OTHER CURRENCIES
TOTAL
TRADE BALANCE
THOUSANDS
THOUSANDS
THOUSANDS
THOUSANDS
THOUSANDS
(THOUSANDS OF PESOS)
OF DOLLARS
OF PESOS
OF DOLLARS
OF PESOS
OF PESOS
           
MONETARY ASSETS
2,322,822
28,665,017
138,517
1,709,383
30,374,400
           
   CURRENT
1,017,822
12,560,534
138,517
1,709,383
14,269,917
           
   NON-CURRENT
1,305,000
16,104,483
0
0
16,104,483
           
LIABILITIES POSITION
2,795,567
33,801,172
79,500
981,077
34,782,249
           
   CURRENT
367,855
4,539,552
60,301
744,150
5,283,702
           
   NON-CURRENT
2,427,712
29,261,620
19,199
236,927
29,498,547
           
NET BALANCE
(472,745)
(5,136,155)
59,017
728,306
(4,407,849)
 
NOTES:
 
THE EXCHANGE RATES USED FOR TRANSLATION WERE AS FOLLOWS :
 
 
PS.
12.3406
 
PESOS PER U.S. DOLLAR
   
15.7564
 
PESOS PER EURO
   
12.1405
 
PESOS PER CANADIAN DOLLAR
   
2.4149
 
PESOS PER ARGENTINEAN PESO
   
0.6494
 
PESOS PER URUGUAYAN PESO
   
0.0260
 
PESOS PER CHILEAN PESO
   
0.0067
 
PESOS PER COLOMBIAN PESO
   
4.7482
 
PESOS PER PERUVIAN NUEVO SOL
   
12.9227
 
PESOS PER SWISS FRANC
   
1.9588
 
PESOS PER STRONG BOLIVAR
   
6.1472
 
PESOS PER BRAZILIAN REAL
   
18.6724
 
PESOS PER STERLING LIBRA
   
1.9860
 
PESOS PER CHINESE YUAN
 
 
 

 
 
DEBT INSTRUMENTS
CONSOLIDATED
  Final Printing

 
FINANCIAL RESTRICTIONS OF LONG-TERM DEBT SECURITIES

THE AGREEMENTS OF THE U.S.$500 MILLION, U.S.$600 MILLION, U.S.$300 MILLION, PS.4,500 MILLION, AND U.S.$600 MILLION SENIOR NOTES ISSUED BY GRUPO TELEVISA, S.A.B. WITH MATURITY IN 2018, 2025, 2032, 2037 AND 2040, RESPECTIVELY, CONTAIN COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.
 
THE AGREEMENT OF NOTES ("CERTIFICADOS BURSÁTILES") DUE 2020 IN THE AGGREGATE PRINCIPAL AMOUNT OF PS.10,000 MILLION, CONTAINS COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.


COMPLIANCE OF FINANCIAL RESTRICTIONS

AT MARCH 31, 2013, THE GROUP WAS IN COMPLIANCE WITH THE FINANCIAL RESTRICTIONS OF THE CONTRACTS RELATED TO THE LONG-TERM SENIOR NOTES DESCRIBED ABOVE.
 
 
 
 

 
 
SALES DISTRIBUTION BY PRODUCT
 
TOTAL SALES
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
 
NET SALES
MARKET
MAIN
MAIN PRODUCTS
VOLUME
AMOUNT
SHARE
TRADEMARKS
CUSTOMERS
     
(%)
   
DOMESTIC SALES
INTERSEGMENT ELIMINATIONS
 
(288,589)
     
           
CONTENT:
         
ADVERTISING
 
4,142,750
   
GENOMMA LAB INTERNACIONAL, S.A.B. DE C.V.
         
COMPAÑIA PROCTER & GAMBLE DE MÉXICO, S. DE R.L. DE C.V.
         
MARKETING MODELO, S.A. DE C.V.
         
SABRITAS, S. DE R.L. DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
THE COCA-COLA EXPORT CORPORATION SUCURSAL EN MÉXICO
         
BIMBO, S.A. DE C.V.
         
MARCAS NESTLÉ, S.A. DE C.V.
         
TIENDAS CHEDRAUI, S.A. DE C.V.
         
FRABEL, S.A. DE C.V.
NETWORK SUBSCRIPTION REVENUE
 
705,755
   
MEGA CABLE, S.A. DE C.V.
         
