6-K 1 americamovil6-k_0208.txt -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------- FORM 6-K Report of Foreign Private Issuer pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 for the month of February, 2005 Commission file number for securities registered pursuant to Section 12(b) of the Act: 0-32245 Commission file number for securities registered pursuant to Section 12(g) of the Act: 1-16269 --------------- AMERICA MOVIL, S.A. DE C.V. (Exact name of Registrant as specified in its charter) America Mobile (Translation of Registrant's name into English) Lago Alberto 366, Colonia Anahuac, 11320 Mexico, D.F., Mexico (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 this 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 this Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes No X ------- ------- Indicate by check mark whether the registrant by furnishing the information contained in this Form 6-K is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 Yes No X ------- ------- This current report on Form 6-K is hereby incorporated by reference into the registration statement on Form F-4 (File No. 333-120819) filed on November 29, 2004, of America Movil, S.A. de C.V. and Radiomovil Dipsa, S.A. de C.V. -------------------------------------------------------------------------------- Recent Developments ------------------- America Movil's Consolidated Results for the Fourth Quarter of 2004 ------------------------------------------------------------------- The unaudited condensed consolidated financial information presented in this document is stated in constant pesos with purchasing power as of December 31, 2004. Accordingly, the unaudited condensed consolidated financial information presented in this document is not directly comparable to the audited consolidated financial statements included in our annual report on Form 20-F for the fiscal year ended December 31, 2003 (the "2003 20-F"), because they are stated in constant pesos as of different dates. The audited consolidated financial information presented in the 2003 20-F is presented in constant pesos as of December 31, 2003. On January 27, 2005, we announced our results of operations for the year ended December 31, 2004. The following table sets forth summary condensed consolidated financial data of America Movil for the twelve-month periods ended December 31, 2004 and 2003. For twelve months ended December 31, ------------------------------------------ 2003 2004 ---------------------- ------------------ (unaudited) (millions of constant pesos as of December 31, 2004) Operating revenues.................. Ps. 90,401 Ps. 134,747 Operating costs and expenses(1)..... 71,509 111,253 Depreciation and amortization....... 14,598 18,595 Operating income.................... 18,892 23,494 Comprehensive financing income...... 2,233 1,907 Net income.......................... 15,812 16,513 ----------- (1) Includes depreciation and amortization expenses. We recorded operating revenues of Ps. 134,747 million for the year ended December 31, 2004, a 49.1% increase over 2003. This increase in revenues reflects principally subscriber growth - particularly strong in the fourth quarter of 2004 - as well as acquisitions. We had approximately 61.1 million wireless subscribers as of December 31, 2004, as compared to 54.1 million as of September 30, 2004 and 43.9 million as of December 31, 2003. As of December 31, 2004, we had approximately 28.9 million wireless subscribers in Mexico and 13.7 million wireless subscribers in Brazil, as compared to 26.8 million and 12.0 million as of September 30, 2004, respectively and 23.4 million and 9.5 million as of December 31, 2003, respectively. We experienced subscriber growth in all of our markets during 2004. In Argentina, we ended 2004 with approximately 3.6 million wireless subscribers and at December 31, 2004, we had 5.8 million wireless subscribers in Colombia. We also had 1.9 million fixed lines in Central America at December 31, 2004. For the year ended December 31, 2004, our operating income totaled Ps. 23,494 million, a 24.4% increase compared to the same period in 2003. As a percentage of our operating revenues, operating income during the year ended December 31, 2004 decreased to 17.4% as compared to 20.9% during the year ended December 31, 2003. The decrease in operating margin was due principally to increased subscriber acquisition costs in Argentina, Colombia and particularly Brazil and higher depreciation and amortization costs. During the year ended December 31, 2004, we reported positive operating income in all of our geographic markets, other than Brazil and Argentina. Our depreciation and amortization expenses in Brazil and Argentina have increased significantly as a result of the rollout of new GSM networks in these markets. We had comprehensive financing income of Ps. 1,907 million in 2004, as compared to Ps. 2,233 million in 2003. This decrease reflects a significant increase in our interest and other financial expenses, which were offset by increases in foreign exchange and monetary gains. During 2004, we recorded provisions for income tax and employee profit sharing of Ps. 8,531 million, as compared to Ps. 3,708 million in 2003. This includes a provision of Ps. 3.2 billion for deferred taxes recorded in the fourth quarter of 2004. For the year ended December 31, 2004, we had net income of Ps. 16,513 million. This represents a 4.4% increase in net income compared to the Ps. 15,812 million reported during the year ended December 31, 2003. Basic net income per share was Ps. 1.35 during the year ended December 31, 2004. At December 31, 2004, we had indebtedness of Ps. 61,459 million, of which Ps. 5,392 million (or 8.8%) was classified as short-term. In November 2004, we placed U.S.