TELECABLE DEL ESTADO DE MÉXICO, S.A. DE C.V.
         
CABLEVISIÓN RED, S.A. DE C.V.
LICENSING AND SYNDICATIONS
 
150,959
   
VARIOUS
           
PUBLISHING:
         
MAGAZINE CIRCULATION
7,471
132,488
 
TV Y NOVELAS MAGAZINE,
GENERAL PUBLIC (AUDIENCE)
       
MEN´S HEALTH MAGAZINE,
DEALERS
       
VANIDADES MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
COSMOPOLITAN MAGAZINE
 
       
NATIONAL GEOGRAPHIC MAGAZINE
 
       
AUTOMOVIL PANAMERICANO MAGAZINE
 
       
TU MAGAZINE
 
       
ESPECIAL MARVEL SEMANAL MAGAZINE
 
       
SKY VIEW MAGAZINE
 
       
MUY INTERESANTE MAGAZINE
 
       
ESPECIAL MUY INTERESANTE HISTORIAS MAGAZINE
 
       
DIBUJIN DIBUJADO NIÑAS MAGAZINE
 
       
COCINA FÁCIL MAGAZINE
 
ADVERTISING
 
106,628
   
FABRICAS DE CALZADO ANDREA, S.A. DE C.V.
         
MARKETING MODELO, S.A. DE C.V.
         
DILTEX, S.A. DE C.V.
         
FRABEL, S.A. DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
VOLKSWAGEN DE MÉXICO, S.A. DE C.V.
         
MARY KAY COSMETICS DE MÉXICO, S.A. DE C.V.
         
SIGMA ALIMENTOS COMERCIAL, S.A. DE C.V.
         
COMPAÑIA PROCTER & GAMBLE DE MÉXICO, S. DE R.L. DE C.V.
OTHER INCOME
 
3,464
   
VARIOUS
SKY :
         
DTH BROADCAST SATELLITE
 
3,452,648
 
SKY
SUBSCRIBERS
PAY PER VIEW
 
44,761
     
CHANNEL COMMERCIALIZATION
 
70,509
   
WALT DISNEY STUDIOS SONY PICTURES RELEASING DE MÉXICO,
         
S.A. DE C.V.
CABLE AND TELECOM:
         
DIGITAL SERVICE
 
1,803,736
 
CABLEVISIÓN, CABLEMÁS Y TVI
SUBSCRIBERS
INTERNET SERVICES
 
887,853
     
SERVICE INSTALLATION
 
22,446
     
PAY PER VIEW
 
7,103
     
CHANNEL COMMERCIALIZATION
 
94,944
   
MULTILMEDIOS S.A. DE C.V.
         
IMPRESORA Y EDITORIAL, S.A. DE C.V.
         
EDITORIAL KINO, S.A. DE C.V.
         
CASAS DE DESARROLLO Y PROMOCIÓN EN CANCUN, S.A. DE C.V.
TELEPHONY
 
546,664
     
TELECOMMUNICATIONS
 
545,417
 
BESTEL
SUBSCRIBERS
OTHER
 
21,095
     
OTHER BUSINESSES:
         
DISTRIBUTION, RENTALS, AND SALE
         
OF MOVIE RIGHTS
 
48,620
   
OPERADORA COMERCIAL DE DESARROLLO, S.A. DE C.V.
         
OPERADORA DE CINEMAS, S.A. DE C.V.
         
CINEMARK DE MÉXICO, S.A. C.V.
         
TENEDORA DE CINES, S.A. DE C.V.
         
EN PANTALLA PRODUCCIONES INTERNACIONALES, S.A. DE C.V.
SPECIAL EVENTS AND SHOW PROMOTION
 
238,891
 
CLUB DE FÚTBOL AMÉRICA
GENERAL PUBLIC (AUDIENCE)
       
IMPULSORA DEL DEPORTIVO NECAXA
FEDERACIÓN MEXICANA DE FÚTBOL, A.C.
       
ESTADIO AZTECA
AFICIÓN FUTBOL, S.A. DE C.V.
GAMING
 
482,671
 
PLAY CITY
GENERAL PUBLIC (AUDIENCE)
       
MULTIJUEGOS
 
ADVERTISED TIME SOLD IN RADIO
 
116,621
   
PEGASO PCS, S.A. DE C.V.
         
CERVEZAS CUAUHTEMOC MOCTEZUMA, S.A. DE C.V.
         
OPTIMUM MEDIA DIRECTION DE MÉXICO, S.A. DE C.V.
         
ARENA COMMUNICATIONS, S.A. DE C.V.
         
MEDIA PLANNING GROUP, S.A. DE C.V.
         
IPG MEDIA BRANDS COMMUNICATIONS, S.A. DE C.V.
         
TIENDAS SORIANA, S.A. DE C.V.
PUBLISHING DISTRIBUTION
1,947
37,292
 
HOLA MÉXICO MAGAZINE
VARIOUS
       
EL SOLITARIO MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
ENTREPRENEUR MAGAZINE
DEALERS
       
MONSTER HIGH MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
MINIREVISTA MINA MAGAZINE
 
       
RECETAS DE LAS MEJORES MARCAS MAGAZINE
 
           
EXPORT SALES
CONTENT:
         
ADVERTISING
 
29,235
   
CC MEDIOS Y COMUNICACIONES, C.A.
NETWORK SUBSCRIPTION REVENUE
 
165,185
   
GALAXY ENTERTAINMENT DE VZLA, C.A. DIRECTV
         
DIRECTV ARGENTINA SOCIEDAD ANONIMA
         
INTERESES EN EL ITSMO, S.A.
           
LICENSING AND SYNDICATIONS
 
1,118,499
 
TELEVISA
NETFLIX, INC
       
TELEVISA
CORPORACIÓN VENEZOLANA DE TELEVISIÓN, C.A.
       
TELEVISA
COMPAÑIA PERUANA DE RADIODIFUSIÓN, S.A.
       
TELEVISA
ELASTIC RIGHTS, S.L.
       
TELEVISA
RCN TELEVISION, S.A.
OTHER BUSINESSES:
         
SPECIAL EVENTS AND SHOW PROMOTION
 
25,217
 
CLUB AMÉRICA
 
DISTRIBUTION, RENTALS, AND SALE
         
OF MOVIE RIGHTS
 
12,849
   
NETFLIX, INC
           
INTERSEGMENT ELIMINATIONS
 
(2,174)
     
           
SALES OF SUBSIDIARIES ABROAD
CONTENT:
         
ADVERTISING
 
35,671
   
INITIATIVE MEDIA, INC.
         
HORIZON MEDIA, INC.
         
GROUP M MATRIX
PUBLISHING:
         
MAGAZINE CIRCULATION
12,138
231,422
 
T.V. Y NOVELAS MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
GENTE MAGAZINE
DEALERS
       
PAPARAZZI MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
VANIDADES MAGAZINE
 
       
COSMOPOLITAN MAGAZINE
 
       
TÚ  MAGAZINE
 
       
BILINKEN MAGAZINE
 
       
MUY INTERESANTE MAGAZINE
 
       
CONDORITO MAGAZINE
 
ADVERTISING
 
192,490
   
MCCANN ERICKSON, N.Y.
         
ESPACIOS, S.A.
         
R.C.N. TELEVISION, S.A.
         
MEDIACOM MIAMI
SKY:
         
DTH BROADCAST SATELLITE
 
258,924
 
SKY
SUBSCRIBERS
CABLE AND TELECOM:
         
TELECOMMUNICATIONS
 
47,282
 
BESTEL
SUBSCRIBERS
OTHER BUSINESS:
         
PUBLISHING DISTRIBUTION:
2,007
32,952
 
SELECCIONES MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
MAGALY TV MAGAZINE
DEALERS
       
VOGUE MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
HOLA MAGAZINE
 
       
PUNTO Y MODA MAGAZINE
 
       
EL FEDERAL MAGAZINE
 
       
HELLO KITTY MAGAZINE
 
       
ABC MAGAZINE
 
       
MAESTROS DE LA ARQUITECTURA MAGAZINE
 
INTERSEGMENT ELIMINATIONS
 
(2,769)
     
           
TOTAL
23,563
15,519,509
     
 
 
 

 
 