$500 million of senior notes due 2015. The notes bear interest at 5.750% and are guaranteed by Telcel. At December 31, 2004, cash and cash equivalents amounted to Ps. 16,518 million. During the year ended December 31, 2004, we used approximately Ps. 13.6 billion to pay dividends and repurchase our shares. We have accrued approximately Ps. 22.4 billion in capital expenditures during the year ended December 31, 2004, of which a portion has already been paid and a portion was included as accounts payable at December 31, 2004. Our accounts payable at December 31, 2004 amounted to Ps. 37,769 million. At December 31, 2004, we had total assets of Ps. 195,901 million, total liabilities of Ps. 118,334 million and total stockholders' equity of Ps. 77,568 million. The tables below summarize our consolidated results as of and for the periods set forth below: America Movil's Income Statement (in accordance with Mexican GAAP) Millions of constant pesos as of December 31, 2004. For the three months ended, For the twelve months ended, ------------------------------- ------------------------------- December 31, December 31, December 31, December 31, 2004 2003 % Change 2004 2003 % Change ------------- ------------- -------- ------------- ------------- -------- Service Revenues................. Ps. 30,960 Ps. 22,814 35.7% Ps. 110,721 Ps. 77,705 42.5% Equipment Revenues............... 8,881 4,987 78.1% 24,026 12,696 89.2% ---------- ----------- ----------- ----------- Total Revenues................... 39,841 27,801 43.3% 134,747 90,401 49.1% ---------- ----------- ----------- ----------- Cost of Service.................. 7,264 5,322 36.5% 26,409 19,113 38.2% Cost of Equipment................ 14,075 7,289 93.1% 39,007 20,306 92.1% Selling, General & Administrative Expenses.......... 8,347 5,647 47.8% 27,242 17,492 55.7% Depreciation & Amortization...... 5,062 4,179 21.1% 18,595 14,598 27.4% ---------- ----------- ----------- ----------- Operating Costs and Expenses 34,748 22,437 54.9% 111,253 71,509 55.6% ---------- ----------- ----------- ----------- Operating Income................. 5,093 5,364 (5.1)% 23,494 18,892 24.4% ---------- ----------- ----------- ----------- Comprehensive Financing (Income) Costs: Net Interest Expense........ 792 435 82.1% 2,278 1,465 55.5% Other Financial Expenses.... 809 (528) n.m.* 1,210 199 n.m.* Foreign Exchange (Gains) (1,830) (332) n.m.* (2,197) (1,425) 54.2% Loss............................. Monetary (Gains)............ (1,011) (884) (14.4)% (3,198) (2,472) 29.4% ---------- ----------- ----------- ----------- (1,240) (1,309) (5.3)% (1,907) (2,233) (14.6)% ---------- ----------- ----------- ----------- Other (Income) Loss, net......... 38 860 (95.6)% (89) 1,099 (108.1)% Income & Deferred Taxes.......... 4,576 79 n.m.* 8,531 3,708 130.1% ---------- ----------- ----------- ----------- Net Income before Minority Interest and Equity in Net Results of Affiliates............ 1,719 5,734 (70.0)% 16,959 16,318 3.9% ---------- ----------- ----------- ----------- Equity in Net Results of 26 18 44.4% 93 136 (31.6)% Affiliates....................... Minority Interest................ 50 113 (55.8)% 353 370 (4.6)% ---------- ----------- ----------- ----------- Net Income....................... Ps. 1,643 Ps. 5,603 (70.7)% Ps. 16,513 Ps. 15,812 4.4% ========== =========== =========== ===========
*n.m. = not meaningful America Movil's Balance Sheet (in accordance with Mexican GAAP) Millions of constant pesos as of December 31, 2004. December 31, 2004 December 31, 2003 % Change ------------------- ------------------- ------------ Current Assets Cash & Cash Equivalents.......... Ps. 16,518 Ps. 9,769 69.1% Marketable Securities............ 2,590 836 209.8% Accounts Receivable.............. 20,808 12,007 73.3% Other Current Assets............. 3,808 2,974 28.0% Inventories...................... 11,243 5,501 104.4% --------------- ---------------- 54,967 31,087 76.8% --------------- ---------------- Long-Term Assets Plant, Property & Equipment...... 85,056 74,855 13.6% Investments in Affiliates........ 652 2,681 (75.7)% Deferred Assets Goodwill, net.................... 9,523 8,445 12.8% Trademarks & Licenses, net....... 35,028 35,441 (1.2)% Deferred Assets.................. 10,675 5,253 103.2% --------------- ---------------- Total Assets..................... Ps. 195,901 Ps. 157,762 24.2% =============== ================ December 31, 2004 December 31, 2003 % Change ------------------- ------------------- ------------ Current Liabilities Short Term Debt**................ Ps. 5,392 Ps. 12,737 (57.7)% Accounts Payable................. 37,769 20,980 80.0% Other Current Liabilities........ 12,618 8,132 55.2% --------------- ---------------- 55,779 41,849 33.3% --------------- ---------------- Long-Term Liabilities Long Term Debt................... 56,067 39,135 43.3% Other Long-Term Liabilities...... 6,487 3,974 63.2% --------------- ---------------- 62,554 43,109 45.1% --------------- ---------------- Stockholder's Equity............. 77,568 72,804 6.5% --------------- ---------------- Total Liabilities and Stockholder's Equity........................... Ps. 195,901 Ps. 157,762 24.2% =============== ================
* n.m. = not meaningful ** Includes current portion of Long Term Debt SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has du1y caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICA MOVIL, S.A. DE C.V. By: /s/ Carlos Jose Garcia Moreno Elizondo --------------------------------------- Carlos Jose Garcia Moreno Elizondo Chief Financial Officer Date: February 8, 2005