ANALYSIS OF PAID CAPITAL STOCK CHARACTERISTIC OF THE SHARES
CONSOLIDATED
  Final Printing
SERIES
NOMINAL VALUE (PS.)
VALID COUPON
NUMBER OF SHARES
CAPITAL STOCK
FIXED PORTION
VARIABLE PORTION
MEXICAN
FREE
SUBSCRIPTION
FIXED
VARIABLE
A
0.00000
0
113,464,343,692
0
113,464,343,692
0
848,428
0
B
0.00000
0
52,608,347,153
0
52,608,347,153
0
405,948
0
D
0.00000
0
83,695,039,521
0
83,695,039,521
0
620,017
0
L
0.00000
0
83,695,039,521
0
0
83,695,039,521
620,017
0
TOTAL
   
333,462,769,887
0
249,767,730,366
83,695,039,521
2,494,410
0
 
TOTAL NUMBER OF SHARES REPRESENTING THE PAID CAPITAL STOCK ON THE DATE OF THE INFORMATION :
333,462,769,887
 
 
NOTES:

THE TABLE ABOVE REFLECTS OUTSTANDING SHARES PLUS THE SHARES REPURCHASED REPRESENT THE TOTAL NUMBER OF SHARES ISSUED.  SEE NOTE 5 TO CONSOLIDATED FINANCIAL STATEMENTS.
 
 
 

 
 
FINANCIAL STATEMENT NOTES
CONSOLIDATED
  Final Printing
 
11060060: AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, INCLUDES TRANSMISSION RIGHTS AND PROGRAMMING FOR PS.4,849,052 AND PS.4,462,348, RESPECTIVELY.

12080050: AS OF MARCH 31, 2013 AND DECEMBER 31, 2012, INCLUDES TRANSMISSION RIGHTS AND PROGRAMMING FOR PS.7,960,092 AND PS.6,435,609, RESPECTIVELY.

91000010: AT MARCH 31, 2013, DOESN´T INCLUDE TAX LIABILITIES IN FOREIGN CURRENCY FOR PS.70,477 (SEE ATTACHED BREAKDOWN OF CREDITS).

CUM40180000: THIS INFORMATION IS RELATED TO EARNINGS PER CPO. THE CPOS ARE THE SECURITIES TRADED IN THE MEXICAN STOCK EXCHANGE.

CUM40190000: THIS INFORMATION IS RELATED TO EARNINGS PER DILUTED CPO.

40180000: THIS INFORMATION IS RELATED TO EARNINGS PER CPO. THE CPOS ARE THE SECURITIES TRADED IN THE MEXICAN STOCK EXCHANGE.

40190000: THIS INFORMATION IS RELATED TO EARNINGS PER DILUTED CPO.


THE REPORT CONTAINS THE NOTES CORRESPONDING TO THE FINANCIAL STATEMENT AMOUNTS, INCLUDING THEIR BREAKDOWN OF MAIN CONCEPTS AND OTHER CONCEPTS.
 
 
 
 

 
 
 
EXHIBIT 1
TO THE ELECTRONIC FORM TITLED “PREPARATION, FILING, DELIVERY AND DISCLOSURE OF QUARTERLY ECONOMIC, ACCOUNTING AND ADMINISTRATIVE INFORMATION BY ISSUERS”

III. QUALITATIVE AND QUANTITATIVE INFORMATION
 
i. Management’s discussion of the policies concerning the use of financial derivative instruments, and explanation as to whether such policies permit the use of said instruments solely for hedging or also for trading or other purposes. The discussion must include a general description of the objectives sought in the execution of financial derivative transactions; the relevant instruments; the hedging or trading strategies implemented in connection therewith; the relevant trading markets; the eligible counterparties; the policies for the appointment of calculation or valuation agents; the principal terms and conditions of the relevant contracts; the policies as to margins, collateral and lines of credit; the authorization process and levels of authorization required by type of transaction (e.g., full hedging, partial hedging, speculation), stating whether the transactions were previously approved by the committee(s) responsible for the development of corporate and auditing practices; the internal control procedures applicable to the management of the market and liquidity risks associated with the positions; and the existence of an independent third party responsible for the review of such procedures and, as the case may be, the observations raised or deficiencies identified by such third party. If applicable, provide information concerning the composition of the overall risk management committee, its operating rules, and the existence of an overall risk management manual.
 
Management’s discussion of the policies concerning the use of financial derivative instruments, and explanation as to whether such policies permit the use of said instruments solely for hedging or also for trading or other purposes.
 
In accordance with the policies and procedures implemented by the Finance and Risk area and the Vice President and Corporate Controller, along with the Vice President of Internal Audit, the Company has entered into certain financial derivative transactions for hedging purposes in both the Mexican and international markets so as to manage its exposure to the market risks associated with the changes in interest and foreign exchange rates and inflation. In addition, the Company’s Investments Committee has established guidelines for the investment in structured notes or deposits associated with other derivatives, which by their nature may be considered as derivative transactions for trading purposes. It should be noted that in the first quarter of 2013, no such financial derivatives were outstanding. Pursuant to the provisions of International Financial Reporting Standards Board, certain financial derivative transactions originally intended to serve as a hedge and in effect until March 31st, 2013, are not within the scope of hedge accounting as specified in such Standards and, consequently, are recognized in the accounting based on the provisions included in the aforementioned Standards.
 
General description of the objectives sought in the execution of financial derivative transactions; the relevant instruments; the hedging or trading strategies implemented in connection therewith; the relevant trading markets; the eligible counterparties; the policies for the appointment of calculation or valuation agents; the principal terms and conditions of the relevant contracts; the policies as to margins, collateral and lines of credit; the authorization process and levels of authorization required by type of transaction (e.g., full hedging, partial hedging, speculation), stating whether the transactions were previously approved by the committee(s) responsible for the development of corporate and auditing practices; the internal control procedures applicable to the management of the market and liquidity risks associated with the positions; and the existence of an independent third party responsible for the review of such procedures and, as the case may be, the observations raised or deficiencies identified by such third party.
 
The Company’s principal objective when entering into financial derivative transactions is to mitigate the effects of unforeseen changes in interest and foreign exchange rates and inflation, so as to reduce the volatility in its results and cash flows as a result of such changes.
 
The Company monitors its exposure to the interest rate risk by: (i) assessing the difference between the interest rates applicable to its debt and temporary investments, and the prevailing market rates for similar instruments; (ii) reviewing its cash flow requirements and financial ratios (interest coverage); (iii) assessing the actual and budgeted-for trends in the principal markets; and (iv) assessing the prevailing industry practices and other similar companies. This approach enables the Company to determine the optimum mix between fixed- and variable-rate interest for its debt.
 
Foreign exchange risk is monitored by assessing the Company’s monetary position in U.S. dollars and its budgeted cash flow requirements for investments anticipated to be denominated in U.S. dollars and the service of its U.S. dollar-denominated debt.
 
Financial derivative transactions are reported from time to time to the Audit and Corporate Practices Committee.
 
The Company has entered into master derivatives agreements with both domestic and foreign financial institutions that are internationally recognized institutions with which the Company, from time to time, has entered into financial transactions involving corporate and investment banking, as well as treasury services. The form agreement used in connection with financial derivatives transactions with foreign financial institutions is the Master Agreement published by the International Swaps and Derivatives Association, Inc. (“ISDA”) and with local institutions is the Master Agreement published by ISDA and the form agreement recommended by Banco de México. In both cases, the main terms and conditions are standard for these types of transactions and include mechanisms for the appointment of calculation or valuation agents.
 
In addition, the Company enters into standard guaranty agreements that set forth the margins, collateral and lines of credit applicable in each instance. These agreements establish the credit limits granted by the financial institutions with whom the Company enters into master financial derivative agreements, which specify the margin implications in the case of potential negative changes in the market value of its open financial derivative positions. Pursuant to the agreements entered into by the Company, financial institutions are entitled to make margin calls if certain thresholds are exceeded. In the event of a change in the credit rating issued to the Company by a recognized credit rating agency, the credit limit granted by each counterparty would be modified.
 
As of the date hereof, the Company has never experienced a margin call with respect to its financial derivative transactions.
 
In compliance with its risk management objectives and hedging strategies, the Company generally utilizes the following financial derivative transactions:
 
1.
Cross-currency interest rate swaps (i.e., coupon swaps);
 
2.
Interest rate and inflation-indexed swaps;
 
3.
Cross-currency principal and interest rate swaps;
 
4.
Swaptions;
 
5.
Forward exchange rate contracts;
 
6.
FX options;
 
7.
Interest Rate Caps and Floors contracts;
 
8.
Fixed-price contracts for the acquisition of government securities (i.e., Treasury locks); and
 
9.
Credit Default Swaps.
 
The strategies for the acquisition of financial derivatives transactions are approved by the Risk Management Committee in accordance with the Policies and Objectives for the Use of Financial Derivatives.
 
During the quarter from January to March 2013, there were no defaults or margin calls under the aforementioned financial derivative transactions.
 
The Company monitors on a weekly basis the flows generated by the fair market value of and the potential for margin calls under its open financial derivative transactions. The calculation or valuation agent designated in the relevant Master Agreement, which is always the counterparty, issues monthly reports as to the fair market value of the Company’s open positions.
 
The Risk Management area is responsible for measuring, at least once a month, the Company’s exposure to the financial market risks associated with its financings and investments, and for submitting a report with respect to the Company’s risk position and the valuation of its financial derivatives to the Finance Committee on a monthly basis, and to the Risk Management Committee on a quarterly basis. The Company monitors the credit rating assigned to its counterparties in its outstanding financial derivative transactions on a regular basis.
 
The office of the Comptroller is responsible for the validation of the Company’s accounting records as related to its financial derivative transactions, based upon the confirmations received from the relevant financial intermediaries, and for obtaining from such intermediaries, on a monthly basis, confirmations or account statements supporting the market valuation of its open financial derivative positions.
 
As a part of the yearly audit on the Company, the aforementioned procedures are reviewed by the Company’s external auditors. As of the date hereof, the Company’s auditors have not raised any observation or identified any deficiency therein.
 
Information concerning the composition of the overall risk management committee, its operating rules, and the existence of an overall risk management manual.
 
The Company has a Risk Management Committee, which is responsible for monitoring the Company’s risk management activities and approving the hedging strategies used to mitigate the financial market risks to which the Company is exposed. The assessment and hedging of the financial market risks are subject to the policies and procedures applicable to the Company’s Risk Management Committee, the Finance and Risk Management areas and the Comptroller that form the Risk Management Manual of the Company. In general terms, the Risk Management Committee is comprised of members of the Corporate Management, Corporate Comptroller, Tax Control and Advice, Information to the Stock Exchange, Finance and Risk, Legal, Administration and Finance, Financial Planning and Corporate Finance areas.
 
ii.           General description of the valuation methods, indicating whether the instruments are valued at cost or at their fair value pursuant to the applicable accounting principles, the relevant reference valuation methods and techniques, and the events taken into consideration. Describe the policies for and frequency of the valuation, as well as the actions taken in light of the values obtained therefrom. Clarify whether the valuation is performed by an independent third party, and indicate if such third party is the structurer, seller or counterparty of the financial instrument. As with respect to financial derivative transactions for hedging purposes, explain the method used to determine the effectiveness thereof and indicate the level of coverage provided thereby.

The Company values its financial derivative instruments based upon the standard models and calculators provided by recognized market makers. In addition, the Company uses the relevant market variables available from online sources. The financial derivative instruments are valued at a reasonable value pursuant to the applicable accounting provisions.
 
In the majority of cases, the valuation at a reasonable value is carried out on a monthly basis based on valuations of the counterparties and the verification of such reasonable value with internal valuations prepared by the Risk Management area of the Company. Accounting wise, the valuation of the counterparty is registered.
 
The Company performs its valuations without the participation of any independent third party.
 
The method used by the Company to determine the effectiveness of an instrument depends on the hedging strategy and on whether the relevant transaction is intended as a fair-value hedge or a cash-flow hedge. The Company’s methods take into consideration the prospective cash flows generated by or the changes in the fair value of the financial derivative, and the cash flows generated by or the changes in the fair value of the underlying position that it seeks to hedge to determine, in each case, the hedging ratio.
 
iii.           Management’s discussion of the internal and external sources of liquidity that could be used to satisfy the Company’s requirements in connection with its financial derivatives.

As of the date hereof, the Company’s management has not discussed internal and external sources of liquidity so as to satisfy its requirements in connection with its financial derivatives since, based upon the aggregate amount of the Company’s financial derivative transactions, management is of the opinion that the Company’s significant positions of cash, cash equivalents and temporary investments, and the substantial cash flows generated by the Company, would enable the Company to respond adequately to any such requirements.
 

iv.           Explanation as to any change in the issuer’s exposure to the principal risks identified thereby and in their management, and any contingency or event known to or anticipated by the issuer’s management, which could affect any future report. Description of any circumstance or event, such as any change in the value of the underlying assets or reference variables, resulting in a financial derivative being used other than as originally intended, or substantially altering its structure, or resulting in the partial or total loss of the hedge, thereby forcing the Issuer to assume new obligations, commitments or changes in its cash flows in a manner that affects its liquidity (e.g., margin calls). Description of the impact of such financial derivative transactions on the issuer’s results or cash flows. Description and number of financial derivatives maturing during the quarter, any closed positions and, if applicable, number and amount of margin calls experienced during the quarter. Disclosure as to any default under the relevant contracts.

Changes in the Company’s exposure to the principal risks identified thereby and in their management, and contingencies or events known to or anticipated by the Company’s management, which could affect any future report.
 
Since a significant portion of the Company’s debt and costs are denominated in U.S. dollars, while its revenues are primarily denominated in Mexican pesos, depreciation in the value of the Mexican peso against the U.S. dollar and any future depreciation could have a negative effect on the Company’s results due to exchange rate losses. However, the significant amount of U.S. dollars in the Company’s treasury, and the hedging strategies adopted by the Company in recent years, have enabled it to avoid significant foreign exchange losses.
 
Circumstances or events, such as changes in the value of the underlying assets or reference variables, resulting in a financial derivative being used other than as originally intended, or substantially altering its structure, or resulting in the partial or total loss of the hedge, thereby forcing the Company to assume new obligations, commitments or changes in its cash flows in a manner that affects its liquidity (e.g., margin calls). Description of the impact of such financial derivative transactions on the Company’s results or cash flows.
 
As of the date hereof, no circumstance or event has given rise to a significant change in the structure of a financial derivative transaction, caused it to be used other than as originally intended, or resulted in a partial or total loss of the relevant hedge requiring that the Company assume new obligations, commitments or variations in its cash flow such that its liquidity is affected.
 
Description and number of financial derivatives maturing during the quarter, any closed positions and, if applicable, number and amount of margin calls experienced during the quarter. Disclosure as to any default under the relevant contracts.
 
 
1.
During the relevant quarter, one "Coupon Swap" agreement through which Grupo Televisa, S.A.B. ("Televisa") exchanged the payment of a coupon denominated in U.S. Dollars for a notional amount of U.S.$600,000,000.00 (Six Hundred Million Dollars 00/100) of the Bond maturing in 2040 for a coupon in Mexican Pesos for such notional amount in Pesos, expired. This instrument was entered in September 2012 and the flow was realized in January 2013, the date which such instrument expired.
 
2.
Also, during the quarter, three “Knock-out Option Calls” agreements through which Grupo Televisa, S.A.B. (“Televisa”) hedged against severe Mexican Peso depreciation for a notional amount of U.S.$52,500,000.00 (Fifty Two Million Five Hundred Thousand Dollars 00/100) by paying premiums, expired. These options were entered in December 2011, and expired with Televisa not exercising them in January and March 2013.
 
Likewise there were no defaults or margin calls under financial derivative transactions.

v.           Quantitative Information. Attached hereto as Table 1 is a summary of the financial derivative instruments purchased by Televisa, Corporación Novavisión, S. de R.L. de C.V. and Televisión Internacional, S.A. de C.V., whose aggregate fair value represents or could represent one of the reference percentages set forth in Section III (v) of the Official Communication.
 
IV. SENSITIVITY ANALYSIS
 
Considering that the Company has entered into financial derivative transactions for hedging purposes, and given the low amount of the financial derivative instruments that proved ineffective as a hedge, the Company has determined that such transactions are not material and, accordingly, the sensitivity analysis referred to in Section IV of the Official Communication is not applicable.
 
In those cases where the derivative instruments of the Company are for hedging purposes, for a material amount and where the effectiveness measures were sufficient, the measures are justified when the standard deviation of the changes in cash flow as a result of changes in the variables of exchange rate and interest rates of the derivative instruments used jointly with the underlying position is lower than the standard deviation of the changes in cash flow of the underlying position valued in pesos and the effective measures are defined by the correlation coefficient between both positions for the effective measures to be sufficient.
 
TABLE 1
 
GRUPO TELEVISA, S.A.B.
Summary of Financial Derivative Instruments as of
March 31, 2013
(In thousands of pesos/dollars)
 
Type of Derivative, Securities or Contract
Purpose (e.g., hedging, trading or other)
Notional Amount/Face Value
Value of the Underlying Asset / Reference Variable
Fair Value
Maturing per Year
Collateral/Lines of Credit/Securities Pledged
Current Quarter
Previous Quarter(5)
Current Quarter D(H) (4)
Previous Quarter D(H) (5)
Coupon Swaps (1)
Hedging
-
-
 
USD 600,000
6.625% / 6.5896%
-
1,138
Semiannual interest
2013
Does not exist (6)
Interest Rate Swap (2)
Hedging
Ps. 1,400,000
TIIE 28 days + 24bps / 8.415%
TIIE 28 days + 24bps / 8.415%
(145,816)
(132,075)
Monthly interest
2013-2016
Does not exist (6)
Interest Rate Swap (1)
Hedging
Ps. 2,500,000
TIIE 28 days / 7.4325%
TIIE 28 days / 7.4325%
(253,240)
(219,511)
Monthly interest
2013-2018
Does not exist (6)
FX Options (1)
Hedging
USD 352,500
USD 352,500
USD 405,000
6,685
12,419
2013-2015
Does not exist (6)
Interest Rate Swap (3)
Hedging
Ps.1,300,000
TIIE 28 days / 5.032%
TIIE 28 days / 5.032%
(11,479)
1,443
Monthly Interest
2013-2016
Does not exist (6)
Forward (3)
Hedging
USD 8,000 /
Ps.102,451
USD 8,000 /
Ps.102,451
USD 3,000 /
$39,804
(2,762)
(1,176)
 2013
Does not exist (6)
 
Total
(406,612)
(337,762)
   
 
 
(1)
Acquired by Grupo Televisa, S.A.B.
 
(2)
Acquired by Corporación Novavisión, S. de R.L. de C.V.
 
(3)
Acquired by Televisión Internacional, S.A. de C.V.
 
(4)
The aggregate amount of the derivatives reflected in the consolidated statement of financial position of Grupo Televisa, S.A.B. as of March 31, 2013, included in the relevant SIFIC, is as follows:
 
 
  11060020  
FINANCIAL DERIVATIVE INSTRUMENTS
  Ps. 871  
  12080010  
FINANCIAL DERIVATIVE INSTRUMENTS
    5,814  
  21060020  
FINANCIAL DERIVATIVE INSTRUMENTS
    (2,762 )
  22050010  
FINANCIAL DERIVATIVE INSTRUMENTS
    (410,535 )
          Ps. (406,612 )
 
The financial derivatives shown in the above table are those whose aggregate value could represent 5% of the consolidated assets, liabilities or capital, or 3% of the consolidated sales, of Grupo Televisa, S.A.B., for the most recent quarter.
 
 
(5)
Information for the fourth quarter of 2012.
 
(6)
Applies only to implicit financing in the ISDA ancillary agreements identified as “Credit Support Annex”.
 
 
 

 
 
 
DECLARATION OF THE REGISTRANT´S OFFICERS, RESPONSIBLE FOR THE INFORMATION.

 
WE HEREBY DECLARE THAT, TO THE EXTENT OF OUR FUNCTIONS, WE PREPARED THE INFORMATION RELATED TO THE REGISTRANT CONTAINED IN THIS QUARTERLY REPORT, AND BASED ON OUR KNOWLEDGE, THIS INFORMATION FAIRLY PRESENTS THE REGISTRANT´S CONDITION. WE ALSO DECLARE THAT WE ARE NOT AWARE  OF ANY RELEVANT INFORMATION THAT HAS BEEN OMITTED OR UNTRUE IN THIS QUARTERLY REPORT, OR INFORMATION CONTAINED IN SUCH REPORT THAT MAY BE MISLEADING TO INVESTORS..

 

/s/ EMILIO AZCÁRRAGA JEAN
EMILIO AZCÁRRAGA JEAN
PRESIDENT AND CHIEF EXECUTIVE
OFFICER
/s/ SALVI FOLCH VIADERO
SALVI FOLCH VIADERO
CHIEF FINANCIAL OFFICER

 


/s/ JOAQUÍN BALCÁRCEL SANTA CRUZ
JOAQUÍN BALCÁRCEL SANTA CRUZ
VICE PRESIDENT  -  LEGAL AND
GENERAL COUNSEL
 

 

MÉXICO, D.F., APRIL 25, 2013
 
 
 

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
GRUPO TELEVISA, S.A.B.
 
(Registrant)
     
     
Dated: April 26, 2013
By:
/s/  Joaquín Balcárcel Santa Cruz
 
Name:
Joaquín Balcárcel Santa Cruz
 
Title:
General Counsel